Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - SPANISH BROADCASTING SYSTEM INC | c19635e8vk.htm |
| EX-3.1 - EXHIBIT 3.1 - SPANISH BROADCASTING SYSTEM INC | c19635exv3w1.htm |
Exhibit 99.1
|
For Immediate Release |
SPANISH BROADCASTING SYSTEM, INC.
ANNOUNCES A 1-FOR-10 REVERSE STOCK SPLIT
ANNOUNCES A 1-FOR-10 REVERSE STOCK SPLIT
Coconut
Grove, FL, July 11, 2011. Spanish Broadcasting System, Inc. (“SBS” or the “Company”;
NASDAQ: SBSA) announced today that its Board of Directors, as authorized by the Company’s
stockholders, will implement a one-for-ten reverse stock split of its common stock. The Company filed
a charter amendment to implement the reverse stock split, which will
become effective on July 11, 2011 at 11:59 p.m. and will
have a marketplace effective date of July 12, 2011.
The reverse stock split was authorized by SBS’s stockholders at the annual meeting held on June 1,
2011.
The Board’s decision to implement the reverse stock split was made to help SBS maintain its
Nasdaq Global Market listing. The bid price of the Company’s common stock must close at $1.00 or
higher for ten consecutive business days prior to July 31, 2011 in order for the Company to
maintain its listing on the Nasdaq Global Market.
As a result of the reverse stock split, each ten (10) outstanding shares of pre-split common
stock will be automatically combined into one (1) share of post-split common stock. The Company’s
registered stockholders will receive instructions from Broadridge Corporate Issuer Solutions,
Inc., the Company’s transfer agent, regarding the exchange of outstanding pre-split stock
certificates for certificates representing post-split shares of common stock. Upon submission of
the necessary documentation by a stockholder of record to the Company’s transfer agent pursuant to
such instructions, the transfer agent will distribute to such stockholder a new certificate.
Proportional adjustments will be made to the Company’s outstanding stock warrants, stock options
and other equity awards and to the Company’s equity compensation plans to reflect the reverse stock
split.
The trading of the Company’s common stock on the Nasdaq Global Market on a split-adjusted
basis will begin at the opening of trading on July 12, 2011. The Company’s common stock will continue
to trade on the Nasdaq Global Market under the symbol “SBSA” and will include the letter “D”
appended to the trading symbol for a period of 20 trading days to indicate that the reverse stock
split has occurred, after which time it will revert to trading under the symbol “SBSA.”
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About Spanish Broadcasting System, Inc.
Spanish Broadcasting System, Inc. is the largest publicly traded Hispanic-controlled media and
entertainment company in the United States. SBS owns and/or operates 21 radio stations located in
the top U.S. Hispanic markets of New York, Los Angeles, Miami, Chicago, San Francisco and Puerto
Rico, airing the Tropical, Mexican Regional, Spanish Adult Contemporary and Hurban format genres.
The Company also owns and operates MegaTV, a television operation with over-the-air, cable and
satellite distribution and affiliates throughout the U.S. and Puerto Rico. SBS also produces live
concerts and events throughout the country and operates LaMusica.com, a bilingual Spanish-English
online site providing content related to Latin music, entertainment, news and culture. The
Company’s corporate Web site can be accessed at www.spanishbroadcasting.com.
This press release contains certain forward-looking statements. These forward-looking statements,
which are included in accordance with the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, may involve known and unknown risks, uncertainties and other factors
that may cause the Company’s actual results and performance in future periods to be materially
different from any future results or performance suggested by the forward-looking statements in
this press release. Although the Company believes the expectations reflected in such
forward-looking statements are based upon reasonable assumptions, it can give no assurance that
actual results will not differ materially from these expectations, and the Company disclaims any
duty to update any forward-looking statements made by the Company. From time to time, these risks,
uncertainties and other factors are discussed in the Company’s filings with the Securities and
Exchange Commission.
Contacts:
Contacts:
Analysts and Investors
|
Analysts, Investors or Media | |
Joseph A. García
|
Chris Plunkett | |
Chief Financial Officer, Chief Administrative Officer,
|
Brainerd Communicators, Inc. | |
Senior Executive Vice President and Secretary
|
(212) 986-6667 | |
(305) 441-6901 |
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