Release – Salem Media Group Announces Voluntary Delisting from the Nasdaq Global Market

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December 29, 2023 12:11pm EST

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (the “Company”) (NASDAQ: SALM) announced today that it has given formal notice to the Nasdaq Stock Market of its intention to voluntarily delist its Class A Common Stock from the Nasdaq Global Market and to deregister its Class A Common Stock under Section 12(b) of the Securities Exchange Act of 1934 (the “Exchange Act”).

The Company currently anticipates that it will file with the Securities and Exchange Commission (the “SEC”) a Form 25 (Notification of Removal of Listing) on or about January 8, 2024, with the delisting of its Class A Common Stock taking effect no earlier than ten days thereafter. As a result, the Company expects that the last trading day of its common stock on the Nasdaq Global Market will be on or about January 18, 2024. Further, prior to March 29, 2024, the Company intends to file a Form 15 with the SEC to suspend the Company’s reporting obligations under Sections 12(g) and 15(d) of the Exchange Act.

The Company anticipates significant financial savings as a result of this decision. In addition, delisting and deregistration provide several benefits to the Company and its stockholders including lower operating costs and reduced management time commitment for compliance and reporting activities.

The Company anticipates that its Class A Common Stock will be quoted on the OTCQX or other market operated by OTC Markets Group Inc. (the “OTC”), and it intends to take such actions to enable its Class A Common Stock to be quoted on the OTCQX or on another OTC market so that a trading market may continue to exist for its Class A Common Stock. The Company expects its Class A Common Stock to be quoted on the OTCQX Market beginning on or around January 19, 2024, pending approval by OTC Markets.

FORWARD-LOOKING STATEMENTS:

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements, including statements regarding the expected timing and process for delisting and deregistering the Company’s Class A Common Stock, are based upon current plans, estimates and expectations of management that are subject to various risks and uncertainties that could cause actual results to differ materially from such statements. The inclusion of forward-looking statements should not be regarded as a representation that such plans, estimates and expectations will be achieved. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that we expected, including, but not limited to, the Company’s ability to facilitate the quoting of its Class A Common Stock on the OTCQX or another OTC market, and other important factors discussed in the Company’s reports on Forms 10-K, 10-Q, 8-K and other filings filed with or furnished to the SEC. Readers are urged to consider these factors carefully and in the totality of the circumstances when evaluating these forward-looking statements, and not to place undue reliance on any of them. Any such forward-looking statements represent management’s reasonable estimates and beliefs as of the date of this press release. We assume no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.

ABOUT SALEM MEDIA GROUP:

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20231229938490/en/

Evan D. Masyr
Executive Vice President and Chief Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group, Inc.

Released December 29, 2023

Release – Salem Media Group Schedules Third Quarter 2023 Earnings Release and Teleconference

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 Download as PDFNovember 06, 2023 1:24pm EST

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (NASDAQ: SALM) announced today that it plans to report its third quarter 2023 financial results after the market closes on November 13, 2023.

The company also plans to host a teleconference to discuss its results on November 13, 2023, at 4:00 PM Central Time. To access the teleconference, please dial (888) 770-7291, and then ask to be joined to the Salem Media Group Third Quarter 2023 call or listen to the webcast.

A replay of the teleconference will be available through November 27, 2023, and can be heard by dialing (800) 770-2030 – replay pin number 2413416, or on the investor relations portion of the company’s website, located at investor.salemmedia.com.

ABOUT SALEM MEDIA GROUP:

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20231106645543/en/

Evan D. Masyr
Executive Vice President and Chief
Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group, Inc.

Released November 6, 2023

Release – Salem Media Group Announces Partnership with Just The News

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November 01, 2023 12:00pm EDT

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (NASDAQ: SALM) announced today a new partnership between the Salem Podcast Network and Just The News to place the podcasts of John Solomon, Victor Davis Hanson, and Bauer and Rose on the SPN Platform. The agreement will allow Salem to market and sell the podcasts to its array of advertisers and provide additional promotional support.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20231030790947/en/

John Solomon (Graphic: Business Wire)

The Salem Podcast Network has grown to become the 11th largest network on the Triton Digital national rankings, featuring such programs as Charlie Kirk, Dinesh D’Souza, and Trish Regan. “John Solomon and his team are a perfect fit for Salem and will provide an additional layer of news credibility to the stories he covers,” said Salem Senior VP Phil Boyce. “When you add Victor Davis Hanson’s podcasts, and those of Bauer and Rose, it makes the partnership complete.”

Solomon currently hosts seven podcasts a week dealing with many of the breaking news stories he covers on his website. In addition, Hanson hosts four podcasts a week, dealing with many of the culture war issues facing the country. Bauer and Rose host one podcast a week, so this adds an additional 12 weekly podcasts to the SPN platform.

“Salem Podcast Network has amassed one of the most formidable audiences and lineups in the industry,” said Solomon. “We are excited to be joining the team and introducing our news and analysis to a whole new audience.”

The Salem Podcast Network is one of Salem’s fastest growing business entities, providing podcasters with advertising, promotional support, and social media infrastructure. Podcasting in general is one of the fastest growing outlets for spoken word content, now reaching 14 million listeners a day, and Salem is a leader in the breaking news categories.

ABOUT SALEM MEDIA GROUP:

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20231030790947/en/

Evan D. Masyr
Executive Vice President and Chief Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group, Inc.

Released November 1, 2023

Release – Liz Truss Signs with Regnery

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September 13, 2023 11:59am EDT

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (NASDAQ: SALM) announced today that Regnery Publishing signed a book deal with Liz Truss, the 56th Prime Minister of the United Kingdom. Ten Years to Save the West is scheduled to publish on April 16, 2024.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20230912443070/en/

Liz Truss (Photo: Business Wire)

Around the world, many supposedly conservative political parties have been captured by the same left-wing influences that set the agenda and frame the debate in so many institutions, including the media, academia and the corporate world. Drawing on her ten years of service in Tory governments – when she often found herself to be the only conservativein the room – the scrappy champion of limited government and individual freedom exposes the threat of the massive, unaccountable administrative state and the complacent political and corporate establishment.

Ahead of the Presidential election in the fall of 2024, Truss will in particular sound a timely alarm bell that failing to learn from her experiences in the UK – where the state is now spending 47% of national income – could lead to the same mistakes being made in the U.S., with disastrous consequences for American families.

Peppered with newsworthy anecdotes from her time in public life – such as her memorable last meeting with Queen Elizabeth II, her challenges to Vladimir Putin and Xi Jinping as Foreign Secretary, her encounters with the Trump administration as Trade Minister, and her dismay at the political class’s attempts to betray Brexit – this book will be a timely warning about the perils to conservatism posed by the global left in the years ahead.

Liz Truss said, “After more than ten years as a British government minister, I’ve seen up close the threats posed to global democracy. Across the free world, we face massive, unaccountable administrative states and complacent political and corporate establishments which are not only putting the brakes on economic growth, but also hampering our ability to stand up to authoritarian regimes like China and Russia. I want to share the lessons from my experience in government and those international meetings where I was often the only conservative in the room and demonstrate that we have stark choices to make if we wish to avoid a managed decline of the Western architecture that has presided over generations of relative peace and prosperity.”

The UK edition of this book will be published by Biteback Publishing.

ABOUT LIZ TRUSS:

Liz Truss has been the Conservative Member of Parliament for South West Norfolk since 2010 and served as the 56th Prime Minister of the United Kingdom, during which time she led the nation in mourning Her Late Majesty Queen Elizabeth II as King Charles III acceded to the throne. She continuously held ministerial office for more than ten years between 2012 and 2022 and sat at the Cabinet table in six different roles prior to becoming Prime Minister.

ABOUT REGNERY PUBLISHING:

Regnery Publishing, a Salem Media Group company, is the country’s preeminent publisher of conservative books. In its seventy-five years, Regnery has published many of the seminal works of the conservative movement, including Russell Kirk’s The Conservative Mind and William F. Buckley Jr.’s God and Man at Yale. More recently, Regnery has published bestsellers by Mollie Hemingway, George Gilder, Dennis Prager, Josh Hawley, Ted Cruz, and David Limbaugh.

ABOUT SALEM MEDIA GROUP:

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.comFacebook and Twitter.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230912443070/en/

Evan D. Masyr
Executive Vice President and Chief Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group, Inc.

Released September 13, 2023

Release – Salem Media Group Announces Voluntary Redemption of 6.75% Senior Notes due 2024

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February 27, 2023 6:00am EST

Refinancing Expected to Strengthen Company’s Balance Sheet

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (NASDAQ: SALM) (the “Company”), today announced that it has issued an irrevocable notice of redemption (the “Notice”) to the trustee of its outstanding 6.75% Senior Secured Notes due 2024 (the “2024 Notes”). The Notice calls for the redemption in full of the remaining $36.5 million in outstanding aggregate principal amount of 2024 Notes.

The redemption date will be March 27, 2023 and the redemption price will be equal to 100% of the principal amount of the 2024 Notes being redeemed, plus accrued and unpaid interest to the redemption date, in accordance with the provisions of the indenture governing the 2024 Notes.

The Company expects to pay the redemption price for the 2024 Notes by issuing an additional $44.685 million in aggregate principal amount of its 7.125% Senior Secured Notes due 2028 (the “2028 Notes”) to certain holders of its 2028 Notes (the “Additional Notes Issuance”) pursuant to a purchase agreement entered into with such holders in connection with the initial issuance of the 2028 Notes. The closing of the Additional Notes Issuance is subject to the satisfaction of customary closing conditions and there can be no assurance that the Additional Notes Issuance will be completed as contemplated or at all.

Additional information concerning the terms and conditions of the redemption are fully described in the Notice distributed to holders of the 2024 Notes. Beneficial holders with any questions about the redemption should contact their respective brokerage firm or financial institution.

About Salem Media Group, Inc.

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.comFacebook and Twitter.

Forward-Looking Statements

Statements used in this press release that relate to future plans, events, financial results, prospects or performance, including statements relating to the anticipated Additional Notes Issuance, are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those anticipated as a result of certain risks and uncertainties, including but not limited to the ability of Salem to close and integrate announced transactions, including its ability to close the Additional Notes Issuance, market acceptance of Salem’s radio station formats, competition from new technologies, inflation and other adverse economic conditions, and other risks and uncertainties detailed from time to time in Salem’s reports on Forms 10-K, 10-Q, 8-K and other filings filed with or furnished to the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Salem undertakes no obligation to update or revise any forward-looking statements to reflect new information, changed circumstances or unanticipated events.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230224005437/en/

Evan D. Masyr
Executive Vice President and Chief Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group, Inc.

Released February 27, 2023

Release – Salem Media Group Schedules Third Quarter 2022 Earnings Release and Teleconference

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October 27, 2022 12:00pm EDT

IRVING, Texas–(BUSINESS WIRE)– Salem Media Group, Inc. (NASDAQ: SALM) announced today that it plans to report its third quarter 2022 financial results after the market closes on November 3, 2022.

The company also plans to host a teleconference to discuss its results on November 3, 2022 at 4:00 p.m. Central Time. To access the teleconference, please dial (888) 770-7291, and then ask to be joined to the Salem Media Group Third Quarter 2022 call or listen to the webcast.

A replay of the teleconference will be available through November 17, 2022 and can be heard by dialing (800) 770-2030 – replay PIN number 2413416, or on the investor relations portion of the company’s website, located at investor.salemmedia.com.

ABOUT SALEM MEDIA GROUP:

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape. Learn more about Salem Media Group, Inc. at www.salemmedia.comFacebook and Twitter.

View source version on businesswire.com: https://www.businesswire.com/news/home/20221024005898/en/

Evan D. Masyr
Executive Vice President and Chief Financial Officer
(805) 384-4512
evan@salemmedia.com

Source: Salem Media Group

Released October 27, 2022

Salem Media Group (SALM) – A Stronger, More Diversified Company


Friday, September 16, 2022

Salem Media Group is America’s leading multimedia company specializing in Christian and conservative content, with media properties comprising radio, digital media and book and newsletter publishing. Each day Salem serves a loyal and dedicated audience of listeners and readers numbering in the millions nationally. With its unique programming focus, Salem provides compelling content, fresh commentary and relevant information from some of the most respected figures across the Christian and conservative media landscape.

Michael Kupinski, Director of Research, Noble Capital Markets, Inc.

Patrick McCann, Research Associate, Noble Capital Markets, Inc.

Refer to the full report for the price target, fundamental analysis, and rating.

Non-deal road show highlights. CFO Evan Masyr was in St. Louis last week to host meetings with investors. Masyr highlighted significant debt reduction, strong digital media revenue growth, potential upside in Q4 from Political spending and from release of a Dinesh D’Souza book 2000 Mules. Finally, the company is in a much stronger financial position than it has been in decades.

Durability of block programming. Mr. Masyr highlighted the stability and recessionary resilient qualities of block programming that is sold primarily to local and national non-profit ministries. Annual renewal rates exceed 95% and account for 29% of Salem’s total revenue. The stability of revenue from block programming provides a ballast to the cyclical nature of advertising revenue.


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