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): November 23, 2009

 

 

SALEM COMMUNICATIONS CORPORATION

 

(Exact Name of Registrant as Specified in its Charter)


 

[f8kwraprepricingofofferin001.jpg]

 

Delaware

 

000-26497

 

77-0121400

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

4880 Santa Rosa Road, Camarillo, California

 

93012

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant's telephone number, including area code: (805) 987-0400

 

Not Applicable

 

(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:

 

[   ]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))



 

ITEM 8.01     OTHER EVENTS


On November 23, 2009, Salem Communications Corporation (the “Company”) issued a press release announcing the pricing of a private placement offering of $300 million aggregate principal amount of the Company’s 9.625% Senior Secured Second Lien Notes due 2016 (the “Notes”) at an initial price of 99.365%.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.  


This Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy the Notes and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.


ITEM 9.01     FINANCIAL STATEMENTS AND EXHIBITS

 

(d)     Exhibits. The following exhibit is furnished with this report on Form 8-K:

 

Exhibit No.

 

Description

99.1

 

Press release, dated November 23, 2009, of Salem Communications Corporation









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 thereunto duly authorized. 

 

 

 

 

SALEM COMMUNICATIONS CORPORATION

 

 

 

Date: November 23, 2009

 

By: /s/ Evan D. Masyr

 

 

Evan D. Masyr

 

 

Senior Vice President and

Chief Financial Officer







EXHIBIT INDEX


Exhibit No.

 

Description

99.1

 

Press release, dated November 23, 2009, of Salem Communications Corporation