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0000897423-10-000042.txt : 20100212
0000897423-10-000042.hdr.sgml : 20100212
20100212161216
ACCESSION NUMBER: 0000897423-10-000042
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20100212
DATE AS OF CHANGE: 20100212
GROUP MEMBERS: AMALGAMATED GADGET, L.P.
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: EMMIS COMMUNICATIONS CORP
CENTRAL INDEX KEY: 0000783005
STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832]
IRS NUMBER: 351542018
STATE OF INCORPORATION: IN
FISCAL YEAR END: 0228
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-43521
FILM NUMBER: 10599453
BUSINESS ADDRESS:
STREET 1: ONE EMMIS PLAZA
STREET 2: 40 MONUMENT CIRCLE SUITE 700
CITY: INDIANAPOLIS
STATE: IN
ZIP: 46204
BUSINESS PHONE: 3172660100
MAIL ADDRESS:
STREET 1: ONE EMMIS PLAZA
STREET 2: 40 MONUMENT CIRCLE #700
CITY: INDIANAPOLIS
STATE: IN
ZIP: 46204
FORMER COMPANY:
FORMER CONFORMED NAME: EMMIS BROADCASTING CORPORATION
DATE OF NAME CHANGE: 19920703
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: AMALGAMATED GADGET LP
CENTRAL INDEX KEY: 0001114634
IRS NUMBER: 000000000
FILING VALUES:
FORM TYPE: SC 13G/A
BUSINESS ADDRESS:
STREET 1: 301 COMMERCE ST
STREET 2: STE 3200
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: .
MAIL ADDRESS:
STREET 1: 800 BRAZOS
STREET 2: STE 1100
CITY: AUSTIN
STATE: TX
ZIP: 78701
SC 13G/A
1
emmis13ga1.htm
<SUBMISSION>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Emmis Communications Corporation
(Name of Issuer)
Class A Common Stock, $0.01 par value per share
(Title of Class of Securities)
291525103
(CUSIP Number)
December 31, 2009
(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)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
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 (however, see the Notes).
**The total number of shares of the Stock reported herein is 3,123,548 shares, which constitutes approximately 9.3% of the 33,619,159 shares deemed outstanding pursuant to Rule 13d-3(d)(1). Unless otherwise stated herein, all other ownership percentages set forth herein assume that there are 31,991,811 shares outstanding.
CUSIP No. 291525103
1. Name of Reporting Person:
Amalgamated Gadget, L.P.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: 1,496,200 (1)
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 1,496,200 (1)
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
3,123,548 (2)
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 9.3% (3)
12. Type of Reporting Person: PN
- --------------
(1) The shares were purchased by Amalgamated Gadget, L.P. for and on behalf of R2 Investments, LDC ("R2") pursuant to an Investment Management Agreement. Pursuant to such Agreement, Amalgamated Gadget, L.P., has sole voting and dispositive power over the shares and R2 has no beneficial ownership of such shares.
(2) Includes 1,627,348 shares of Class A Common Stock obtainable upon conversion of 667,050 shares of 6.25% Series A Preferred Stock (the "Preferred Stock"). The Preferred Stock has a conversion price of $20.495 per share and a liquidation value of $50.00 per share.
(3) Pursuant to Rule 13d-3(d)(1)(i), the number of shares deemed to be outstanding is 33,619,159.
Pursuant to Rule 13d-2(a) of Regulation 13D-G of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended (the "Act"), the undersigned hereby amend their Schedule 13G Statement dated June 29, 2009 (the "Schedule 13G"), relating to the Class A Common Stock, par value $.01 per share (the "Stock"), of Emmis Communications Corporation (the "Issuer"). Unless otherwise indicated, all defined terms used herein shall have the same meanings as those set forth in the Schedule 13G.
Item 4 is hereby amended and restated in its entirety as follows:
Item 4. Ownership.
(a) - (b)
Reporting Person
Amalgamated
Pursuant to an Investment Management Agreement with R2, Amalgamated may, pursuant to Rule 13d-3(d)(1)(i) of the Act, be deemed to be the beneficial owner of 3,123,548 shares of the Stock, which constitutes approximately 9.3% of the 33,619,159 shares of the Stock deemed to be outstanding thereunder.
Controlling Persons
Scepter
Because of its position as the sole general partner of Amalgamated, Scepter may, pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial owner of 3,123,548 shares of the Stock, which constitutes approximately 9.3% of the 33,619,159 shares of the Stock deemed outstanding pursuant to Rule 13-3(d)(1)(i).
Raynor
Because of his position as the President and sole shareholder of Scepter, which is the sole general partner of Amalgamated, Raynor may, pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial owner of 3,123,548 shares of the Stock, which constitutes approximately 9.3% of the 33,619,159 shares of the Stock deemed outstanding pursuant to Rule 13-3(d)(1)(i).
To the best of the knowledge of the Reporting Person, other than as set forth above, none of the persons named in Item 2 herein is the beneficial owner of any shares of the Stock.
(c)
Reporting Person
Amalgamated
Acting through its general partner, Amalgamated has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,496,200 shares of the Stock.
Controlling Persons
Scepter
As the sole general partner of Amalgamated, Scepter has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,496,200 shares of the Stock.
Raynor
As the President and sole shareholder of Scepter, which is the sole general partner of Amalgamated, Raynor has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,496,200 shares of the Stock.
Item 10 is hereby restated in its entirety as follows:
Item 10. Certification.
By signing below I certify that to the best of my 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.
After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.
DATED: February 12, 2010
AMALGAMATED GADGET, L.P.
By: Scepter Holdings, Inc.,
its general partner
By: /s/ Brandon Teague
Brandon Teague, Director of Trading |
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