EXHIBIT 99.1
Published on December 27, 2001
Exhibit 99.1
[SALEM COMMUNICATIONS LOGO]
FOR IMMEDIATE RELEASE
December 14, 2001
SALEM COMMUNICATIONS CONSIDERS
SUBSEQUENT OFFERING PERIOD IN EXCHANGE OFFER FOR
SALEM HOLDINGS 9% SERIES A SENIOR SUBORDINATED NOTES
CAMARILLO, Calif. -- Salem Communications Corporation (Nasdaq: SALM), Salem
Communications Holding Corporation and their affiliate guarantors today
announced that they are considering providing a subsequent offering period in
connection with their exchange offer launched November 13, 2001 of $150,000,000
in principal amount of Salem Holding's 9% Series B Senior Subordinated Notes due
2011, which have been registered under the Securities Act of 1933, as amended,
for a like amount of its outstanding 9% Series A Senior Subordinated Notes due
2011. The exchange offer is expected to expire at 5:00 pm New York City time on
December 14, 2001.
If Salem determines to provide a subsequent offering period it will begin on
Monday, December 17, 2001, the next business day following the expiration of the
initial offering period.
Upon the expiration of the initial offering period on December 14, Salem Holding
will immediately accept payment for all Series A notes validly tendered during
the initial offering period. During any subsequent offering period, Salem
Holding would accept and exchange all validly tendered Series A notes when
tendered.
The same Series B notes issued in exchange to the holders of the Series A notes
at the conclusion of the initial offering period would be issued during any
subsequent offering period. Series A notes tendered during any subsequent
offering period would not be permitted to be withdrawn.
To date, approximately $105 million of the outstanding Series A notes have been
validly tendered and not withdrawn or are represented by notices of guaranteed
delivery.
Salem Holding's prospectus, dated November 13, 2001, and the accompanying Letter
of Transmittal together constitute the exchange offer, for which The Bank of New
York is acting as the exchange agent. Questions and requests for assistance or
additional copies of the tender offer materials may be directed to The Bank of
New York, Corporate Trust Department, 5 Penn Plaza, 13th Floor, New York, N.Y.
10001 or call (212) 815-5920.
This news release is for informational purposes only. It does not constitute and
offer to sell or a solicitation or recommendation with respect to the exchange
offer for Salem Holding's Series A notes. Salem Holding noteholders can obtain
Salem Holding's prospectus for the exchange offer included within
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the registration statement filed with the SEC for free at the SEC's Web site at
www.sec.gov. Salem Holding urges noteholders to carefully review such prospectus
prior to making any decisions with respect to the exchange offer.
Salem Communications Corporation, headquartered in Camarillo, California, is the
leading radio broadcaster focused on religious and family issues programming.
Upon the close of all announced transactions, the company will own and/or
operate 81 radio stations, including 56 stations in the top 25 markets. In
addition to its radio properties, Salem owns the Salem Radio Network, which
syndicates talk, news and music programming to over 1,600 affiliated radio
stations throughout the United States; OnePlace.com, the leading Internet
provider of Christian radio content; and CCM Communications, a leading publisher
of contemporary Christian music trade and consumer publications.
Media Contacts: Analysts and Investors:
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Amanda Strong John Buckley
Salem Communications Corporation Brainerd Communicators
(805) 987-0400 ext. 1081 (212) 986-6667
amandas@salem.cc buckley@braincomm.com
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