As filed with the Securities and Exchange Commission on July 16, 2007
Registration Nos. 333-34559, 333-47017, 333-56595, 333-56794, 333-99037,
333-109721, 333-119724
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------
POST EFFECTIVE AMENDMENT TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
UNIVISION COMMUNICATIONS INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 95-4398884
(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER
OF INCORPORATION OR IDENTIFICATION NO.)
ORGANIZATION)
605 THIRD AVENUE, 12TH FLOOR
NEW YORK, NEW YORK 10158
(ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA CODE,
OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES)
UNIVISION COMMUNICATIONS INC. 1996 PERFORMANCE AWARD PLAN
UNIVISION SAVINGS TAX ADVANTAGE RETIREMENT PLAN
1998 STOCK BONUS PLAN
HISPANIC BROADCASTING CORPORATION LONG-TERM INCENTIVE PLAN
UNIVISION COMMUNICATIONS INC. 2004 PERFORMANCE AWARD PLAN
(Full title of the plan)
----------------------------
C. Douglas Kranwinkle
Executive Vice President
and General Counsel
Univision Communications Inc.
5999 Center Drive
Los Angeles, California
10158
(310) 348-4875
(NAME AND ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER, INCLUDING AREA
CODE, OF AGENT FOR SERVICE)
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..
EXPLANATORY NOTE: DEREGISTRATION OF SECURITIES
This Post-Effective Amendment relates to the following Registration
Statements filed on Form S-8 (collectively, the "Registration Statements"):
1. Registration Statement 333-34559 registering 5,500,000 shares of
common stock in connection with the Univision Communications Inc. 1996
Performance Award Plan;
2. Registration Statement 333-47017 registering 10,000,000 shares of
Class A common stock in connection with the Univision Savings Tax Advantage
Retirement Plan;
3. Registration Statement 333-56595 registering 890,615 shares of Class
A common stock in connection with the 1998 Stock Bonus Plan;
4. Registration Statement 333-56794 registering 15,200,000 shares of
Class A common stock in connection with the Univision Communications Inc. 1996
Performance Award Plan;
5. Registration Statement 333-99037 registering 4,693,601 shares of
Class A common stock in connection with the Hispanic Broadcasting Corporation
Long-Term Incentive Plan;
6. Registration Statement 333-109721 registering 564,561 shares of
Class A common stock in connection with the Hispanic Broadcasting Corporation
Long-Term Incentive Plan; and
7. Registration Statement 333-119724 registering 15,936,550 shares of
Class A common stock in connection with the Univision Communications Inc. 2004
Performance Award Plan.
On March 29, 2007 (the "Closing Date"), pursuant to an Agreement and Plan
of Merger dated as of June 26, 2006 among Univision Communications Inc. (the
"Company"), Umbrella Holdings, LLC and Umbrella Acquisition, Inc. ("Merger
Sub"), Merger Sub merged with and into the Company (the "Merger"), with the
Company surviving the Merger. On March 29, 2007, the Company filed a
certification and notice of termination of registration on Form 15 with respect
to its Class A common stock (the "Common Stock").
As a result of the Merger, the Company terminated all offerings of the
Company's Common Stock under the Registration Statements. Accordingly, pursuant
to the undertaking contained in the Registration Statements to remove from
registration by means of a post-effective amendment any of the Common Stock
being registered which remains unsold at the termination of the offering, the
Company is filing this Post-Effective Amendment to the Registration Statements
on Form S-8 to deregister all of the shares of Common Stock reserved for
issuance under the plans covered by the Registration Statements which remained
unissued on the Closing Date.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this
Post-Effective Amendment to be signed on its behalf by the undersigned,
thereunto duly authorized in the City of New York, State of New York, on July
16, 2007.
UNIVISION COMMUNICATIONS INC.
By: /s/ Andrew W. Hobson
------------------------------------
Name: Andrew W. Hobson
Title: Senior Executive Vice
President, Chief Strategic Officer
and Chief Financial Officer
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment has been signed by the following persons in the
capacities and on the date indicated.
SIGNATURE TITLE DATE
--------- ----- ----
/s/ Joseph Uva Chief Executive Officer July 13, 2007
------------------------ (Principal Executive Officer)
Joseph Uva
/s/ Andrew W. Hobson Senior Executive Vice July 12, 2007
------------------------ President, Chief Strategic
Andrew W. Hobson Officer and Chief Financial
Officer (Principal Financial
Officer)
/s/ Zaid F. Alsikafi Director July 12, 2007
------------------------
Zaid F. Alsikafi
/s/ Richard J. Bressler Director July 13, 2007
------------------------
Richard J. Bressler
/s/ James C. Carlisle Director July 13, 2007
------------------------
James C. Carlisle
Director July __, 2007
------------------------
Adam Chesnoff
/s/ Michael P. Cole Director July 13, 2007
------------------------
Michael P. Cole
Director July __, 2007
------------------------
Kelvin L. Davis
SIGNATURE TITLE DATE
--------- ----- ----
/s/ Albert J. Dobron Director July 12, 2007
------------------------
Albert J. Dobron
Director July __, 2007
------------------------
Mark J. Masiello
Director July __, 2007
------------------------
Jonathan M. Nelson
/s/ James N. Perry, Jr. Director July 13, 2007
------------------------
James N. Perry, Jr.
/s/ Karl Peterson Director July 13, 2007
------------------------
Karl Peterson
Director July __, 2007
------------------------
Haim Saban
Director July __, 2007
------------------------
Scott M. Sperling
/s/ David Bonderman Director July 13, 2007
------------------------
David Bonderman
/s/ Henry G. Cisneros Director July 13, 2007
------------------------
Henry G. Cisneros
/s/ Gloria Estefan Director July 13, 2007
------------------------
Gloria Estefan