Industry News

Audacy Announces 1-for-30 Reverse Stock Split

Audacy announces that it is effecting a 1-for-30 reverse stock split of its Class A and Class B common stock today (6/30). Audacy’s Class A common stock will begin trading on a split-adjusted basis at the opening of the market today, under a new CUSIP number, 05070N 202. At the annual meeting of shareholders held on May 24, Audacy’s shareholders approved a reverse stock split of the company’s outstanding Class A and Class B common stock at a ratio within a range between 1-for-two and 1-for-30, as determined by a committeeim appointed by the company’s board of directors. This committee established the ratio on June 5. The 1-for-30 reverse stock split reduced the number of outstanding shares of the company’s Class A common stock from approximately 137.5 million shares (excluding unvested restricted stock) to approximately 4.6 million shares (excluding unvested restricted stock) and reduced the number of outstanding shares of the company’s Class B common stock from approximately 4.0 million shares to approximately 135 thousand shares. Proportional adjustments were made to the number of shares of Audacy’s Class A common stock subject to outstanding equity awards, as well as to the applicable exercise prices. Trading of Audacy’s Class A common stock was halted on May 5 on the New York Stock Exchange after the share price fell about 12% to $0.09 per share. The NYSE is moving to delist the stock but Audacy is currently appealing that determination.

Industry News

Audacy Shareholders Approve Reverse Stock Split

Audacy filed a Form 8-K with the Securities and Exchange Commission on Friday (5/26) that details the actions taken during the company’s annual shareholders meeting on May 24. Among the actions shareholders approved was the “approval of an amendment to the company’s Amended and Restated Articles of Incorporation to permit the company to effect a reverse stock split of its outstanding Class A and Class Bim Common Stock, at a ratio with a range between one-for-two and one-for-30, subject to and as determined by a committee appointed by the board of directors.” This action comes after Audacy received notice from the New York Stock Exchange that it is commencing proceedings to delist the company’s Class A Common Stock from the exchange due to Audacy’s stock reaching “an abnormally low selling price.” Trading of Audacy’s Class A Common Stock was halted on May 16 after the share price fell about 12% to $0.09 per share. Now, the NYSE will apply to the Securities and Exchange Commission to delist the company’s common stock pending completion of applicable procedures. Trading of Audacy’s common stock on the NYSE is suspended but the common stock will continue to be able to be traded over the counter. With the value of Audacy’s Class A Common Stock at less than $0.10 per share, the reverse stock split would have to be at least more than a 1-for-10 split in order for the share price to be over $1.00 per share.

Industry News

Audacy Faces Stock Delisting from NYSE

Just eight days before its 2023 shareholder meeting at which it planned to put a reverse stock split to a vote, Audacy, Inc receives notice from the New York Stock Exchange that it is commencing proceedings to delist Audacy’s Class A Common Stock from the exchange due to Audacy’s stock reaching “an abnormally low selling price.” Trading of Audacy’s Class A Common Stock was halted on Tuesday (5/16) after the share price fell about 12% to $0.09 per share. Now, the NYSE will apply to the Securities and Exchange Commission toim delist the company’s common stock pending completion of applicable procedures. Trading of Audacy’s common stock on the NYSE is suspended but the common stock will continue to be able to be traded over the counter. Audacy says it intends to appeal this determination by the NYSE by filing a written request within 10 business days after receiving the notice. Audacy chairman, president and CEO David J. Field says, “Over the past few years, we have taken a number of transformational actions to give Audacy a leading, differentiated, and scaled position in the dynamic audio space, including podcasting, streaming audio, and our leadership presence across the country’s largest markets and our unrivaled strength in sports and news radio. While we are disappointed by the NYSE’s decision, we are hopeful we will find our way back to the exchange later this year as we execute our action plans which include a reverse stock split to satisfy NYSE rules, the continued execution of our liability management plans and working with our financial advisors to refinance our debt. Further, as macroeconomic conditions stabilize, we believe we will benefit from a general market recovery and will be able to capitalize on our investments in strategic transformation that position Audacy well for the future.”

Industry News

Audacy to Seek Reverse Stock Split

Audacy has filed a schedule 14a with the Securities Exchange Commission providing notice of its annual meeting of shareholders scheduled for May 24. At that meeting, shareholders will consider a number of proposals, including one to permit the board of directors to affect a reverse stock split of the company’s outstanding Class A and Class B Common Stock, at a ratio within a range between one-for-two and one-for-30. A reverse stock split reduces the number of shares that each shareholder owns but increases the value of each remaining share. Audacy says, “We are seeking shareholder approval for the authority to effectuate the reverse stock split as a means of increasing the share price of our Class A Common Stock to be at or above $1.00 per share in order to attempt to avoid delisting by the NYSE. We expect that the reverse stock split will increase the closing price per share of our Class A Common Stock to be above the $1.00 per share minimum price for the required number of days, thereby satisfying this listing requirement. However, there can be no assurance that the reverse stock split will have that effect, initially or in the future, or that it will enable us to maintain the listing of our Class A Common Stock on the NYSE. We are not aware of any present efforts by anyone to accumulate our Class A Common Stock, and the proposed reverse stock split is not intended to be an anti-takeover device.” Audacy was put on notice last August 1 that it was not in compliance with the minimum average closing price of $1.00 per share and faces delisting.