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): August 7, 2007
SALEM
COMMUNICATIONS CORPORATION
(Exact
Name of Registrant as Specified in its Charter)
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Delaware
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000-26497
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77-0121400
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(State
or Other Jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
Number)
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Identification
No.)
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4880
Santa Rosa Road, Camarillo, California
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93012
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(Address
of Principal Executive Offices)
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(Zip
Code)
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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
9.01(c) Financial
Statements and Exhibits
SIGNATURE
EXHIBIT
INDEX
EXHIBIT
99.1
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ITEM
8.01
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Other
Events.
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Salem
Communications Corporation announced that its Board of Directors declared
a
special cash dividend of $0.42 per share on its Class A and Class B common
stock
to be paid on August 23, 2007 to shareholders of record at the close of business
on August 20, 2007. The dividend payment will total approximately $10.0
million.
ITEM
9.01 Financial
Statements and Exhibits.
(c) Exhibits. The
following exhibit is furnished with this report on Form 8-K:
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Exhibit
No.
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Description
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99.1
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Press
release, dated August 8, 2007, of Salem Communications Corporation
announcing a special cash dividend.
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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.
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SALEM
COMMUNICATIONS CORPORATION
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Date:
August 8, 2007
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By:
/s/ EVAN D. MASYR
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Evan
D. Masyr
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Senior
Vice President and Chief Financial
Officer
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Exhibit
No.
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Description
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99.1
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Press
release, dated August 8, 2007, of Salem Communications Corporation
announcing a special cash
dividend.
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Salem
Communications Announces A Special Cash Dividend
CAMARILLO,
Calif.—August 8, 2007-- Salem
Communications Corporation (NASDAQ:SALM), a leading U.S. radio broadcaster,
Internet content provider and magazine publisher targeting audiences interested
in Christian and family-themed content and conservative values, today announced
that its Board of Directors declared a special cash dividend of $0.42 per
share
on its Class A and Class B common stock to be paid on August 23, 2007 to
shareholders of record at the close of business on August 20, 2007. The dividend
payment will total approximately $10.0 million.
Edward
G.
Atsinger III, chief executive officer, commented, “Last year we paid a special
dividend of $15 million, our first ever as a public company. This
year, despite challenges facing the broadcast sector, Salem Communications
continues to generate free cash flow and bring incremental value to our
shareholders. After considering available options, our board of directors
determined that this new special dividend of approximately $10 million was
the
best way to allow our shareholders to benefit from this growth.”
In
addition to its radio properties, Salem Communications owns Salem Radio
Network®,
which syndicates talk, news and music programming to approximately 2,000
affiliates; Salem Radio Representatives™, a national radio advertising sales
force; Salem Web Network™, an Internet provider of Christian content and online
streaming; and Salem Publishing™, a publisher of Christian-themed magazines.
Upon the close of all announced transactions, the company will own 97 radio
stations, including 61 stations in 23 of the top 25 markets. Additional
information about Salem may be accessed at the company's website,
www.salem.cc.
Forward-Looking
Statements
Statements
used in this press release that relate to future plans, events, financial
results, prospects or performance are forward-looking statements as defined
under the Private Securities Litigation Reform Act of 1995. Actual results
may
differ materially from those anticipated as a result of certain risks and
uncertainties, including but not limited to the ability of Salem to close
and
integrate announced transactions, market acceptance of Salem's radio station
formats, competition from new technologies, adverse economic conditions,
and
other risks and uncertainties detailed from time to time in Salem's reports
on
Forms 10-K, 10-Q, 8-K and other filings filed with or furnished to the
Securities and Exchange Commission. Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as of the
date
hereof. Salem undertakes no obligation to update or revise any forward-looking
statements to reflect new information, changed circumstances or unanticipated
events.
CONTACT:
Salem Communications Corporation
Investors:
Elizabeth
Stewart, 805-987-0400 ext. 1065
Elizabeth.Stewart@salem.cc
or
Media:
Denise
Davis, 805-987-0400, ext. 1081
DeniseD@salem.cc