UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 12, 2019
LIBERTY LATIN AMERICA LTD.
(Exact Name of Registrant as Specified in Charter)
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| Bermuda | | 001-38335 | | 98-1386359 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification #) |
Clarendon House,
2 Church Street,
Hamilton HM 11, Bermuda
(Address of Principal Executive Office)
(303) 925-6000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: |
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| Title of Each Class | Trading Symbols | Name of Each Exchange on Which Registered |
| Class A Shares, par value $0.01 per share | LILA | The NASDAQ Stock Market LLC |
| Class C Shares, par value $0.01 per share | LILAK | The NASDAQ Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 12, 2019, Dr. John C. Malone retired from the Board of Directors (the “Board”) of Liberty Latin America Ltd. (“Liberty Latin America” or the “Company”) and will transition to a director emeritus role going forward. Dr. Malone’s retirement as a director of the Company was not the result of any dispute or disagreement with the Company. As a director emeritus, Dr. Malone may continue to attend Board meetings and provide active support and advice to Liberty Latin America, but will not have a vote on matters presented to the Board.
In conjunction with Dr. Malone’s retirement from the Board, on December 12, 2019, the Board elected Daniel E. Sanchez to fill the resulting vacancy on the Board and also appointed Mr. Sanchez to the Nominating and Corporate Governance Committee.
In connection with his appointment, the Board granted restricted share units (“RSUs”) with a value of $42,000, which was calculated by prorating the amount of the annual RSU grant made to each of the Company’s nonemployee directors under the Liberty Latin America 2018 Nonemployee Director Incentive Plan (the “Director Plan”). The Director Plan is more fully described in the proxy statement for the Company’s 2019 Annual General Meeting of Shareholders filed by the Company with the Securities and Exchange Commission on April 3, 2019.
Item 7.01. Regulation FD Disclosure.
On December12, 2019, the Company issued a press release announcing Dr. Malone’s retirement and Daniel E. Sanchez’s election. The press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
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| Exhibit No. | Exhibit Name |
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| 99.1 | |
| 101.INS | XBRL Inline Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH | XBRL Inline Taxonomy Extension Schema Document. |
| 101.CAL | XBRL Inline Taxonomy Extension Calculation Linkbase Document. |
| 101.DEF | XBRL Inline Taxonomy Extension Definition Linkbase. |
| 101.LAB | XBRL Inline Taxonomy Extension Label Linkbase Document. |
| 101.PRE | XBRL Inline Taxonomy Extension Presentation Linkbase Document. |
| 104 | Cover Page Interactive Data File.* (formatted as Inline XBRL and contained in Exhibit 101) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | LIBERTY LATIN AMERICA LTD. |
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| | By: | /s/ JOHN M. WINTER |
| | | John M. Winter |
| | | Senior Vice President |
Date: December 12, 2019
