Entravision Communications Corp NT 10-K, filed Mar 16, 2021
Entravision Communications Corp (EVC)
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SEC FILE NUMBER 001-15997 |
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CUSIP NUMBER 29382R107 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q
☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR
For Period Ended: December 31, 2020
☐ Transition Report on Form 10-K
☐ Transition Report on Form 20-F
☐ Transition Report on Form 11-K
☐ Transition Report on Form 10-Q
☐ Transition Report on Form N-SAR
For the Transition Period Ended: ________________________________
Read Instruction (on back page) Before Preparing Form. Please print or type.
Nothing in the form shall be construed to imply that the Commission has verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: ____________________________________________.
PART I
REGISTRANT INFORMATION
Full Name of Registrant:Entravision Communications Corporation
Address of Principal Executive
Office (Street and number):2425 Olympic Boulevard, Suite 6000 West
City, State and Zip Code:Santa Monica, California 90404
PART II
RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate.)
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(a) |
The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; |
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(b) |
The subject annual report, semi-annual report, transition report on Form 10-K, Form 20‑F, 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and |
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(c) |
The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR or the transition report or portion thereof, could not be filed within the prescribed time period.
Entravision Communications Corporation (the “Company”) is unable to file, without unreasonable effort or expense, its Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (the “Form 10-K”) by March 16, 2021, the original due date for such filing.
As a result of the Company’s expanding business operations, primarily related to the acquisition of majority of the stock of several entities collectively doing business as Cisneros Interactive, the Company has experienced unexpected delays in the preparation of the Company’s financial statements for the year ended December 31, 2020.
PART IV
OTHER INFORMATION
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(1) |
Name and telephone number of person to contact in regard to this notification |
Christopher T. Young (310) 447-3870
(Name) (Area Code) (Telephone Number)
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(2) |
Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s). |
☒ Yes ☐ No
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(3) |
Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? |
☒Yes ☐ No
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
On March 11, 2021, the Company issued a press release (the “Press Release”) announcing its financial results for the quarter and year ended December 31, 2020, which Press Release included a comparison to its results of operations from the corresponding periods in the last fiscal year. The Press Release was furnished as Exhibit 99.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission (“SEC”) on March 11, 2021. The financial results included in the Press Release were unaudited and represented the most current information available to management. As of the date of this filing, the Company’s independent registered public accounting firm has informed the Company that they have not completed their audit procedures. During the course of the completion of these audit procedures, items may be identified which could result in the Company’s audited results that will be included in the Form 10-K to be materially different than the Company’s unaudited financial results included in the Press Release.
Cautionary Note Regarding Forward-Looking Statements
This Form 12b-25 Notification contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties, including statements regarding the Company’s anticipated results of operations; the Company’s intention to file its Form 10-K on or before the fifteenth day following its prescribed due date; and the completion of matters necessary to permit filing by such extension deadline. There can be no assurance that these forward-looking statements will be achieved, and actual results could differ materially from those suggested by such forward-looking statements. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Such risks and uncertainties include, without limitation, that the Company’s results for the fourth quarter and full-year ended December 31, 2020 are
subject to change pending the completion of the audit of its financial statements for fiscal year 2020, as well as those risks and uncertainties described in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recent Annual Report on Form 10-K filed with the SEC and similar disclosures in subsequent periodic and current reports filed from time to time with the SEC. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which they are made. Except as required by law, the Company does not intend, and undertakes no obligation, to update this information to reflect future events or circumstances.
Entravision Communications Corporation
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
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Date:March 16, 2021 |
By:/s/ Christopher T. Young |
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Christopher T. Young Chief Financial Officer and Treasurer
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