SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
__________
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Information to be included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and amendments thereto filed pursuant to Rule 13d-2
(Amendment No. __)
Entravision Communications Corporation
(Name of Issuer)
CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE
(Title of Class of Securities)
29382R107
(CUSIP Number)
May 16, 2011
(Date of Event Which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
ý Rule 13d-1(c)
¨ Rule 13d-1(d)
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.
(Continued on following pages)
(Page 1 of 13 Pages)
|
CUSIP No. 29382R107
|
13 G
|
Page 2 of 13 Pages
|
| |
|
1
|
NAME OF REPORTING PERSON
Beach Point Capital Management LP (“Beach Point Capital”)
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨
(b) ý
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
0
|
|
BENEFICIALLY
|
6
|
SHARED VOTING POWER
2,932,933 ** see Note 1 **
|
|
OWNED BY
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
2,932,933 ** see Note 1 **
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,932,933 ** see Note 1**
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.48%
|
|
12
|
TYPE OF REPORTING PERSON
IA
|
|
CUSIP No. 29382R107
|
13 G
|
Page 3 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSON
Beach Point GP LLC (“Beach Point GP”)
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨
(b) ý
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
0
|
|
BENEFICIALLY
|
6
|
SHARED VOTING POWER
2,932,933 ** see Note 1 **
|
|
OWNED BY
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
2,932,933 **see Note 1 **
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,932,933 ** see Note 1 **
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.48%
|
|
12
|
TYPE OF REPORTING PERSON
HC
|
|
CUSIP No. 29382R107
|
13 G
|
Page 4 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSON
Beach Point Total Return Master Fund, L.P. (“Beach Point Fund”)
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨
(b) ý
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
0
|
|
BENEFICIALLY
|
6
|
SHARED VOTING POWER
2,678,149 ** see Note 1 **
|
|
OWNED BY
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
2,678,149 ** see Note 1 **
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,678,149 ** see Note 1 **
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.00%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
|
CUSIP No. 29382R107
|
13 G
|
Page 5 of 13 Pages
|
|
1
|
NAME OF REPORTING PERSON
Beach Point Advisors LLC (“Beach Point Advisors”)
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨
(b) ý
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF
SHARES
|
5
|
SOLE VOTING POWER
0
|
|
BENEFICIALLY
|
6
|
SHARED VOTING POWER
2,678,149 ** see Note 1 **
|
|
OWNED BY
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
2,678,149 ** see Note 1 **
|
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,678,149 ** see Note 1 **
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
o
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.00%
|
|
12
|
TYPE OF REPORTING PERSON
HC
|
|
CUSIP No. 29382R107
|
13 G
|
Page 6 of 13 Pages
|
ITEM 1.
(a) Name of Issuer: Entravision Communications Corporation
(b) Address of Issuer’s Principal Executive Offices:
2425 Olympic Boulevard, Suite 6000 West
Santa Monica, CA 90404
ITEM 2.
|
|
(a)
|
Name of Person Filing:
|
|
|
Beach Point Capital Management LP (“Beach Point Capital”)
|
Beach Point GP LLC (“Beach Point GP”)
Beach Point Total Return Master Fund, L.P. (“Beach Point Fund”)
Beach Point Advisors LLC (“Beach Point Advisors”)
(b) Address of Principal Business Office:
c/o Beach Point Capital Management LP
1620 26th Street
Suite 6000N
Santa Monica, California 90404
(c) Citizenship:
Beach Point Capital Delaware
Beach Point GP Delaware
Beach Point Fund Cayman Islands
Beach Point Advisors Delaware
(d) Title of Class of Securities: Class A Common Stock, par value $0.0001 per share (the “Common Stock”)
(e) CUSIP Number: 29382R107
|
ITEM 3.
|
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
|
CUSIP No. 29382R107
|
13 G
|
Page 7 of 13 Pages
|
ITEM 4. Ownership
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a)Amount beneficially owned:
2,932,933 by each of Beach Point Capital and Beach Point GP ** see Note 1 **
2,678,149 by each of Beach Point Fund and Beach Point Advisors ** see Note 1 **
(b)Percent of class:
|
|
5.48% by each of Beach Point Capital and Beach Point GP
|
|
|
5.00% by each of Beach Point Fund and Beach Point Advisors
|
|
|
The percent of class is based on 53,514,769 shares of Common Stock, par value $0.0001 per share of the Issuer outstanding as of May 2, 2011 as reported on the Issuer’s Quarterly Report on Form 10-Q filed on May 6, 2011 for the quarterly period ended March 31, 2011.
|
(c)Number of shares as to which the person has:
(i)Sole power to vote or to direct the vote:
0
(ii)Shared power to vote or to direct the vote:
2,932,933 by each of Beach Point Capital and Beach Point GP ** see Note 1 **
2,678,149 by each of Beach Point Fund and Beach Point Advisors ** see Note 1 **
(iii)Sole power to dispose or to direct the disposition of:
0
(iv)Shared power to dispose or to direct the disposition of:
2,932,933 by each of Beach Point Capital and Beach Point GP ** see Note 1 **
2,678,149 by each of Beach Point Fund and Beach Point Advisors ** see Note 1 **
|
CUSIP No. 29382R107
|
13 G
|
Page 8 of 13 Pages
|
** Note 1 **
Beach Point Capital, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, furnishes investment advice to certain clients (the “Clients”). In its role as investment adviser, Beach Point Capital possesses voting and investment power over the shares of Common Stock of the Issuer described in this schedule that are owned by the Clients, and may be deemed to be the beneficial owner of the shares of Common Stock of the Issuer held by the Clients. However, all securities reported in this schedule are owned by the Clients. Beach Point Capital disclaims beneficial ownership of such securities.
Beach Point GP is the sole general partner of Beach Point Capital. As a result, Beach Point GP may be deemed to share beneficial ownership of the shares of Common Stock of the Issuer held by the Clients. Beach Point GP disclaims beneficial ownership of such securities.
Beach Point Fund is one of Beach Point Capital’s clients. Beach Point Fund directly owns more than 5% of the shares of Common Stock of the Issuer.
Beach Point Advisors is the sole general partner of Beach Point Fund. As a result, Beach Point Advisors may be deemed to share beneficial ownership of the shares of Common Stock of the Issuer held by Beach Point Fund. Beach Point Advisors disclaims beneficial ownership of such securities.
ITEM 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.
ITEM 6. Ownership of More than Five Percent on Behalf of Another Person
While Beach Point Capital and Beach Point GP may each be deemed the beneficial owner of the shares of Common Stock of the Issuer, each of the reporting persons is the beneficial owner of such stock on behalf of the Clients who have the right to receive and the power to direct the receipt of dividends from, or the proceeds of the sale of, such Common Stock. One of the Clients, Beach Point Fund, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, more than 5% of the Common Stock of the Issuer.
|
CUSIP No. 29382R107
|
13 G
|
Page 9 of 13 Pages
|
|
ITEM 7.
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
|
See Exhibit I
ITEM 8. Identification and Classification of Members of the Group
Not applicable
ITEM 9. Notice of Dissolution of Group
Not applicable
ITEM 10. Certifications
By signing below the undersigned certify that, to the best of their knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
|
CUSIP No. 29382R107
|
13 G
|
Page 10 of 13 Pages
|
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: May 25, 2011
BEACH POINT CAPITAL MANAGEMENT LP
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel
BEACH POINT GP LLC
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel
BEACH POINT TOTAL RETURN MASTER FUND, L.P.
By: BEACH POINT ADVISORS LLC, its general partner
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel
BEACH POINT ADVISORS LLC
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel
|
CUSIP No. 29382R107
|
13 G
|
Page 11 of 13 Pages
|
EXHIBIT INDEX
Exhibit I - Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
Exhibit II - Joint Filing Agreement
|
CUSIP No. 29382R107
|
13 G
|
Page 12 of 13 Pages
|
EXHIBIT I
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
Beach Point GP LLC is the sole general partner and therefore control person of Beach Point Capital Management LP, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940.
Beach Point Advisors LLC is the sole general partner and therefore control person of Beach Point Total Return Master Fund, L.P.
|
CUSIP No. 29382R107
|
13 G
|
Page 13 of 13 Pages
|
EXHIBIT II
Joint Filing Agreement
THIS JOINT FILING AGREEMENT is entered into as of May 25, 2011, by and among the parties signatories hereto. The undersigned hereby agree that the Statement on Schedule 13G with respect to the shares of Class A Common Stock, par value $0.0001 per share, of Entravision Communications Corporation is, and any amendment thereafter signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) under the Securities Exchange Act of 1934, as amended.
BEACH POINT CAPITAL MANAGEMENT LP
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel
BEACH POINT GP LLC
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel
BEACH POINT TOTAL RETURN MASTER FUND, L.P.
By: BEACH POINT ADVISORS LLC, its general partner
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel
BEACH POINT ADVISORS LLC
By: /s/ Lawrence M. Goldman
Name: Lawrence M. Goldman
Title: Chief Administrative Officer and General Counsel