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): March 31, 2014
SPANISH BROADCASTING SYSTEM, INC.
(Exact name of registrant as specified in its charter)
Delaware | | 000-27823 | | 13-3827791 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer Identification No.) |
7007 N.W. 77th Avenue, Miami, Florida | | 33166 |
(Address of principal executive offices) | | (Zip Code) |
(305) 441-6901
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
¨ | 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)) |
On March 31, 2014, Spanish Broadcasting System, Inc. (the “Company”) issued a press release announcing the delay of its release of its financial results for the fourth quarter and year-end December 31, 2013 and announcing that additional time is needed for the Company to complete its Annual Report on Form 10-K for the fiscal year ended December 31, 2013 (the “Form 10-K”), which was due on March 31, 2014. The Company is unable to file its Form 10-K prior to the filing deadline without unreasonable effort or expense due to unanticipated delays in resolving the accounting treatment of certain deferred tax assets. The Company expects to file the Form 10-K no later than the fifteenth calendar day following the prescribed due date, as permitted by Rule 12b-25. A copy of the press release is attached hereto as Exhibit 99.1.
Forward-Looking Statements
This Current Report on Form 8-K contains certain forward-looking statements. These forward-looking statements, which are included in accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, may involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results and performance in future periods to be materially different from any future results or performance suggested by the forward-looking statements in this press release. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that actual results will not differ materially from these expectations. Forward-looking statements, which are based upon certain assumptions and describe future plans, strategies and expectations of the Company, are generally identifiable by use of the words “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate,” “might,” or “continue” or the negative or other variations thereof or comparable terminology. Factors that could cause actual results, events and developments to differ are included from time to time in the Company’s public reports filed with the Securities and Exchange Commission. All forward-looking statements made herein are qualified by these cautionary statements and there can be no assurance that the actual results, events or developments referenced herein will occur or be realized. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.
Item 9.01 | Financial Statements and Exhibits. |
Exhibit No. | | Description | |
99.1 | | Press Release of Spanish Broadcasting System, Inc., dated March 31, 2014. |
SIGNATURES
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.
| | SPANISH BROADCASTING SYSTEM, INC. (Registrant) |
March 31, 2014 | | By: | | /s/ Joseph A. García |
| | | | Joseph A. García |
| | | | Chief Financial Officer, Chief Administrative Officer, Senior Executive Vice President and Secretary |
Exhibit Index
Exhibit No. | | Description | |
99.1 | | Press Release of Spanish Broadcasting System, Inc., dated March 31, 2014. |
