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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 11:01 AM
    From Radio Online: Podtrac announced today its new Predictive Promo Planner to provide podcast publishers insights into placing ads in other podcasts to promote their podcasts. The Predictive Planner provides publishers custom recommendations specific to the individual podcasts they are promoting for the shows and networks More...
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 11:01 AM
    From Radio Online: Patty Hixson, Regional Vice President of Cumulus Media for Fresno, Stockton, and Modesto, was honored at the Marjaree Mason Center's 41st Annual Top 10 Professional Women and Leading Business Awards. The ceremony, held on October 16th at the Fresno Convention andamp; Entertainment Center, recognized ten Central More...
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 11:01 AM
    From Radio Online: Glass Podcasts and iHeartPodcasts have teamed to launch a new podcast series entitled "American Homicide." The series, debuting October 17 takes an innovative approach to exploring iconic and chilling crime stories from across the U.S. Each episode offers a deep dive into infamous murder cases through More...
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 10:20 AM
    From Radio Online: Triton Digital has released its U.S. Podcast Ranker for September 2024. In addition to regular monthly reporting, Triton Digital collaborated with Signal Hill Insights to take a closer look at political podcast downloads and audience trends as the U.S. presidential election More...
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 10:20 AM
    From Radio Online: New Country WKKT-FM (96.9 The Kat) Charlotte has announced that Paul Schadt, co-host of "The Paul Schadt andamp; Sarah Lee Morning Show," will retire in February, 2025. After his retirement, Schadt will serve as a station ambassador and make on-air and on-site appearances. He's spent 44 years in Charlotte radio, More...
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 10:20 AM
    From Radio Online: Salem Radio Network (SRN) has unveiled its plans for coverage of the 2024 Presidential election, offering continuous and detailed updates beginning at 6pm ET on Tuesday, November 5. The coverage, which will span both radio and television, aims to provide a thorough look at the race for the Presidency and key More...
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 10:20 AM
    From Radio Insight: For years, the request line was radio stations? first, then most dynamic read on a new record. In recent years, with fewer calls to radio stations and less on-air staff available to respond to them I real time, stations have had to rely on Shazam and streaming info, but without the same assurance that those calls represent a station?s own listeners.* The nationally syndicated night show LiveLine, however, does generate requests. For the last few weeks, the show?s weekly top 10 requested songs have been appearing in the Ross On Radio newsletter. This week, host Mason Kelter shares ?Mason?s Observations,? his thoughts on current music through the POV of the show?s audience. At a moment of stagnation on the CHR charts, it?s a potential early detection system for worthwhile possible adds. ? Sean Ross Liveline generates 500+ real listener requests every week through nationwide calls, texts and social media DMs from men and women of all ages. Our phones really ring! Nearly every break is a fresh, live listener phone request, taken that night. Most programmers are shocked to hear how mainstream these listener?s music choices are, not only for songs old and new, but also the difference between what large numbers of listeners request vs. what radio is playing or what is hot on the Spotify charts.* These are our unbiased, raw and unique observations on songs that*listeners love, dislike, don’t know, or clamor to hear on the radio. Because we are live, we can get a listener to testify why they love a particular song or artist. This true ?frontsell? of the requested songs draws the listener in, continuously promotes the music product, and generates more calls. These nightly real-time requests, accurately tabulated, allow us to easily identify the songs that are popular with listeners, both before and after radio starts playing them. It is a secret weapon mastered by Open House Party’s John Garabedian, who, using this real data, grew monster hits of unlikely songs throughout his career. Our role is not music discovery: It’s playing the audience’s favorite and hottest songs. It?s also avoiding the stiffs that get hyped into high chart positions with no audience enthusiasm.* Getting ratings is not just what you play, it?s what you don?t play that builds TSL.* Sabrina Carpenter, ?Taste?/?Bed Chem?: How many artists in the past decade have had four massive #1 hits in a row?*?Taste? has been our #1 request three weeks straight, finally dropping to #2 and making room for ?Birds of a Feather.? It has been and out at #1 on Spotify in America since the Short N Sweet album’s release August 27.* Then there’s ?Bed Chem,? radio and her fans’ pick for the next single. We were getting requests for all album cuts (rare for any artist?the only other ones that come to mind are Olivia Rodrigo’s “GUTS” and some Chappell Roan stuff) but this one stood out. Consistently Top 15 on Spotify. Early big supporters this week are KMVQ San Francisco (61 spins), WXKS Boston (68 spins), WDCG Raleigh, and WNKS Charlotte. Chappell Roan, ?Pink Pony Club? – #9 requests this week. Radio took a very long time to get on board with ?Good Luck, Babe!” and “HOT TO GO!”, both of which were already #1 requests on Liveline over the summer. The latter is finally hitting top 10 on CHR airplay. A handful of PDs have expressed a dislike for Roan?s style and her voice. But WHYA Cape Cod PD Steve McVie says, ?I can?t do a gig without getting requests for ?Pink Pony Club.? In bars and clubs in the last few months, all three of her songs get the biggest reaction.? ?Pony? is only #53 in CHR airplay this week, but the label isn?t working it (yet). It?s still getting more than a dozen spins on some winning medium-market stations. It?s also consistently top 15 on Spotify in the world (with the other two sitting comfortably in the top 10),. The Weeknd & Playboi Carti, ?Timeless? ? It?s #16 in requests this week and we?ve never played it (yet). None of our affiliates play it either. Came out September 27. Currently #54 on Top 40 with big supporters KYLD/San Francisco (64 spins), KZZP/Phoenix (35 spins) and WKQI/Detroit (42 spins). Debuted at #1 on Spotify Global (which most songs by major artists do) and has been top 5 ever since. Further proof that many people are not discovering new music on the radio. Already approaching top 10 on Rhythmic. By contrast, we?ve only had two requests for the pop radio single, ?Dancing in the Flames? since its release a month ago. That song isn?t even in the top 200 on Spotify. There are other songs on this week?s CHR top 30 that we?ve never had a single request for: Madison Beer?s ?Make You Mine? (being dropped now, but peaked at No. 9), Teddy Swims? ?The Door,? Mark Ambor?s ?Belong Together? and most of the top 20 and low 30s, except for ?Apple? by Charli XCX which is No. 8 in requests this week. Buried Treasures of the Week:The Neighbourhood?s ?Sweater Weather” is making its big comeback for the 10th year in a row. Top 20 on Spotify and Liveline every year from October to March. It’s the fall equivalent of Mariah Carey’s 30-year-old Christmas song. (Likewise, Noah Kahan?s ?Stick Season? is again representing the transition in listeners? lives; it was a top 5 request earlier this year for several months.) Justin Bieber & Ludacris “Baby” is the unlikely winner of our most-requested gold title ever! Released in 2010, it became the most-disliked video in YouTube history, drove away an alloy of 18+-plus audience*of CHR and struggled for airplay (peaking at #16). Those 8-15 year-olds are now in their 20s and 30s, and we’ve had at least one request for this song every night in the past 3 years, no joke. One night in July 2023, we had a call for it every hour (two of them in the 4th hour of the show), and none of them had heard it when we played it earlier in the show. I promise, it’s all ages men and women requesting this song now. It’s a Liveline classic. View this post on Instagram A post shared by Liveline with Mason more
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 09:50 AM
    From Radio Online: iHeartMedia appoints Rob VanDerbeck as Market President its cluster in Albany, NY, effective immediately. He brings over 26 years of experience in broadcast sales, with the last 12 years in several iHeartMedia markets. VanDerbeck will oversee the operations of all seven Albany stations while continuing to More...
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 09:10 AM
    From Radio Insight: iHeartMedia Poughkeepsie NY/Sussex NJ Market President Rob VanDerbeck will add the same duties for its Albany NY cluster. VanDerbeck has held the Market President duties since March 2022 after previously spending a decade as SVP/Sales. He has also been Director of Sales for Pamal Broadcasting in Albany and spent a decade at Cumulus Media Poughkeepsie where he rose from an account executive to Vice President of Sales. VanDerbeck said, “?I am excited for this next chapter. As a lifelong competitor, and I look forward to competing once again in the Albany Market and working alongside our strong, talented team to deliver great results.” His appointment follows former Albany Area President Howard Greiner’s move to Nashville Metro President in August and the subsequent combination of the company’s Western New York Area including Rochester, Syracuse and Binghamton with the Albany Area including Poughkeepsie and Sussex into the new Upstate New York Area under Bob Morgan, who VanDerbeck will report to. Morgan said, “Rob has been exceptional in leading our stations in Poughkeepsie and Sussex, and I am looking forward to working with him as he expands his oversight into the Capital Region.” more
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 08:31 AM
    From Radio Insight: SiriusXM is expanding its partnership with NBCUniversal News Group to launch two new channels on its platform. A simulcast of the NBC News NOW television channel is available via SiriusXM’s streaming and app platforms on channel 798. NBC News NOW “delivers comprehensive news coverage and reporting from around the globe” with anchors including Joe Fryer, Tom Llamas, Hallie Jackson, Kristen Welker, Gadi Schwartz and Savannah Sellers. Added to the satellite and streaming services is Dateline 24/7 on channel 107 as SiriusXM expands its true-crime programming. “Dateline 24/7 offers a non-stop stream of gripping true crime mysteries, covering the most captivating stories and investigations from the long-running hit program, Dateline.” SiriusXM will also continue to carry other NBCUniversal News Group channels including Today Show Radio (channel 108), CNBC (channel 112) and MSNBC (channel 117). more
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 08:00 AM
    From Radio Insight: While no location has been announced yet, MSBC 37 aka Morning Show Boot Camp is holding a flash sale on tickets for its 2025 event. The 2025 MSBC will take place from August 7-9, 2025, but for those who know they will be attending next summer regardless of location, tickets are available until Midnight PST for $225 as opposed to the regular price of $465. Full details are available at RadioMSBC.com. more
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  • Colorado Media Newsroom's Avatar
    October 17th, 2024, 06:30 AM
    From Radio Insight: iHeartMedia Country “96.9 The Kat” WKKT Statesville/Charlotte NC morning host Paul Schadt has announced he will retire in February 2025. Following the end of his stint in mornings, Schadt will continue to serve as a station ambassador making on-air and on-site appearances. A native of Charlotte, he has been a staple of Charlotte radio since 1981 spending sixteen years at 103.7 WSOC before moving to WKKT in 1997 when the “Kat” brand debuted. Schadt has been teamed with Sarah Lee Owensby since 2018. Schadt was inducted to the Country Radio Hall of Fame in 2014 and also has co-hosted PRN’s syndicated ?Racing Country? with Cathy Martindale since 1996. He said, “This has been the toughest decision of my life by far, because I love what I do. I?m a very lucky guy, I?ve had the most remarkable ?job? anyone could ever ask for. Growing up, I never would have believed the people I?d meet and work with, the experiences I?d have and all the lives I?d get to be a part of every day.? iHeartMedia Region President Dave Carwile added, “Paul?s journey from the daily broadcast to a cherished ambassador role is a testament to his unmatched contributions and passion for the industry. While he may no longer be on-air with us every morning, his influence and spirit will continue to guide and inspire listeners and colleagues alike. Congratulations to Paul on this exciting new chapter!? more
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 08:11 PM
    From Radio Online: A new report from Veritonic underscores the growing significance of audio in shaping brand experiences, particularly for podcast listeners. The research, conducted through a survey of hundreds of U.S. podcast listeners, revealed that sound is becoming a vital component in the way More...
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    October 16th, 2024, 08:11 PM
    From Radio Online: The Long Hollow Stormwater Pond in Pensacola is set for a significant expansion, prompting the planned removal of a radio tower that currently supports one AM station and six FM stations, reports WEAR-TV's Sarah Gail. This change is part of the city's larger Hollis T. Williams More...
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 06:10 PM
    From Radio Online: Benztown is offering radio stations a free Election AudioPack ahead of the 2024 elections. The AudioPack includes a range of high-quality sound effects (SFX) and audio clips focused on key election topics and issues that resonate with listeners. The package features daily breaking news updates and content More...
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 05:40 PM
    From Radio Online: The Connecticut Broadcasters Association (CBA) celebrated its 2024 Hall of Fame inductees and recognized outstanding achievements in broadcasting during an event at the Aqua Turf Club in Plantsville on October 15. The gathering marked the inaugural CBA station awards, dubbed "The CBAs," a new tradition that More...
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 03:31 PM
    From Radio Online: Cox Media Group (CMG) has raised nearly $1 million and delivered essential aid to communities affected by Hurricanes Helene and Milton, while providing extensive live news and storm coverage on its stations across the Southeast. In addition to broadcasting hundreds of hours of More...
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 03:31 PM
    From Radio Insight: Longtime Abilene TX Country morning host Dwayne ‘Doc’ Alexander passed away on Tuesday, October 15, at the age of 61. Alexander and Kelly Jay have hosted mornings at Cumulus Media Country 99.7 KBCY Tye since 1999 after previously working together at times between 1987 and 1999 at crosstown 105.1 KEAN as the “Men In Boots”. Alexander also held programming roles at both stations at times including Operations Manager of Sunburst Broadcasting and APD/MD of KBCY. more
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 03:31 PM
    From Radio Insight: Nielsen continues its releases of the September 2024 diary surveys today. Today’s markets include monthly ratings for Albuquerque, El Paso, Harrisburg/Lebanon/Carlisle, and Metro Fairfield County. The next three releases will feature: On Thursday, October 17: Monthly ratings for Akron, Charleston SC, Monterey/Salinas/Santa Cruz, and Syracuse. On Friday, October 18: Monthly ratings for Columbia SC, Little Rock, Springfield MA, and Toledo. On Monday, October 21: Monthly ratings for Colorado Springs, Des Moines, Mobile, Spokane, and Wichita. more
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 03:00 PM
    From Radio Online: The Florida Association of Broadcasters (FAB) has donated $25,000 to the Broadcasters Foundation of America (BFOA) Hurricanes Helene and Milton Fund. With the addition of FAB's donation, BFOA has exceeded the amount necessary for the $25,000 match donation from Red Apple Media and More...
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 12:30 PM
    From Radio Insight: GEOS Communications has completed the upgrade of 103.9 W280CV Scranton to 103.7 and is now stunting with non-stop Drake as “Drake 103.7“. Fed by Bold Gold’s 104.9 WWRR-HD3 Scranton, the translator had previously been testing with a loop of the theme song of The Office, which of course took place in Scranton. W279EM is now operating with 138w/313m from the tower of WWRR. View this post on Instagram A post shared by 103.7 Drake (@1037drake) more
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 11:40 AM
    From Radio Insight: In 2014, when Edison Research released its first Share of Ear survey results, broadcast radio controlled 52% of all time spent with audio among 13+ listeners. For some within the industry, there might have been an expectation that the number would have been well higher in the past, but radio’s share actually grew in the second report .* That trend didn?t last. In April, the most recent public Share of Ear data showed listening to ?AM/FM radio? at 36%. In July, another data release showed broadcast radio at 20% among 13-22-year-olds, trailing both streaming music (37%) and music videos on YouTube (23%).* As an radio advocate, I am excited about the 10% increase in listening levels from an anticipated change in Nielsen?s listening threshold that will grant quarter-hour listening credits based on three minutes of monitored PPM listening, not five. I?m also hopeful for what that change might do for formats based in current music, especially CHR and R&B/Hip-Hop, the latter of which never rebounded from the switch to PPM 15 years ago. As with the Voltair-driven gains of a decade ago, the extra AQH generated by the new rule won?t change how people are using radio as much as make sure broadcasters get credit for the listening taking place now. That?s great. There?s no need for radio?s many interconnected challenges to be further exacerbated by measurement issues. I hope a projected 24%-more audience delivery will indeed improve radio?s relationship with advertisers. But I want to reverse the trend line, too. Specifically, I want broadcasters to think about what would help rebuild radio?s Share of Ear. After a decade, broadcast radio?s 36% SOE is, at least among 13-plus, still larger than any competing choice. (We also have to consider that declining SOE could reflect new listening being created by other media, not just less radio listening.) But being ?still the biggest single piece? isn?t something that allows over-leveraged broadcasters to be their best. Reclaiming SOE could impact how advertisers feel about radio and, as important, how we feel about ourselves. Share of Earservices multiple constituencies. Podcasters regularly receive headlines about their industry’s growth. Westwood One?s Pierre Bouvard uses SOE data to make the ?still the biggest piece? argument. Recently, Barrett Media?s Keith Berman complained about WW1 ?cherry picking? the data to emphasize radio?s strength against the ad-supported piece of streaming services, but ignoring streaming?s overall inroads. I?ve pondered those same questions, but WW1 is absolutely right to demand that advertisers look at only where their message will actually run, rather than creating a halo for Spotify or other streamers based on, well, ?vibes.? But since those vibes still shake our world, broadcasters should consider how to not just better credit existing listening but create more usage. To view that as an unattainable goal is to confirm outsiders? view of radio as the thing once listened to until something better came along. I have said recently that if I could focus radio?s attention on only one thing, it would be consistently reducing spotload. It was based, in part, on the notion that only those choices involving existing cume were a realistic option. (WW1 believes that the three-minute rule will finally motivate radio to run more-frequent-but-shorter stopsets.) But what would create additional listening and listeners? Marketing. If the gains prompted by a change in measurement improve our fortunes among advertisers, there are many things I?d hope for ? more salespeople and restaffing on-air talent chief among them. But I also hope any revenue gains lead to increased marketing at the station level. And while recent attempts to market ?radio? as a whole have often been clunky, it has still occurred to me that both R&B or Hispanic broadcasters have a story to tell in many markets on the sheer volume of their choices and might consider joint efforts. In that regard, our radio-aggregator apps are marketing too, when they?re done well. Providing Choice. Although playlists and podcasts proliferate, radio?s circumstances cause it to take options away from the audience. The trick bag is clear ? the 1.5 share that WCBS-AM ended with may not have made sticking with all-News viable, but in Market No. 1, that still represents a lot of listening that, at least in the first month, did not obviously accrue to sister WINS. If New York does not have Alternative or full-market Country, that listening no longer has to go to a second FM choice. Repatriating that listening matters, too. That?s another reason to better organize and market our apps ? they allow every market to offer every format. Reinforce ?radio.? This one we can do for free on our own air. It can only help for listeners to consciously realize that they are listening to radio. After a decade of treating even our most-loved stations as audio brands that just happen to be on AM/FM, maybe it is time to remind people that they are listening to ?Z100 Radio? or ?K-Earth 101 Radio? wherever they happen to be hearing it. Edison already accrues that listening to AM/FM regardless of platform, but I still believe that asking users to remember that they are enjoying radio right now would make a difference in self-reporting and evangelizing. The new generation of listeners.*They’re not the ones who grew up with radio and drifted away. Theirs is a more benign neglect. What stations created for them would sound like is a column unto itself. (It would have to begin with asking what they want, which radio doesn’t.) But marketing radio, providing choice, and prompting listeners to report that the radio in their parents’ car was something they enjoyed, not merely endured, will make a difference with young listeners, too. It is encouraging to think that radio?s 10% boost could lead to an improved advertiser relationship that makes it possible to reinvest in the product and create even more listening. It is concerning to think that radio will consider that 10% boost to be ?mission accomplished.? There is also the specter of PPM-era programming tactics, where we cared only about creating more brief-listening occasions and perhaps made that a self-fulfilling prophecy. I hope the Nielsen adjustment is a game-changer for radio, but it won?t be ?game over.? more
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 11:02 AM
    From Radio Online: The Poynter Institute, in partnership with the Corporation for Public Broadcasting (CPB), has launched a six-month fellowship aimed at enhancing the leadership and editorial integrity of public media station managers. The new program, titled the Executive Editorial Integrity and More...
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    October 16th, 2024, 10:30 AM
    From Radio Online: A new Sports Audio Report from Edison Research highlights the critical role audio content plays in how fans follow their favorite teams and make decisions, particularly in the realms of fantasy sports and betting. The data reveals that sports audio, including podcasts and radio, is indispensable for many More...
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  • Colorado Media Newsroom's Avatar
    October 16th, 2024, 10:00 AM
    From Radio Online: Scott Spezzano and Sandy Waters, the co-hosts of WBZA-FM (98.9 The Buzz) morning show, are celebrating a major milestone in Rochester, NY radio as they mark 25 years on air. To commemorate their quarter-century run, the Audacy owned station will host a special invite-only morning show celebration at the Geva More...
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    October 16th, 2024, 08:11 AM
    From Radio Insight: Entravision has announced three executive promotions. Juan Navarro rises from Executive Vice President of Local Sales to Chief Revenue Officer. Navarro returned to the company in 2019 after previously serving as Interactive Sales Manager and VP/Integrated Marketing Solutions between 2010 and 2018. In between he spent a year as General Sales Manager for Liberman Broadcasting Los Angeles and has also held roles at CBS Radio, SBS, and EXCL Broadcasting in Los Angeles. He replaces Karl Meyer who departs after five and a half years in the role. Navarro said, “I am excited to serve as Entravision?s CRO and leverage my experience to help drive the company?s future growth. We have significant opportunities ahead to deliver innovative solutions and exceptional value to our clients, and I look forward to collaborating with our teams in this new capacity.? Larry Safir returns to the company as Executive Vice President of Entravision Texas. He had been serving as an advisor to the company and previously led the company’s Rio Grande Valley cluster from 1992 to 2010. Marcelo Gaete has been appointed Chief Government Affairs Officer, after previously serving as Executive Vice President of Public and Government Relations. CEO Michael Christenson said, “I am excited to welcome Juan to his new role as our Chief Revenue Officer. He is a proven leader with a commitment to local television, radio and digital media and a track record of building performance-focused sales teams across all of Entravision?s markets. Marcelo?s expertise in the political landscape will be vital for us as we capitalize on opportunities in government and political advertising revenue during election years as well as off-cycle years. Larry has been a trusted advisor since I joined Entravision, and his deep industry insights and strategic vision will be instrumental as we navigate the evolving media landscape. I also want to thank Karl for his dedication and service to the company, and we wish him all the best in his future endeavors.? more
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  • Colorado Media Newsroom's Avatar
    October 15th, 2024, 06:40 PM
    From Radio Insight: CMG Media Corporation (d/b/a Cox Media Group) (?CMG? or the ?Company?) today announced that it has commenced an offer to exchange any and all of its outstanding 8.875% Senior Notes due 2027 (the ?Old Notes?) for new 8.875% Second-Priority Senior Secured Notes due 2029 (the ?New Notes?) to be issued by the Company (the ?Exchange Offer?).The Exchange Offer is being made to eligible holders upon the terms and conditions set forth in the Confidential Offering Memorandum and Consent Solicitation Statement (the ?Confidential Offering Memorandum?) dated October 15, 2024. The Exchange Offer and Consent Solicitation (as defined herein) will expire at 5:00 p.m., New York City time, on November 13, 2024, unless extended or earlier terminated (such time and date, as the same may be extended, the ?Expiration Time?). Tendered Old Notes may be validly withdrawn and Consents may be revoked prior to 5:00 p.m., New York City time, on October 29, 2024, but not thereafter, subject to limited exceptions, unless such time is extended by the Company at its sole discretion (such time and date, as the same may be extended, the ?Withdrawal Deadline?). Holders who validly tender Old Notes by 5:00 p.m., New York City time, on October 29, 2024, unless extended (such time and date, as the same may be extended, the ?Early Tender Time?), will be eligible to receive the Total Consideration described below, including the Early Tender Premium as described below. Holders who validly tender Old Notes after the Early Tender Time and at or prior to the Expiration Time will be eligible to receive the Late Consideration described below. Holders that validly tender and do not validly withdraw their Old Notes at or prior to the Early Tender Time will be eligible to receive $1,000 principal amount of New Notes for each $1,000 principal amount of Old Notes tendered (the ?Total Consideration?). Holders must validly tender and not validly withdraw their Old Notes at or prior to the Early Tender Time in order to be eligible to receive an early tender premium of $15 in principal amount of New Notes per $1,000 principal amount of Old Notes tendered (the ?Early Tender Premium?), which is included in the Total Consideration. Holders that validly tender and do not validly withdraw their Old Notes after the Early Tender Time and at or prior to the Expiration Time will not be eligible to receive the Early Tender Premium and will only be eligible to receive $985 principal amount of New Notes for each $1,000 principal amount of Old Notes tendered (the ?Late Consideration?). Subject to the terms and conditions described in the Confidential Offering Memorandum, the issuance of the Total Consideration will occur as soon as practicable after the Early Tender Time (the ?Initial Settlement Date?) and the issuance of the Late Consideration will occur as soon as practicable after the Expiration Time (the ?Final Settlement Date? and, together with the Initial Settlement Date, the ?Settlement Dates?). There will not be an Initial Settlement Date if the Requisite Consents have not been obtained on or prior to the Early Tender Time. Holders of the Old Notes that are accepted for exchange pursuant to the Exchange Offer will not receive a cash payment for accrued and unpaid interest on such Old Notes. Such accrued and unpaid interest will instead be carried over to the New Notes, which will accrue interest from June 15, 2024 (the last interest payment date for the Old Notes). Holders of Old Notes that are not exchanged will continue to accrue interest on their Old Notes, which will be payable on the applicable interest payment dates. The New Notes will mature on June 18, 2029. The New Notes will be guaranteed by the same subsidiaries of the Company that guarantee the Old Notes (the ?subsidiary guarantors?). The New Notes and related guarantees will be secured, subject to permitted liens and certain exceptions set forth in the New Notes Indenture, by second-priority security interests in substantially all of the existing and future assets of the Company and the subsidiary guarantors, which assets will also secure the Company?s senior secured credit facilities on a first-priority basis. The consummation of the Exchange Offer is conditioned upon the valid tender (without valid withdrawal) of at least 95% in aggregate principal amount of the outstanding Old Notes (excluding Old Notes held by the Company or any of its affiliates), which is referred to as the ?Minimum Tender Condition.? Consummation of the Exchange Offer is also subject to the satisfaction or waiver by the Company in its sole discretion of a number of other conditions as described in the Confidential Offering Memorandum. The Company has the right to waive any condition to the Exchange Offer, including the Minimum Tender Condition, in its sole discretion. The Company may waive the Minimum Tender Condition at any time without extending the Early Tender Time, the Withdrawal Deadline or the Expiration Time. In conjunction with the Exchange Offer, and on the terms and subject to the conditions set forth in the Confidential Offering Memorandum, the Company commenced a consent solicitation (the ?Consent Solicitation?) whereby the Company is soliciting consents (?Consents?) from registered holders of the Old Notes to certain proposed amendments (the ?Proposed Amendments?) to the indenture governing the Old Notes (the ?Old Notes Indenture?). The Proposed Amendments will eliminate substantially all of the covenants contained in the Old Notes Indenture and the Old Notes, eliminate certain events of default, modify the covenant regarding mergers and consolidations and modify or eliminate certain other provisions, including certain provisions relating to future guarantors, contained in the Old Notes Indenture and the Old Notes. The Proposed Amendments will become effective with respect to the Old Notes Indenture if Consents are received from holders of at least a majority of the outstanding principal amount of Old Notes (excluding Old Notes held by the Company or its affiliates) (the ?Requisite Consents?). The Proposed Amendments will be set forth in a supplemental indenture to the Old Notes Indenture (a ?Supplemental Indenture?), which will be executed and delivered promptly after the Early Tender Time if the Company receives the Requisite Consents as of the Early Tender Time, or on such later date and time at which the Company receives the Requisite Consents. The Supplemental Indenture will provide that the Proposed Amendments will not become operative unless and until Old Notes constituting the Requisite Consents are accepted for exchange by the Company pursuant to the Exchange Offer and the New Notes are issued in exchange for such Old Notes on the applicable Settlement Date. Holders may not tender their Old Notes pursuant to the Exchange Offer without delivering Consents with respect to such tendered Old Notes pursuant to the Consent Solicitation, and holders may not deliver Consents pursuant to the Consent Solicitation without tendering the related Old Notes pursuant to the Exchange Offer. No consideration will be paid for Consents. On October 15, 2024, the Company entered into a transaction support agreement (the ?Transaction Support Agreement?) pursuant to which, subject to the terms and conditions of the Transaction Support Agreement, holders of approximately 88% of the aggregate principal amount of outstanding Old Notes (the ?Consenting Noteholders?) have agreed to participate in the Exchange Offer and Consent Solicitation with respect to all of their Existing Notes at or prior to the Early Tender Time. In connection with the transactions contemplated by the Transaction Support Agreement, the Company has agreed to, and to cause its subsidiaries and affiliates to, irrevocably cancel or extinguish all Old Notes currently held by them in connection with the consummation of the Exchange Offer. After the closing of the Exchange Offer, the Company has agreed to, and to cause its subsidiaries and affiliates to, irrevocably cancel or extinguish all Old Notes acquired by them. The Company has also agreed to, and to cause its subsidiaries to, irrevocably cancel or extinguish all New Notes acquired by them subsequent to the closing of the Exchange Offer. Any Old Notes held by the Company or its affiliates will be excluded from the calculation of outstanding Old Notes to determine the amount required to achieve the Minimum Tender Condition and whether the Requisite Consents have been received. The Company reserves the right, subject to applicable law, (i) to waive any and all of the conditions to the Exchange Offer or the Consent Solicitation and (ii) to amend the terms of the Exchange Offer or the Consent Solicitation, in each case, prior to the Expiration Time. Available Documents and Other Details The Confidential Offering Memorandum will only be distributed, and the New Notes will only be offered and issued, to eligible holders of Old Notes who complete and return an eligibility form confirming that they are either (i) a “qualified institutional buyer” (as defined in Rule 144A under the Securities Act of 1933, as amended (the ?Securities Act?)), (ii) an institutional ?accredited investor? (as defined in Rule 501(a)(1), (2), (3), (7), (9) or (12) of Regulation D under the Securities Act), or (iii) not a “U.S. person” (as defined in Regulation S under the Securities Act). Non-U.S. persons may be subject to additional eligibility criteria. Noteholders who desire to complete an eligibility form should either follow the link for this purpose at https://epiqworkflow.com/cases/CMGEL*or request instructions by sending an e-mail to registration@epiqglobal.com and referencing ?CMG Media? in the subject line. The Old Notes have not been, and the New Notes will not be, registered under the Securities Act or any other applicable securities laws and, unless so registered, the New Notes may not be offered, sold, pledged or otherwise transferred within the United States or to or for the account of any U.S. person, except pursuant to an exemption from the registration requirements thereof. The complete terms and conditions of the Exchange Offer and Consent Solicitation are set forth in the Confidential Offering Memorandum. This press release is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell the New Notes. The Exchange Offer is only being made pursuant to the Confidential Offering Memorandum. The Exchange Offer is not being made to holders in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. Cautionary Note Regarding Forward-Looking Statements Certain statements in this press release, including statements regarding the Exchange Offer and Consent Solicitation and the Company?s ability to consummate the transactions within the time period expected, or at all, that the Consenting Noteholders will participate in the Exchange Offer and Consent Solicitation to the extent they agreed to do so in the Transaction Support Agreement, may be considered ?forward-looking statements? and are subject to various risks, uncertainties and assumptions. Statements that are not historical in nature, and which may be identified by the use of words such as ?may,? ?should,? ?could,? ?believe,? ?predict,? ?potential,? ?continue,? ?plan,? ?intend,? ?expect,? ?anticipate,? ?future,? ?project,? ?estimate? and similar expressions (or the negative of such expressions), are forward-looking statements. Forward-looking statements are made based on our current expectations and beliefs concerning future events and, therefore, involve a number of assumptions, risks and uncertainties, including those described under ?Risk Factors? in our Annual Report for the year ended December 31, 2023. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may differ from those anticipated, estimated or expected. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this press release may not, in fact, occur. The forward-looking statements made in this press release relate only to events as of the date on which the statements were made. Except as may be required by law, we undertake no obligation to update our forward-looking sta more
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