UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Emmis Communications Corporation
(Name of Issuer)
Class A Common Shares, $.01 par value
(Title of Class of Securities)
291525103
(CUSIP Number)
Frank K. Martin, CFA
Senior Partner
Martin Capital Management, LLP
300 NIBCO Parkway, Suite 301, Elkhart, IN 46516
(574) 293-2077
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 9, 2010
(Date of Event which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ¨
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of section 18 of the Securities Exchange Act of 1934 (“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 Notes).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
CUSIP No. 291525103
| 1. |
Names of reporting persons. I.R.S. Identification Nos. of above persons (entities only).
Martin Capital Management, LLP 35-1827458 | |||||
| 2. | Check the appropriate box if a member of a group (see instructions) (a) ¨ (b) x
| |||||
| 3. | SEC use only
| |||||
| 4. | Source of funds (see instructions)
OO | |||||
| 5. | Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| |||||
| 6. | Citizenship or place of organization
Indiana | |||||
|
Number of shares beneficially owned by each reporting person with |
7. | Sole voting power
0 | ||||
| 8. | Shared voting power
2,050,067 | |||||
| 9. | Sole dispositive power
0 | |||||
| 10. | Shared dispositive power
2,050,067 | |||||
| 11. |
Aggregate amount beneficially owned by each reporting person
2,050,067 | |||||
| 12. |
Check if the aggregate amount in Row (11) excludes certain shares (see instructions)
| |||||
| 13. |
Percent of class represented by amount in Row (11)
6.3% | |||||
| 14. |
Type of reporting person (see instructions)
IA | |||||
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This Amendment No. 6 amends and supplements the Schedule 13D originally filed by Martin Capital Management, LLP (“MCM”) on May 18, 2006, as amended on April 23, 2007, August 10, 2007, September 12, 2007, July 8, 2008 and January 8, 2010 (as amended, the “Schedule 13D”), relating to the Class A Common Stock, $0.01 par value per share (the “Common Shares”), of Emmis Communications Corporation (the “Issuer”). Except as expressly set forth herein, there have been no changes in the information set forth in the Schedule 13D.
| Item 3. | Source and Amount of Funds or Other Consideration |
Item 3 is hereby amended and restated in its entirety as follows:
The Common Shares covered by this Schedule 13D were purchased by the Covered Persons and by MCM on behalf of its investment management clients and certain employee and pro bono accounts between September 28, 2001 and February 3, 2010 for approximately $17.0 million (cost basis adjusted at $1.40 per share, as per the special dividend paid by the Issuer on November 22, 2006). The source of funds for the purchases was cash available for investment from the Covered Persons and from such clients and accounts.
| Item 5. | Interest in Securities of the Issuer |
Item 5 is hereby amended and restated in its entirety as follows:
(a) and (b). The information contained on the cover pages to this Schedule 13D is incorporated herein by reference. MCM is the investment manager for client accounts, which combined beneficially own an aggregate of 2,019,758 Common Shares. MCM has the power to direct the vote and disposition of the Common Shares held in these client accounts. MCM also has the power to direct the vote and disposition of an additional 25,760 Common Shares held in certain employee, pro bono and similar accounts. The Covered Persons directly beneficially own an aggregate of 4,549 Common Shares, comprised of 4,549 Common Shares held by Andrew P. Wilson. Accordingly, MCM may be deemed to be the beneficial owner of an aggregate amount of 2,050,067 Common Shares.
The Covered Persons, as partners of MCM, may be deemed to beneficially own the same number of Common Shares reported by MCM.
MCM disclaims beneficial ownership of the 2,050,067 Common Shares held in the accounts described above or held by the Covered Persons. The Covered Persons each disclaim beneficial ownership of the Common Shares reported above except, for each Covered Person, the respective amount reported as directly beneficially owned by such Covered Person.
(c) The reported share amounts for MCM reflect amounts as of April 9, 2010. The reporting persons effected the following transactions relating to the Common Shares in the last 60 days:
MCM sold 500 Common Shares in the open market on March 8, 2010 at a price of $1.01 per share.
MCM sold 15,000 Common Shares in the open market on March 11, 2010 at a price of $1.14 per share.
MCM sold 17,500 Common Shares in the open market on March 12, 2010 at a price of $1.15 per share.
MCM sold 8,181 Common Shares in the open market on March 16, 2010 at a price of $1.14 per share.
MCM sold 40,000 Common Shares in the open market on March 17, 2010 at a price of $1.14 per share.
MCM sold 75,000 Common Shares in the open market on March 18, 2010 at a price of $1.14 per share.
MCM transferred 5,100 Common Shares to an outside account on March 19, 2010 at a price of $1.00 per share.
MCM sold 133 Common Shares in the open market on March 23, 2010 at a price of $0.99 per share.
MCM sold 90,000 Common Shares in the open market on April 1, 2010 at a price of $1.14 per share.
MCM sold 40,000 Common Shares in the open market on April 5, 2010 at a price of $1.15 per share.
MCM transferred 225 Common Shares to an outside account on April 6, 2010 at a price of $1.19 per share.
MCM sold 55,100 Common Shares in the open market on April 6, 2010 at a price of $1.15 per share.
MCM transferred 1,250 Common Shares to an outside account on April 7, 2010 at a price of $1.18 per share.
MCM transferred 1,800 Common Shares to an outside account on April 8, 2010 at a price of $1.25 per share.
MCM sold 45,933 Common Shares in the open market on April 9, 2010 at a price of $1.28 per share.
| (d) | Not applicable. |
| (e) | Not applicable. |
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: April 22, 2010
| MARTIN CAPITAL MANAGEMENT, LLP | ||
| By: |
/s/ Frank K. Martin | |
| Name: |
Frank K. Martin, CFA | |
| Title: |
Senior Partner | |
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Appendix A
Covered Persons
| Name of Covered Person |
Principal Business Address |
Principal Occupation | ||
| Todd B. Martin, CFA |
Martin Capital Management, LLP 300 NIBCO Parkway Suite 301 Elkhart, Indiana 46516 |
Investment Management | ||
| Frank K. Martin, CFA |
Martin Capital Management, LLP 300 NIBCO Parkway Suite 301 Elkhart, Indiana 46516 |
Investment Management | ||
| Andrew P. Wilson, CFA |
Martin Capital Management, LLP 300 NIBCO Parkway Suite 301 Elkhart, Indiana 46516 |
Investment Management | ||
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