EX-99.1 2 sbsaa-ex991_42.htm EX-99.1 sbsaa-ex991_42.htm

 

Exhibit 99.1

 

 

 

 

Richard D. Lara

Executive Vice President & General Counsel

Phone: 305-644-4824

rlara@sbscorporate.com

April 27, 2018

 

 

Stonehill Master Fund Ltd.

c/o Stonehill Capital Management LLC

885 Third Avenue

30th Floor

New York, NY 10022

Re:

Notice of Ineffective Purported Purchase of Series B Preferred Stock

To whom it may concern:

We are writing to notify you that Spanish Broadcasting System, Inc. (the “Company”) shall hereafter treat your claimed ownership of 7,118 shares of the Company’s 10 3/4% Series B Cumulative Exchangeable Redeemable Preferred Stock (the “ Series B Preferred Stock”) that you purportedly purchased in May 2017 as void and non-existent since you attempted to acquire these shares in transactions that, if given effect, would violate the Company’s Third Amended and Restated Certificate of Incorporation (the “Charter”), or that were otherwise ineffective, pursuant to the terms of Article X of the Charter, unless and until you can demonstrate facts to the contrary supported by relevant documentation. Requests for information have previously been sent to you and your counsel, and yet, the Company has not received information from you or your counsel that is fully responsive to these requests. Instead, it has come to the Company’s attention that there is evidence that your attempted purchase of these shares of the Series B Preferred Stock were ineffective and, therefore, void, as mentioned above.

The Company’s Charter has been publicly available, and notice of this issue has been publicly disclosed numerous times, including as set forth in the Notice to Holders of the Company’s Series B Preferred Stock dated November 28, 2017, the Companys Current Report on Form 8-K of the same date, a second Notice to Holders of the Company’s Series B Preferred Stock dated January 9, 2018, the Company’s press release dated March 26, 2018 and the Company’s Current Report on Form 8-K as of the same date. Absent hearing from you, or your counsel, demonstrating to the Company facts to support a contrary position, you will not be recognized as a valid holder of the Series B Preferred Stock. We urge you to refrain from representing otherwise or attempting to trade these shares.

Any response, with supporting documentation, should be sent to Spanish Broadcasting System, Inc., 7007 NW 77th Avenue, Miami, Florida  33166, Attn: Richard D. Lara, Esq., General Counsel.

Spanish Broadcasting System, Inc.

 

PABLO RAÚL ALARCÓN MEDIA CENTER 7007 NW 77TH AVENUE, MIAMI, FL 33166


 

 

Very truly yours,

 

/s/ Richard D.Lara

Richard D.Lara

Executive Vice President and

General Counsel

 

cc:

Patrick J. Nash, Jr., Esq., Kirkland & Ellis LLP

Mark D. Schneider, Esq., Sidley Austin LLP

Meredith S. Senter, Jr., Esq., Lerman Senter PLLC

Pedro A. Jimenez, Esq., Jones Day

Robert S. Saunders, Esq., Skadden

 

Spanish Broadcasting System, Inc.

 

PABLO RAÚL ALARCÓN MEDIA CENTER 7007 NW 77TH AVENUE, MIAMI, FL 33166