Ladies and gentlemen, thank you for standing by, and welcome to Urban One's 2022 year-end earnings conference call. At this time, all participants are in a listen-only mode. Later, we will conduct a question- and- answer session, and instructions will be given at that time. During this conference call, Urban One will be sharing with you certain projections and other forward-looking statements regarding future events or its future performance. Urban One cautions you that certain factors, including risks and uncertainties referred to in the 10-Ks, 10-Qs, and other reports it periodically files with the Securities and Exchange Commission, could cause the company's actual results to differ materially from those indicated by its projections or forward-looking statements. This call will present information as of July 7th, 2023. Please note that Urban One disclaims any duty to update any forward-looking statements made in the presentation. In this call, Urban One may also discuss some non-GAAP financial measures in talking about its performance. These measures will be reconciled to GAAP, either during the course of this call or in the company's press release, which can be found on its website at www.urbanone.com. A replay of the conference call will be available from 12:00 PM Eastern Time, 07/07/2023, until 11:59 PM, 07/14/2023. Callers may access the replay by calling 866- 207 -1041 within the U.S. International callers may dial direct 402 -970-0847. The replay access code is 801 9907. Access to live audio and a replay of the conference call will be available on Urban One's corporate website at www.urbanone.com. The replay will be made available on the website for seven days after the call. No other recordings or copies of this call are authorized or may be relied upon. I'll now turn the call over to Alfred C. Liggins, Chief Executive Officer of Urban One, who is joined by Peter D. Thompson, Chief Financial Officer. Thank you very much, operator. We also have Jody Drewer, the Chief Financial Officer for TV One, with us, and Kris Simpson, who is the General Counsel of the company, is also joining us. Finally, our year-end earnings report in the middle of the year. Thank you, everyone, for bearing with us as we got through an unexpected lengthy audit. You know, we're happy to report that the year, you know, ended as expected, with us right on top of our year-end guidance of $165.6 million of EBITDA. Leverage is below four times, which, you know, was a great outcome and, you know, we've indicated that that was our goal, and that's where we landed. A couple things, just to give you highlights of, before I turn it over to Peter. You probably also know and seen in the press release, we monetized our MGM National Harbor investment, and we did that in April. It ended up being a fantastic investment for us. We invested $40 million of cash in the project. We ended up pulling in that $40 million out in dividends, you know, over the length of time that we held it. Our equity investment, in the end, was worth $137 million. It's probably roughly a 4.5 times our money investment. Why did we do it? We did it because we thought that their 2022 performance was, number one, a high watermark for the property that was not expected. It was, you know, well ahead of where we had expected it to be. We also felt that given the macroeconomic environment and a number of other things, that it probably was not particularly likely that we were going to do better than that going forward. Things can happen, we don't know for sure, you know, but, you know, that was our calculus. The third thing is that, you know, on that $137 million, we were earning approximately $8.8 million of dividends, which is about a 6.4% return on the value of it. Since a tremendous return on $40 million, but on $137 million, it's just a 6.4% return, and we thought that we could do better, you know, than 6.4% investing that capital in other things. You know, first place we started was, even though we're not doing better, is, you know, with U.S. Treasuries, where we're getting about 5%, you know, on that money. The fact of the matter is we're not giving up a ton of current income right now, holding that in Treasuries, and we're sitting on a bunch of cash right now as we live through an uncertain economic time, hoping that, you know, the uncertainty actually moderates. Feels like, you know, maybe there's not gonna be a recession, but who knows? We've got a number of things coming up, where we may need to deploy that cash. You know, whether it's, you know, debt, continued debt buybacks, which, you know, we haven't been doing, you know, particularly since we hadn't filed our financial statements. I haven't checked in a minute, but last I checked, our bonds were yielding, like, 10%, north of 10%, 10.3%. Even that, you know, is a better investment than just continuing to hold the equity and get a 6.4% return. We are in the process of gearing up to run another referendum in Richmond for our casino project with our new partner, Churchill Downs. We believe that there is an exceptionally high likelihood that we will be running that referendum. We've got some assurances, some public assurances by the Virginia Senate budget negotiators that a Richmond referendum, you know, or this casino referendum being blocked to potentially move to Petersburg, is a non-negotiable item for them. That was recently in the news press in Virginia. We've got, you know, some real support there. City Council has voted it out. We're at the Virginia Lottery now for approval, and then we'll go to the circuit court to get the referendum scheduled. Early vote would start September 22nd, 2023. Friday, September 22nd, and Election Day would be November 7th. If we're successful with the referendum, we'll obviously need cash, you know, in order to fund that, although the partnership in Richmond is different now. We are not the sole equity provider at this point in time. It's a 50/50 equity investment with us and Churchill Downs. They're a great, well-capitalized company. You know, the CEO is very engaged in this. We couldn't be luckier to have them as a partner. We also, a few months ago, announced the acquisition of four Houston radio stations from Cox Media Group. You know, we expect for twenty-seven and a half million dollars. We have also signed agreements to spin off two stations that we can't own, because we'll be over the limit, for a total of ten and a half million dollars. We're gonna be into that acquisition for about $17 million and some change. You know, we expect that cash flow from that acquisition will equate to at least $5 million, you know, as we step into it. A very attractive multiple, you know, that we were able to acquire that once you factor in the amount of money that we got for the spins. We also think that there are a number of other, you know, potential radio acquisitions that are out there that, you know, right now, radio, the radio companies are trading kind of like in the fives in terms of an EBITDA multiple. If you were to buy radio in a 5.5x multiple, you're talking about close to a 20% return, which is also better than our 6.4% that we were getting on the MGM investment. There are a number of things that we think that we can do, you know, going forward, that will ultimately net us a better, a better return. Whether it's paying down debt, you know, at 10%, whether it's buying radio in the fives, you know, that nets you at 20%, if, you know, getting our referendum one and investing in the Richmond Casino is another. There is a process going on that you guys have probably seen in the business press, where Paramount is looking to sell the BET Media Group, which includes BET and VH1. Our name is never mentioned, but we are involved in that process, you know, with a number of other parties. Still doing our diligence, you know, on it. Don't know where we land, but, you know, we're engaged, and we think that we have exceptionally complementary assets with the TV One and CLEO assets that could potentially create a lot of value. You know, however, we remain disciplined from an acquisition standpoint. You know, we're fully aware of the challenges that the paid TV ecosystem has. One of the reasons why we think that finding scale in this business, you know, could make a lot of sense, you know, as well. We're doing our work and staying engaged on that. 2023 guidance. We are expecting 2023 EBITDA to come in better than our 2019 pre-pandemic EBITDA, if you go ex-MGM dividends. That's our goal. We feel pretty good about being able to achieve that. We're, you know, thinking leverage will continue to be below four times, you know, call it 3.7-ish, you know, by the end of the year. Given the macroeconomic backdrop, I think we'd all feel pretty good about that as an outcome, should that come to pass. With that, I am going to turn it over to Peter Thompson to go more specifically into the numbers. Thank you, Alfred. Before we get into the numbers, let me talk a little bit about the delayed filing and the MGM restatement. Since the inception of the MGM deal, we've been carrying our stake in that as an equity investment at cost. However, once the put option that we had became exercisable, we should have reclassified the investment as a debt security available for sale. Really a sort of technical change in how we should have carried it on the balance sheet. Once you end up in that bucket, that it's a debt security available for sale, you should then revalue it every quarter, and we didn't do that. Obviously, we knew what it was worth, and I think we've done a decent job of telling our investors what it's worth, but when, you know, the put crystallized that. The end state value of $136.8 million was known, but we had to go and hire an outside valuation specialist to appraise the asset for each quarter of 2021 and 2022, using multiple methodologies, which took some time to work through. Separate from this, but also contributing to the delay in filing, our auditors required additional documentation around the company's ASC 606 revenue recognition policies. That required us to bring in a consultancy firm to write a bunch of technical accounting memoranda. We, you know, we're not a big shop. We didn't have the resource to do that internally, we had to go and find someone to write those technical accounting memos for us. Finally, there was significantly increased substantive audit testing around journal entries and other things, as a result of a lack of reliance on internal controls, that in prior years had been deemed sufficient, but weren't this year. All of that meant that it took many additional weeks of work to get the accounts signed off, which has been frustrating both for the company and the investors. I thank you all for your patience and support. I've been speaking to, you know, as many of the investors as I can, just to try and keep people appraised of what's going on. We appreciate you being patient and bearing with us while we work through all that. Turning to the numbers themselves, consolidated adjusted EBITDA was $31.7 million for the quarter, which was down 2.3% from last year. Full year consolidated adjusted EBITDA was $165.6 million, in line with the company's guidance and up 10.2% year-over-year. Q4 consolidated net revenue was up 1.6% year-over-year. The Indianapolis radio acquisition added approximately $4.2 million, and there was the absence of the Reach cruise event, which generated $7 million last year in the Q4 in 2021. Normalizing for those two things, net revenue was up 3.9% or down 1.4%, excluding $6.6 million of incremental political advertising. Net revenue for the radio segment increased 23.8% year-over-year, and by 14.1% on a same station basis. According to Miller Kaplan, and on a same station basis, our local ad sales were on par with the market at minus 1%, and national ad sales outperformed. We were up 41.9% against a market that was up 17.4%, helped by heavy political spending, and also our corporate sales effort. We recorded $8.1 million in net political ad revenue, of which $7.2 million was radio, compared to $1.5 million in prior year. Government and public was our biggest radio advertising category for the quarter, up 97.6%. Healthcare was up 53.6%. Auto was up 86.3%. Retail was up 12.7%, and entertainment was up 8.9%. Services, financial, telecoms, food and beverage, and travel and transportation were all down in the quarter. Q1 2023 radio revenue, excluding digital, was up 2% on a same station basis, or up 3.1% same station excluding political. Q2 is currently pacing down 5%, excluding digital on a same station basis, or down 0.9%, excluding political. We're holding well on a same station basis, ex-political. Net revenue for Reach Media was $11.9 million in the Q4, compared to $12.3 million last year, excluding the cruise event. Adjusted EBITDA was $3.1 million, down from $3.8 million in the prior year. Whole year adjusted EBITDA increased by 13.3% to $15 million. Net revenues for our digital segment increased by 24.1% in Q4 to $24.2 million. The direct sales team had an exceptionally strong finish to the year, driven by continued demand to reach black audiences at scale and increased midterm political revenue. Adjusted EBITDA was $1.9 million for the quarter, and $21.8 million for the year, up 24.1% year-over-year. Our Radio Reach and digital segments, so our audio business, had combined Q4 adjusted EBITDA of $28 million for the quarter, up 12% year-over-year. We recognized approximately $49.7 million of revenue from our cable television segment during the quarter, a decrease of 8.2%. Cable TV advertising revenue was down 8.4%, with a favorable rate volume impact of $900,000, offset by unfavorable timing variance of $1,007,000, free video on demand, and $1,006,000 unfavorable AVU burn-off. Cable TV affiliate revenue was down by 7.4%, with a favorable rate increase of $1.2 million being offset by $2.4 million of net share. $650,000 of increased interest cost. Cable subscribers for TV One, as measured by Nielsen, finished Q4 at $46.5 million, compared to $43.6 million at the end of Q3, and CLEO TV had 41.8 million viewers themselves. We're having trouble hearing us. Oh, really? Okay. Sorry, I just heard that the sound quality is poor. We turned the air conditioning off here and moved the microphones around. Hopefully, that will be better. We recorded approximately $2.6 million in investment income from our stake in the MGM National Harbor property for the quarter, up 30% from prior year. Operating expenses, excluding depreciation, amortization, impairments, and stock-based compensation, were approximately $104.2 million in Q4 to $105.6 million in Q4 of 2021. Event expenses decreased by $6.9 million due to the absence of the Reach cruise event, which returned in May of this year. Cable TV content amortization decreased by $5.3 million, and the non-cash charge for the CEO's Employment Award decreased by three and a half million dollars. Revenue variable expenses increased $4 million. Travel, entertainment, and office expenses increased by $2.2 million, and outside services, including contract talent and consulting fees, increased by two and a half million dollars. About $3.3 million of those increased expenses were in relation to the Indianapolis radio acquisition and is included in those totals. Radio operating expenses were up by $4.8 million, with the Indianapolis cluster adding just over $3 million of that increase. Expenses related to revenue increases, such as sales commissions and bonuses, drove the rest of the increase. Reach operating expenses were flat, except for the Reach cruise. Operating expenses in the Digital segment were up 36.9%, driven predominantly by variable expenses related to traffic acquisition costs, which were up $2.3 million, and ad production and marketing, which was up $2 million, and content and streaming music royalties, which was up by $1.7 million. Cable TV expenses were down $4.9 million, with content amortization expense down by $5.3 million due to some write-downs in prior years that didn't recur. Operating expenses in the Corporate and Elimination segment were down by 4.7%. It was a favorable variance of three and a half million dollars for the non-cash TV One employment award charge, which was offset by increases in employee compensation, including annual performance bonuses, outside legal fees, third-party software license fees, T&E, recruiting, and marketing. The Q4, consolidated broadcast and digital operating income was approximately $47.6 million, an increase of 7.9%. During the quarter, the company repurchased $25 million of its 2028 notes at an average price of approximately 86.4%, resulting in a net gain on retirement of approximately $3 million. An additional $25 million of the 2028 notes was repurchased in the Q1 of 2023 at an average price of approximately 89.1%, bringing the total gross debt balance down to $725 million today, down from $825 million at the start of 2022. We've now paid down $100 million of the debt. Interest expense decreased to approximately $14.6 million for the Q4, down 8% from last year due to the debt paydowns. Company made cash interest payments of approximately $625,000 in the quarter, including the accrued interest on the retired notes, and the semiannual interest payment was paid on February 1st, 2023. A non-cash impairment of $10.3 million was recorded for our radio market broadcasting licenses in Cincinnati, Dallas, Houston, and Raleigh, and also for our Philadelphia market goodwill balance. Provision for income taxes was approximately $3.9 million for the quarter. Company paid cash taxes in the amount of approximately $1.1 million. Net income was approximately $856,000, or $0.02 a share, compared to $5.3 million, or $0.10 a share, for the Q4 of 2021. Capital expenditures were approximately $1.5 million. The company repurchased 13,577 shares of Class B common stock in the amount of $57,000. As of December 31st, 2022, total gross debt was $750 million. The ending unrestricted cash balance was $94.9 million, resulting in net debt of approximately $655.1 million, which compared to $165.6 million of LTM reported adjusted EBITDA, gives a total net leverage ratio of 3.96 times. Pro forma for the Indianapolis acquisition, total net leverage was 3.91 times. On March 8, 2023, the company issued a put notice with respect to 100% of its interest in the MGM National Harbor, LLC. On April 21st, 2023, we closed on the sale of the put interest. Company received approximately $136.8 million of proceeds at the time of settlement. During the quarter ended March 31st, 2023, the company also received $8.8 million, representing the company's annual distribution from MGM National Harbor with respect to fiscal year 2022. Pro forma for the MGM put, total net leverage was 3.21 times, including $145.5 million of cash receipts from MGM and excluding the LTM adjusted EBITDA for the MGM stake of $8.8 million. On April 11th, 2023, the company announced it had signed an asset purchase agreement with Cox Media to purchase a Houston radio cluster. Urban One will divest two stations to comply with FCC ownership regulations. Transaction is subject to FCC approval and is anticipated to close either late in the Q2 or early in the Q3 of 2023. Until that time, we and CMG will continue to operate our respective stations. Finally, with the MGM proceeds, our current cash balance, today is approximately $235 million. With that, I will hand back to Alfred. Great. Thank you. Operator, I'd like to open the line up for Q&A, please. Absolutely. Ladies and gentlemen, if you do have any questions, please press one, then zero on your telephone keypad. You'll hear an indication you've been placed into queue, and you may remove yourself from queue by repeating the one, then zero command. If you are using a speakerphone, we ask that you please pick up your handset before pressing any buttons. Again, for questions, press one, then zero at this time. We will first go to line of Aaron Watts with Deutsche Bank. One moment while we open your line. You may go ahead. Hi, guys. Thanks for hosting the call. Good to hear from you. I've got a couple. Peter, sorry to ask you to do this. At least for me, your line was a little choppy at the beginning of your comments. Could you repeat what, on the radio side, what your kind of same-station core advertising performance was in Q4, Q1, and then also what you said Q2 was pacing at? Yeah, let me go back. Q1 of 2023, excluding digital, which is what we report as the radio segment, was up 2% on a same station basis. Excluding political, it was up 3.1%. As reported, it's probably gonna look like it was up about 11% the Q1 because of the Indianapolis acquisition. Q2 is pacing down 5% at the moment on a same station basis. Obviously, political, there was a fair amount of political last year, $2 million. Excluding that same station, we're pacing down 0.9% for Q2 on radio. As reported, because we're layering Indy on top of that, we're probably looking more like we're gonna be up probably low to mid single digits. Okay. Got it. Thank you for repeating that. As you. Sorry. Hey, sorry, Aaron. On the radio segment, on a same station basis, 14.1% up for Q4. Great. As you sit today, guys, like, how is the environment feeling to you as you're entering July here, relative to what you felt in the first half of the year? Any rays of light coming through in terms of advertising, advertiser willingness to spend, whether it's on the local or national level, or does it feel relatively steady with what you had been feeling in the kind of, April, May, June timeframe? Yeah, no, look, there's definitely an advertising recession going on. I mean, I was at the Cannes Lion advertising conference, you know, weeks ago, and you hear it from, you know, the big holding companies and what. It's particularly taken root in national, you know? You're seeing that come through with, you know, people who have national ad platforms. Local feels stronger, you know. I mean, you watch the news, CNBC, the economic data is still, you know, really strong. Just because advertisers are pulling back, you know, not sure they're pulling back because they're, you know, worried about something that's coming or exactly, you know, exactly why, but there's definitely an ad recession going on. You know, we're still feeling a level of strength, you know, due to interest in diverse-owned media. You know, we're definitely still feeling that. Doesn't mean that we're not seeing less demand, but we're doing better than our non, you know, diverse-owned peers. One of the reasons why we also felt it would be good to be sitting on a lot of cash, you know, at this point in time, don't know exactly, you know, what's, you know, gonna happen. I, you know, I feel if there's a recession, it'll be a mild recession, you know? I think we're already in an advertising recession. We may not be in an economic recession, you know, at this point. Our, you know, our radio business is going against some significant political headwinds, right? We had $20 million worth of political. Yes, it was 13 last year. That was the prior presidential cycle, it was over 20. Yeah, it was about 13. 13. Yeah, yeah. Yeah. Um- Still significant. Significant, excuse me. I, you know, we're preparing to be okay regardless of what the economy does. I would say I feel better about where things are going today than I did in January. Okay, that's helpful context. Thank you for that. Second question, and I'm sorry if you already disclosed this, but with the stations you're picking up from Cox, are you able to share what the multiple you paid was on that purchase? No. I mean, we paid, you know, we paid $27 and a half million. You know, I think I just said that, you know, we think, you know, with, you know, with add backs and things of that nature, that we'll have at least $5 million of EBITDA. Yeah. Yeah, I don't know if you called out, but the net spins? Yeah. Yeah, yeah. Yeah. Let's say that their EBITDA was less than $5 million. We think with add backs, we'll have at least $5 million. When I say add backs, you know, duplicate expense stuff that we can take out, you know, day one. There's not a lot of it, right? You know, we're not changing formats. But what was a surprise for us, to be honest with you, 'cause we modeled something else, you know, was, we, yeah, we were able to, you know, get out of the two radio stations, you know, for, you know, an acceptable price, right? You know, and we didn't know what the marketplace was gonna be like. Yeah, we were able to find two buyers and got what we thought were, you know, not amazing prices, probably low watermarks for stations in Houston. Given the M&A activity in radio, period, is pretty tepid, you know, we felt pretty good about the sales there. So we're gonna be in to Houston for about $17 million. Okay, thank you for that. One last question. You've mentioned your liquidity a couple times, and it is a nice cushion to have, given the uncertain economic backdrop. As you move forward here, you've bought back bonds, but you also have this potential casino project. How should we think about the uses of that cash? Whether it's debt paydown, going towards a casino initiative, or potentially more M&A activity, whether that's on the radio side or otherwise? Look, if when we win this casino referendum, we, you know, we're gonna have to write a, you know. It's not certain exactly what the equity check, you know, will be. It's 50/50 right now. You know, let's assume that it's $80 million, you know, for each us and Churchill, let's assume you put some debt on it. We may not go that route, you know, depending on how expensive project financing is. You know, we may, you know, need to write, you know, a slightly bigger check. Assume that that's gonna be something that we will spend cash on starting in Q4, beginning with closing on the land acquisition. Then I think we sit back and, you know, just look at, you know, stuff opportunistic. I mean, the good thing is that, you know, our bonds trading at a discount, call it 90 or and some change or whatever, yield 10.5%, right? That's always, you know, that's a good use of capital at that point in time. If we can make, you know, some radio acquisitions that are, you know, are a better return than that, then we should look hard at that. You know, paying down debt, I mean, we're also starting to get into a strike zone of leverage in the 3s. You get leverage, you know, 3.5, you know, yeah, low 3s, you're starting to get in the strike zone of, you know, what other kind of capital, you know, returns to capital do you look at? We've got some significant projects on the plate right now that we need to see how they're gonna turn out. Okay. All right, great. I appreciate the time, as always. We'll next go to the line of Ben Briggs with StoneX Financial Inc. Go ahead. Morning, guys. Thank you for holding the call and taking the questions. A lot of mine got answered, but I still have a couple of more here. Using your guidance, and again, thank you for providing guidance. You said that you expect to come in above where you were in fiscal year 2019, while adjusting out the roughly $8 million MGM dividend that you received. That gets me to roughly, let's call it, like, just north of $130 million of EBITDA? I just wanna kind of sanity check that and make sure I'm doing my math right there. No, I have $133 and a half with MGM in, and MGM, I think, was $6.6. I think it's like high $120, $126, $127. Okay. Okay, $126. Yeah. Yeah. Okay. Okay, $126 million, $127 million. If I subtract out, call it between $60 million and $65 million of interest expense and some CapEx, it looks like you guys on an EBITDA minus interest, minus CapEx basis, should still be comfortably free cash flow positive in fiscal year 2023. Is that a safe assumption? Yeah, I've got us kind of mid-60s in free cash flow. Depending on where CapEx comes out, we've got a couple of big projects, you know, consolidating Indianapolis and Charlotte, but probably we don't get to spend all of that this year. That's why, yeah, mid-60s free cash flow is what we're kind of planning out for this year. Okay, perfect. That's right around where I was getting to. Thank you. The second question. Churchill Downs, thank you for the clarity on, you know, what size the equity check might be, and a little bit about what your thought process is there. Could you give a couple more details on what the operations of that might look like? I know obviously with MGM Casino, that was very much, you guys were essentially silent partners, not like you had a hand in operating the casino. You left that to them. Is the Churchill Downs project gonna be similar, or are you gonna be taking a more hands-on approach with this opportunity? They'll be the operator. We're just gonna own it 50/50 with them, and they'll be responsible for operating. However, they'll, you know, they'll use their corporate expertise to, you know, work with us to build a management team locally at the property. You know, they've got a number of partnerships with other people, including, you know, one with Rush Street Gaming in Chicago and Des Plaines. I think they've got one in Miami with Delaware North. I think it's Miami. You know, they've got. The thing about them, they've got experience with having large partners, meaning, you know, not somebody who owns 7%, but somebody who owns 50% along with them, right? You know, we will be relying on them to be the operator. Okay, got it. Got it. Okay. Thank you. Finally, and I'm hoping you can answer this: obviously, you just released the fiscal year 2022 10-K. And I know this is officially the fiscal year 2022 conference call. Do you know when you might release the Q1 2023 10-Q? We haven't set a day. I think we'll know more next week. We're just working through some stuff then in terms of timing of that. Obviously, we're mindful of, we got an extension from Nasdaq through 9/27. We don't want to take that length of time. I think we'll put something out next week, which will shed some light on that in terms of timing and filing that. Okay, great. Thank you very much for holding the call and answering the questions. Have a great day, guys. Thank you. Thanks. Our next question will come from the line of Matt Swope with Baird. Go ahead. Good morning, guys. Peter, could you give us a sense for, out of that large cash number you mentioned, what the tax hit will be around MGM and any other sort of, you know, unexpected or unusual uses that we should think of coming out of that cash number? Yeah, you just went a bit out, as you said it, but I think you're asking is there any tax leakage on the MGM sale, right? That's right, yeah. Yeah, minimal, because we got enough NOLs to cover it. It's roughly $100 million gain. What it'll do, it'll burn through our NOLs faster, so it probably accelerates us, becoming a federal taxpayer from 2027 to 2026, mark somewhere in that region. The good news is, we'll have the cash on the balance sheet, and there'll be minimal tax leakage. As a reminder, ladies and gentlemen, if you do have questions, please take this opportunity now to press one, then zero on your telephone keypad. We'll go next to the line of Brad Kern, a private investor. Go ahead. Hi, thanks for taking the call, and I appreciate all the information today. First one is on the Richmond Casino. What's the likelihood, in your view, of a favorable vote? Are you doing any polling yourselves or tracking any sort of local polling that you can maybe give us some color on? And so what work are you doing to improve local sentiment for the project among likely voters, in addition on the casino? Uh, uh, yeah- It's a 50/50 partnership. Who's gonna be controlling that, the decisions, you know, should you decide at... You know, I think it has your name on it, so who are you, who's gonna be making the decisions when you get down to the tough ones? Yeah. They'll be joint decisions. If we disagree, there's a dispute, you know, resolution mechanism. We're 50/50 partners, and, you know, we gotta agree, otherwise, we go to our dispute resolution mechanism. We've got a 50/50 shot. The referendum, you know, we lost it, you know, 50.85 to 49.15. Sentiment, you know, continues to be divided in the city, and we gotta do a better job of telling voters how the money that the casino will generate is gonna be spent. We didn't do that last time. We gotta, you know, work with the city on that. That's not our unilateral call. I think that we've gotta articulate the other aspects of the resort, not just the casino part, the entertainment vehicle. We gotta do a better job of getting out our voters. It's 50/50. I've always said that people should look at our company as, you know, as a baseline, you know, and decide whether or not they're comfortable with our existing operations and, you know, and our balance sheet, and look at the casino as upside, like gravy. That's, you know, that's where we sit. Okay, that's helpful. Assuming that is approved, I mean, what do you anticipate the payback will be on the casino? Sort of for modeling purposes, in terms of number of tables and slots and gross gaming revenue across each of those, are there some preliminary figures you can throw out? You should assume that. A lot of optionality in that value. You should assume that the gaming revenue. This is, you know, the state has its own gaming analysis for each of the proposed casino licenses. There are five different jurisdictions. The one for Richmond, Virginia, is a little better than $300 million of gaming revenue a year. You can probably operate, you know, better than a 30% margin on that. Assume that the property do $100 million of EBITDA, if not better, you know. But as a minimum, I think you should assume it's $100 million. It could do, you know, it could do better. Okay. That's, that's really helpful. On the, on the radio and TV side, are you do you anticipate any potential slowdown in appetite for DEI advertising, you know, particularly given the affirmative action ruling? What are you hearing from your advertising partners at this point? Everybody's asking that question, you know. My general gut is that if the political climate changes significantly, you know, in the country, that, you know, progressive and inclusionary politics, you know, will take a hit. However, I believe that many of the corporations that have committed to DE&I efforts, you know, believe in it and are doing it because it's good business in today's world. I mean, one of the things that you cannot run from is the changing face of America. You know, that's, you know, that's just what's happening, you know. Black and brown and now Asian populations are growing at a considerably faster clip, you know, than the traditional Caucasian population. That's not, you know, that's not a race war. That's just the economics of the country, right? you know, there will be different consumption patterns for those populations that and different types of consumption for media and how you communicate with them and talk to them, et cetera. They will become more and more of a force from a consumer, you know, standpoint, and it's no different than any other customer. You have to cater to that customer. and that's the conversation that I'm hearing among advertisers now. yeah, if the government doesn't give, you know, a hoot about diversity and inclusion, you know, then I think there will be some corporations that will pull back on that, you know. Generally, you know, government pressure, you know, or fear of, you know, some sort of government regulation or retribution causes good corporate citizenship, you know? But that's my general view. You never know, you know. I mean, I mean, forgot who it was, but, you know, Donald Trump, on his way out the door, pardoned, I forgot, a number of rappers or whatever. Like, you know, I forgot who it was. It's like, who would've thought, right? Lil Wayne. Was it Lil Wayne? I don't remember who it was, like, you know. Maybe if he wins the presidency, maybe he'll all of a sudden decides it's a good business as well. Never know, right? That's, but that's my view. I mean, look, the progressive wing of the Democratic Party right now has got a lot of people talking about fairness and equity and justice. The traditional faction of the Democratic Party, you know, is, yeah, those are things that we believe in too, right? You know. That, you know, that helps with this wave. Okay, I appreciate that thoughtful response. On a related note, your core audience, are you seeing a, you know, the sort of existential time for the radio listenership and secular pressures there? Are you seeing better, you know, consumption trends? Can you just talk about consumption trends of your core audience versus? everything- versus competitors? Everything in traditional media is going down and seeing less consumption, you know? Radio feels safer and better and less of, and in less of a free fall, you know, than the pay TV ecosystem, you know, does. I think what we're also seeing is with radio, we're dealing with less rating points right now. If you looked at our revenue, Peter, you did that analysis, our revenue is really kind of on par or... What, what was the analysis you did? When you look at audio, looking across the radio segment, Reach and digital audio, we're still above pre-pandemic levels of revenue and EBITDA, despite the fact that the universe of listeners has gone down fairly significantly post-pandemic, as you might imagine, given different working patterns and commuting patterns. I'm gonna give some credit to one of the, you know, CEOs, you know, premier CEO in the industry, Bob Pittman. I had a conversation with him in Cannes at this advertising festival, and we were talking about the radio business. He hammers the point that radio still has 90% reach, even though the numbers may be small. There's a 90% reach in America, and reach in television, you know, continues to decline. Historically, advertisers have paid more for less in television, and I think Peter's analysis would say, that we're doing pretty good on pricing versus where audience, you know, has gone. You know, look, that's the world we're living in, I don't know what the answer is. Nobody's, you know, nobody except Netflix is making money in streaming right now. Maybe Discovery, you know, turns the corner here. I think they were supposed to, you know, turn the quarter, I mean, turn the corner this quarter or next quarter. People are starting to dial back on their investments in streaming. You know, radio is kind of hanging in there, you know. There was a time when I was a lot more worried about radio, and I was, you know, I felt really good that we were in the cable television business. Today, I feel really good that we're diversified among all of these things, and radio feels like it's hanging in there. We're making our cable TV business, you know, hang in there right now with the way that we're managing it. I do feel like we need to do something strategic there, you know, whether it's, you know, picking up more distribution, programming investments, you know, some sort of consolidation opportunity, because that landscape's changing, we got to figure it out. The good news is, we're at a leverage level now where we're going to have time to do that. We're going to have time to make those investments. We're going to have time. You know, we're not going to be under any pressure, you know, that will make us have to operate in a non-effective, non-strategic way. I think that we're going to have the runway to make the turn. Sure. On the balance sheet, I mean, we've talked about the economics of the casino. In the world where in the 50/50 shot, where it doesn't go through, you mentioned on the call that with leverage, kind of leverage in the low 3s, that there's other forms of capital return you might be looking at. How do you, how are you thinking about that, versus potential strategic, you know, strategic actions, you know, on the radio and TV set or other industries, whether it's gaming or otherwise? Yeah. Look, everything for us is, strategy is often very overused in terms of a rationale as to why you do something. You know, strategy has to be accountable to what your current return options are. I don't think you make a strategic decision and not match that up against what's the best use of capital, right? If we can buy our bonds and retire our debt and get a 10.5% return, there's no strategic decision that we would make that would net us a 5% return. We wouldn't do that. You can pay down your bonds, right? You know, because if it's strategic, then it should actually yield you a, you know, an outside return, right? You know, it should have you create value, and the value that it creates needs to be better than what else, you know, what else you can do, you know, with the capital. That's the lens under which we look at stuff. It's worked for us. Does that make sense? I guess I'm just wondering, is there at some point a leverage level that you. I know the stock isn't terribly liquid. Is there a leverage level that you start to think about, you shift from debt reduction to whether it's share buybacks or... Maybe- Whatever it is to return that cash? Yeah. Yeah, maybe. I mean, we were buying back shares last year, you know? Yeah, I think we bought back $25 million worth of shares at $5.30. Yeah. I go up, we see it come down, you know, but it's kinda, you know. Given the macro, that we're just, you know, we got some strategic options ahead of us. That'll be on the plate at some point, but it depends on how revenue goes, how EBITDA goes, how we, you know, how we feel about it. The share buyback analysis goes through the same return, you know, rigor that buying a radio cluster does, us buying more cable assets, us investing, you know, in the casino. We're not gonna buy back our stock and earn a 5% return over paying down our debt and earning a 10.5% return. Okay, thank you. Last question for me is just housekeeping. On, when you mentioned the 3.7 times leverage by end of year, is that, I assume that's net? We said 37. Right, 37. That's on a net basis? Yeah. That's is that pro forma for any other uses of cash? What is inclusive, what are the underlying assumptions in the 37? It assumes that we win the Richmond referendum. We buy the land that Alfred referred to in Q4. That cash goes out the door. It assumes that we close on the acquisition in Houston. That net $17 million goes out the door as well. We pro forma and call it $5 million of EBITDA from that transaction. Perfect. No, no additional debt buybacks in that number? No. Modeled into that number? Okay. No. Thank you. That's all my questions. Appreciate it. We'll go next to the line of Matthew Sandschafer with Mesirow. Go ahead. Hi, guys. Thank you for sneaking me in here, near the end. Just a couple of housekeeping questions. What are you guys planning to spend on content this year? That number was obviously pretty high in 2022. Yeah, it was high in 2022. I was just looking, I think mid-$50s. Jody's here with us, he can speak to it if he'd like, but I think we're looking at cash. I've got, on my sheet at least, cash spend in the kind of mid-$50s. Does that sound right, Jody? Fifties? Yeah. Say again, Matt? I said, did you say mid-50s? I'm sorry, I'm having a little sound issue. Yeah, mid-50s. Okay, great. I think it normalizes better than last year, Matt, from a cash standpoint. Okay, great. Thank you. Were there any unusual cash expenses in the radio or digital segments in the Q4, specifically? Those margins took a little bit more of a hit than I might have been expecting. So a- ... I'm sorry if you went through that during the first part of the call. Yeah When Jody was on, but I missed it. They, there were a few things, Matt. There was some noise in the numbers. Obviously, we had the high watermark year, so bonuses were higher than they otherwise normally would be. There was some of that. In margins, in digital, we talked a little bit about the fact those were impacted by higher traffic acquisition costs. That was $2.3 million. Also, higher content costs at digital and ad production costs. Those margins compressed. Other than that, there wasn't anything particularly material. Okay, great. The that mid-60s free cash flow number you mentioned, does that include the MGM dividend this year, or are you rolling that up into the sale price? That is in the sale price, that's not... That mid-60s. Hang on a second. Good point. Let me just double-check before I speak on that. Shouldn't have... We have. Actually, no, sorry, that does include it, Matt. That is rolled up into it. The 8.7 of receipts is in- Okay is in the mid-60s. Sorry. Okay. I guess just generally on the digital side of things, you mentioned the higher traffic acquisition costs. There's some guidance for what looks like kind of persistent lower margins going forward. What do you think about that competitive landscape overall? It feels like, as you guys know, it feels like every radio station, and not just radio, obviously, but every radio station company has been trying to get into that business in a significant way. What do you think is driving the higher traffic acquisition costs? Yeah. Yeah, go ahead. Yeah. Our digital business is different than everybody else's radio business, digital business. You know, we, our digital business is largely as a content publisher, you know, where we sell video ads and display advertising. Probably roughly 40% of our revenue, you know, this year will be digital video. Some streaming revenues. Forgot what it was. I know it's at least 5%. I don't know if it's, excuse me, at least $5 million. I don't know if it's gonna be a little higher. It's 5.7. It's in the 5. Yeah, we've got a bit of podcast business, but the Cumulus and Audacy, you know, models and, you know, are podcast-driven. iHeart has got their iHeartMedia streaming platform, and they've got, you know, a big podcasting business. We're much more of a publisher, you know. Townsquare does digital services, right? You know, they act as a local, small digital advertising agency for small, medium-sized clients in the markets that they operate in. Our digital business is different than everybody else's. With that said, you know, it's benefiting from, you know, still demand. We've got, you know, the largest African-American-targeted audience in the space. You know, we're the scale player, you know, in that space. I don't know what the prognosis is, you know, going forward. I hope it continues to remain, you know, profitable. We gotta figure out, you know, how to see if we can grow that margin. You know, digital publishing is a tough business. You can see, you know, from BuzzFeed and Cox and a bunch of these other, and Vice, you know, they're having a tough way to go. We've been doing better. We've gotta figure out how to manage through that, you know. It's a better business than the podcasting business. In my viewpoint. Okay. Yeah. Great. Thank you. Thank you, Matt. We'll go next to the... Pardon me? It's 11:06. I was gonna say, we got time for one more. Maybe one more, yeah. One more question, operator. We'll go to the line of Marlene Perrero with Bank of America. Go ahead. Thank you for taking my call and squeezing me in. Most of them have been answered, but quick question. You had mentioned BET at the top of the call. Any other, you know, information on that, or thoughts, or what that could potentially look like in terms of the impact on leverage? I mean, it's a competitive process. You know, we're under an NDA. I just figured people ask us if we're interested in it, you know, I just figured I'd mention that we are in the process. You know, we're not, you know, far enough along on anything at this point in time to comment. You know, we wouldn't be allowed to comment anyway, you know. I just get tired of people asking me, "Hey, are you guys, you know, looking at this?" I decided to admit that we were, you know, that's all the information I can give. Got it. Then just a quick, you know, kind of reframe. You know, given the current environment, overall, secular and cyclical, how high would you be willing to, you know, have your leverage in the current environment, or what you kind of see the environment to be over the next year? You know, look, we like our leverage, you know, four or below. You know, we like it here. If we have to write a $100+ million check at the, you know, over the next 12 months for the casino, that could change our leverage profile. You know, I'm sure Peter has the numbers, but, you know, $100 million goes out the door with no cash flow coming in for, call it, 24 to 30 months is gonna raise your leverage. I'm also assuming if we win a casino referendum, that we're probably gonna get some credit, you know, for that in our equity value. Who knows? Maybe we'll raise some more equity. You know, don't know how we'll think about that. You know, I would suffice it to say, we sleep good at night, you know, when our leverage is, you know, four, you know, below four. We like that. Look, it probably pops up above four in Q1, excluding, you know, the pro forma for MGM, because the cash wasn't received till Q2. I guess we'll give pro forma numbers in Q1. Excluding the pro forma, it's probably north of 4. It drops down, you know, for, you know, hopefully mid 3s. Alfred, as Alfred said, we're hoping to finish about 3.7 times this year. If I look at our long-range plan, it's, you know, it's out in the low 3s and eventually in the mid 2s. That's assuming we can hit our plan. Got it. Sorry, if I could just squeeze in one last one. Early on the top of the call, you also had said kind of more generally, that radio multiples are, like, 5x, if I heard you correctly. What does that? I mean, there's lots of comps out there. Last I looked, I thought the average radio multiple was kind of, like, 5.5 or something like that. Again, you know, you know, that's what I think I remember seeing. It's variable within that range, depending on who you look at. Yeah. I think that was about the mean, yeah. Fair enough. Great. Well, thank you very much. Thank you. Thank you, everybody. We look forward to talking to you know, at a point in the near future. Ladies and gentlemen, that will conclude your conference call for today. Thank you for your participation and for using AT&T Event Teleconferencing. You may now disconnect.