Emmis Communications Corporation |
(Name of Issuer) |
6.25% Series A Cumulative Convertible Preferred Stock Class A Common Stock, par value $0.01 per share |
(Title of Class of Securities) |
291525202, 291525103 |
(CUSIP Number) |
John Barrett |
(Name, Address and Telephone Number of Person Authorized to Receieve Notices and Communications) |
July 06, 2015 |
(Date of Event which Requires Filing of this Statement) |
The information required on the remainder of this cover page shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (the 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 Instructions)
.
CUSIP No.: 291525202, 291525103 |
1
|
NAME OF REPORTING PERSON: Corre Opportunities Qualified Master Fund, LP
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 98-1155113
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) x
|
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3
|
SEC USE ONLY
|
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4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
o
|
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,501 Preferred Shares (1) |
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x
|
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.87% (2) |
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14
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TYPE OF REPORTING PERSON
PN
|
CUSIP No.: 291525202, 291525103 |
1
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NAME OF REPORTING PERSON: Corre Opportunities II Master Fund, LP
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 98-1222837
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) x
|
|
3
|
SEC USE ONLY
|
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4
|
SOURCE OF FUNDS
OO
|
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5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
o
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,501 Preferred Shares (1)
777,559 Common Stock (1) |
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.87% (2)
1.96% (3) |
|
14
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TYPE OF REPORTING PERSON
PN
|
CUSIP No.: 291525202, 291525103 |
1
|
NAME OF REPORTING PERSON: Corre Opportunities Fund, LP
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 26-4746876
|
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) x
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
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5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
o
|
|
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,501 Preferred Shares (1)
777,559 Common Stock (1) |
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.87% (2)
1.96% (3) |
|
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No.: 291525202, 291525103 |
1
|
NAME OF REPORTING PERSON: Corre Partners Advisors, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 26-4570038
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) x
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
o
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,501 Preferred Shares (1)
777,559 Common Stock (1) |
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.87% (2)
1.96% (3) |
|
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No.: 291525202, 291525103 |
1
|
NAME OF REPORTING PERSON: Corre Partners Management, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 26-4570258
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) x
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
o
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,501 Preferred Shares (1)
777,559 Common Stock (1) |
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.87% (2)
1.96% (3) |
|
14
|
TYPE OF REPORTING PERSON
IA
|
CUSIP No.: 291525202, 291525103 |
1
|
NAME OF REPORTING PERSON: John Barrett
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) x
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
o
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,501 Preferred Shares (1)
777,559 Common Stock (1) |
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.87% (2)
1.96% (3) |
|
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No.: 291525202, 291525103 |
1
|
NAME OF REPORTING PERSON: Eric Soderlund
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(b) x
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS
OO
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
o
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
212,501 Preferred Shares (1)
1,296,060 Common Stock (1) |
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
212,501 Preferred Shares (1)
777,559 Common Stock (1) |
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
x
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
22.87% (2)
1.96% (3) |
|
14
|
TYPE OF REPORTING PERSON
IN
|
(a) Name of Persons FilingThis Schedule 13D is being filed by:
(i) Corre Opportunities Qualified Master Fund, LP, a Cayman Islands exempted limited partnership (the Qualified Master Fund);
(ii) Corre Opportunities II Master Fund, LP, a Cayman Islands exempted limited partnership (the "COII Master Fund");
(iii) Corre Opportunities Fund, LP, a Delaware limited partnership (the Fund, together with the Qualified Master Fund and the COII Master Fund, the "Funds");
(iv) Corre Partners Advisors, LLC, a Delaware limited liability company (the General Partner), which serves as the general partner of the Funds;
(v) Corre Partners Management, LLC, a Delaware limited liability company (the "Investment Adviser", which has been delegated investment authority over the assets of the Funds by the General Partner;
(vi) Mr. John Barrett (Mr. Barrett) who serves as a managing member of the General Partner;(vii) Mr. Eric Soderlund (Mr. Soderlund) who serves as a managing member of the General Partner.
(b) Residence or business addressThe principal address of each of the Reporting Persons is 1370 Avenue of the Americas, 29th Floor, New York, NY 10019.
(c) Present Principal OccupationThe General Partner has sole and complete discretionary authority to manage the investments of the Funds. The Investment Adviser exercises investment authority over the assets of the Funds by delegation of the General Partner. Mr. Barrett and Mr. Soderlund are the co-owners and managing members of the General Partner and the Investment Adviser.
(d)-(e) During the past five years, none of the Reporting Persons has(i) been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors), or(ii) been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) CitizenshipThe Fund, the General Partner and the Investment Adviser are all organized under the laws of Delaware. The Qualified Master Fund and COII Master Fund are organized as Cayman Islands exempted limited partnerships. Mr. Barrett and Mr. Soderlund are citizens of the United States.
The Funds are private investment partnerships. As disclosed on the Funds' previous Schedule 13D, the Funds purchased the Preferred Shares of the Issuer with its investment capital for an aggregate purchase price of $3,772,537 and the shares of Class A Common Stock of the Issuer for an aggregate purchase price of $1,757,260. No funds were borrowed in connection with such purchases.
(a) The Reporting Persons beneficially own 212,501 Preferred Shares, representing approximately 22.87% of the outstanding Preferred Shares, which is based upon 928,991 outstanding Preferred Shares as of May 31, 2015 as disclosed in the Issuer's most recent 10-Q dated July 9, 2015. Because the Preferred Shares are currently convertible into shares of Class A Common Stock, the Reporting Persons also are deemed under Rule 13-d-3(d)(1)(i)(B) of the Exchange Act to have beneficial ownership of the shares of Class A Common Stock issuable upon conversion of the Preferred Shares. Each Preferred Share currently is convertible into 2.44 shares of Class A Common Stock. Accordingly, as of the date of this Schedule 13D, the 212,501 Preferred Shares beneficially owned by the Reporting Persons are convertible into approximately 518,501 shares of Class A Common Stock. These shares combined with the 777,559 shares of Class A Common Stock owned represent 3.21% of the 40,331,751 shares of Common Stock deemed outstanding pursuant to Rule 13d-3(d)(1)(i) of the Exchange Act (based on 39,762,765 shares outstanding as of July 3, 2015, as disclosed in the Issuers most recent Form 10-Q filed with the SEC on July 9, 2015, plus the shares issuable uponconversion of the Reporting Persons Preferred Shares).
(b) The Reporting Persons have shared voting and dispositive power with regard to the Preferred Shares and Class A Common Stock shares that are beneficially held by the Reporting Persons.
(c) During the past 60 days, the Reporting Persons disposed of Preferred Shares as follows:
7/6/2015: 13,062 shares at $6.0502 for $79,028
7/7/2015: 2,380 shares at $3.9235 for $9,338
7/9/2015: 1,048 shares at $3.4928 for $3,660
7/10/2015: 4,200 shares at $3.4557 for $14,514
(d) Not applicable.
(e) Not applicable.
Corre Opportunities Qualified Master Fund, LP
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Date: July 13, 2015
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By:
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/s/ John Barrett /s/ Eric Soderlund | |
Name: John Barrett and Eric Soderlund | |||
Title: individually, as Managing Members of Corre Partners Management, LLC for itself, and as Managing Members of Corre Partners Advisors, LLC for itself and on behalf of Corre Opportunities Qualified Master Fund, LP, Corre Opportunities II Master Fund, LP and Corre Opportunities Fund, LP in its capacity as General Partner | |||