Ladies and gentlemen, thank you for standing by and welcome to Urban One's second quarter earnings call. All participants are in a listen-only mode, and this call is being recorded. During this conference call, Urban One will be sharing with you certain projections or 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 August 8th, 2024. 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 this conference call will be available from 5:00 P.M. Eastern Time today, August 8th, 2024, until 11:59 or midnight on August 15th, 2024. Callers may access the replay by calling 866-207-1041 from the U.S. International callers can call direct at 402-970-0847. The replay access code is 1733886. Access to live audio and a replay of the conference call will also be available on Urban One's corporate website at www.urbanone.com, and 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. At this time, I'll now turn the call over to Alfred Liggins, Chief Executive Officer of Urban One, who is also joined by Peter D. Thompson, Chief Financial Officer. Please go ahead. Thank you very much, Operator, and welcome everybody to our Q2 results conference call. Also joining Peter and I are Karen Wishart, Chief Administrative Officer; Jody Drewer, who's the Chief Financial Officer at TV One; and Kristopher Simpson, who's our General Counsel. We sent out the press release on our Q2 results largely in line with how we've guided in terms of the different segments: radio coming in at -3% with political, -5.6% on a same-station basis, ex-political. That's not including the acquisitions that we made with Houston, Texas. It's been a challenging environment in our cable television segment, mostly because of churn and audience delivery, something that's happening throughout the pay-TV ecosystem. Peter's going to go into more detail about those results in Q2 in his comments. Q3 radio currently is pacing down 6.9% on a same-station basis. It's going to be up 7% as reported. If you include political, it's pacing down mid-single digits. However, we are feeling pretty optimistic about the strength of political, and we're starting to see registrations and orders coming in on hold. We actually think it's going to be much more robust than we have currently forecasted. It's real-time action right now in terms of getting it laid in. The new political landscape and the closeness of the current race, I think, is going to bode well for us, given our audience. So that is yet to be determined. We're not forecasting a big beat on our political budget as of yet, but we're very optimistic. But even with the optimism and political ads been coming, there's still softness in our cable television segment, which we have to address. Ultimately, we've got to find more impressions to offset the churn that we're experiencing. We've got upside coming in terms of our connected TV offering as we switch ad servers that will allow us to better monetize the CTV inventory that we have on some of the new over-the-top platforms. That's not in place yet. We haven't had the benefit of that so far this year, but we will in the second half of this year. But given the softness in the cable TV segment, I think that we are more likely to finish 2024 at the lower end of our EBITDA guidance, which was $110 million-$120 million. And again, we're not sure exactly what we think that the upside on political is yet. We think there is some, but we just want to give an indication that we feel at this point that we're more likely to finish on the lower end of the guidance than the upper end of the guidance. So we can talk more about that during the Q&A. So at this point, I'd like to turn it over to Peter to go into the details of the numbers, and then we can switch to Q&A. Peter. Yes, thank you, Alfred. I'll just walk through the press release numbers. So consolidated net revenue was down by 9.2% year-over-year for the quarter end of June 30th, 2024, at approximately $117.7 million. Net revenue for the radio broadcasting segment was $42 million, which was an increase of 7.2% year-over-year, but was down 3% on a same-station basis. Excluding political, net revenue was up by 4.7% year-over-year, but down by 5.6% on a same-station basis. According to Miller Kaplan, our local advertising sales were down 8.5% against a market that was down 7.1%. National ad sales were down 1.6% against a market that was up 7%. Net revenue for the Reach Media segment was $18.9 million in the second quarter, down 5.6% from the prior year. Adjusted EBITDA was $3.7 million for the quarter, down from $4.6 million last year. Net revenues for the digital segment decreased by 16% in second quarter to $15.9 million. Direct national sales were down, driven by decreased advertiser demand, but connected TV and podcast revenues showed growth compared to last year. Adjusted EBITDA was $2.9 million, down 52.5%. We recognized approximately $41.5 million of revenue from our cable television segment during the quarter, a decrease of 20.9%. Cable TV advertising revenue was down 26.7%. Delivery erosion continued, down 30% in total day, Persons 25- 54, resulting in an increase of $4.7 million to our audience deficiency reserve. Increased volume through promo conversions partially offset the delivery shortfall. Cable TV affiliate revenue was down by 12.9%, with contractual rate increases being offset by approximately $3.3 million in net subscriber churn impact. Cable subscribers for TV One as measured by Nielsen finished second quarter at 39.8 million compared to 40.7 million at the end of Q1. CLEO TV had 38 million Nielsen subscribers. Operating expenses, excluding depreciation and amortization, stock-based compensation, and impairment of goodwill, intangible assets, and long-life assets, decreased to approximately $93.3 million for the quarter end June 30th, 2024, down 0.4% from the prior year. Radio operating expenses were up 6.4%, or $1.9 million. The Houston radio acquisition, which was effective August 1st, 2023, added approximately $2 million expense year over year. On a same-station basis, event expenses were up $700,000, driven by two of the company's tentpole events, which were Birthday Bash in Atlanta and Women's Empowerment in Raleigh. While variable expenses related to revenue, such as sales, commissions, bonus compensation, bad debt, and national rep fees, were all down, the marketing costs were also down. Reach operating expenses were down by 1.3%, driven by reduced talent compensation and affiliate station fees. Operating expenses in the digital segment were up 1.5%, driven by increased cross-platform marketing expenses and third-party cost of sales on audience extension revenue for digital audio. Operating expenses in the cable TV segment were down 4.7% year-over-year, driven by about a $800,000 favorable programming expense related to acquisitions that expired in 2023, and reduced sales and marketing expense, which was offset by increased operations costs associated with Connected TV and VOD support. Operating expenses in the corporate and elimination segment were down by approximately $900,000, primarily as a result of a $4.5 million decrease for the CEO's TV One Award, offset by a $3 million increase in third-party consulting and audit expenses. For adjusted EBITDA, we added back $4.1 million for non-recurring professional fees related to the remediation and audit efforts. However, the $6.3 million non-cash benefit for the TV One Award is not added back for the current year when assessing adjusted EBITDA. Consolidated adjusted EBITDA was $28.4 million for the second quarter, down 24.2%. Consolidated broadcast and digital operating income was approximately $34.2 million, decreased to 27.7%. Interest income was approximately $1.8 million in the second quarter compared to $1.9 million last year. Decrease was due to lower cash balances in interest-bearing investment accounts. Interest expense decreased to approximately $12.4 million for Q2, down from $14 million last year due to lower overall debt balances as a result of the company's debt reduction strategy. The company made cash interest payments of approximately $1 million in the quarter related to the repurchase of the notes. During the quarter, the company repurchased $35.5 million of its 2028 notes at a price of 78% of par. An impairment charge of $80.8 million, which was non-cash, was recorded in Q2 entirely for the broadcasting licenses in 9 of the 13 radio markets in the broadcast segment. The primary factors leading to the impairments were a decline in projected gross market revenues and operating profits, and an increase in the discount rate. The benefit from income taxes was approximately $18.5 million for the second quarter, and the company paid cash income tax in the amount of $600,000. Net loss was approximately $45.4 million, or $0.94 per share, compared to net income of $70.4 million, or $1.48 per share for the second quarter of 2023. During the second quarter, the company repurchased 449,277 shares of Class A common stock in the amount of approximately $900,000 at an average price of $2.06 per share, and 113,283 shares of Class D common stock in the amount of approximately $200,000, an average price of $1.57 per share. Capital expenditures were approximately $2.2 million in the second quarter. As of June 30th, 2024, total gross debt was $614.5 million. The ending unrestricted cash balance was $131.9 million, resulting in net debt of approximately $482.6 million compared to $110.5 million of LTM reported adjusted EBITDA for a total net leverage ratio of 4.37 times. And finally, we'll be timely filing the 10-Q tomorrow at some point. So good that we're back on track in terms of meeting our deadlines and filing timely. And with that, I will hand back to Alfred. Thank you, Peter. Operator, we can go to the lines for Q&A. Ladies and gentlemen, if you'd like to ask a question, please press 1, then 0 on your phone's keypad. You'll hear an indication that you've been placed in queue. Repeating that 1-0 process will remove you from the queue. Once again, if you have questions, please press 1, then 0. At this time, we do not have any callers queuing up. Take that back. Take that back. We're just a little bit late. All right. We'll go first to Dominic Laib with Stifel. You go ahead, please. Hey. Hey, guys. Thanks for taking the questions. Sure. Yeah, I just had a few things, a couple of things for me. One, could you just comment on digital has kind of been trending weak or for a couple of quarters now? Can you just kind of offer some guidance on what that market's looking like? Are you guys expecting that to pick up versus kind of like a national, local area, or kind of just what are your thoughts on that? Yeah. Yeah. Yeah. Digital, there's been weaker demand in digital associated with the pullback in national advertising, but also a pullback in diversity and inclusion ad dollars that we felt that wave was ultimately going to crest and be affected by the national ad pullback. However, the second half is looking better, and we're also optimistic there that we're going to see more political ad dollars than we had budgeted. So to date, we are still forecasting our digital segment to meet its budget, which is off of last year, but not that far off. So we're feeling decent about digital. Our TV business is really what's hurting us. Got it. Okay. Thank you. And based off the backup, are you guys keeping your EBITDA guidance? I think you gave a range of like $110-$120 last call. Is that sort of still in line? Yeah. Yeah. As I said at the top of the call, we're more likely to be on the lower end of that guidance, but yes, we're maintaining our current guidance. Okay. Got it. Sorry. I joined a little late here. Yeah. No worries. A couple more things. The debt buyback, do you guys continue kind of continuing a similar cadence in terms of repurchases if prices kind of remain? I don't want to commit to the cadence because the cadence really kind of depends on where we see the debt trading. But you can rest assured that our primary focus is to make sure that we're managing our leverage and looking to march that down. And it's challenging right now with EBITDA falling, right? So quite frankly, being able to buy debt back opportunistically at attractive prices is important. So very high priority for us. That's the reason you saw us buy $35 million worth of debt right before our window closed. That ended up being a negotiation. To buy that piece of debt of $35 million was probably a week-long negotiation that only closed right before the window was happening. So we're trying to be opportunistic and smart about it. Okay. Got it. That makes sense. Yeah. And then just last one. I think you guys mentioned maybe you might have commented this, but last quarter, you guys mentioned you were under NDA to potentially purchase Bounce from E.W. Scripps. To the extent you can offer any commentary. Is there any update regarding those? No. There's a process going on. We're involved in it, and no update at this point in time. Okay. Got it. Okay. Appreciate the answer to the questions. That's it for me. Thank you. Our next question comes from Hal Steiner with BNP. Please go ahead. Hey, guys. Good morning. Thank you for taking the questions. So my first one was, I was just, do you have any early thoughts on some of the things you could try to do in TV to sort of improve audience and audience delivery? Is maybe changing measurement providers a possible solution? And I think you also commented on sort of CTV ad upside. If you could just share a little more color or help quantify that at all, that would be very helpful. Thank you. Yeah. So we are looking at different measurement solutions, and we're in the middle of the upfront right now, so I don't want to have a public adjudication of our upfront strategy and our audience measurement strategy, but suffice it to say, yes, we are engaged in those kinds of conversations and looking at several different alternatives, one of which has more of a positive impact than others, right? But that's an active negotiation right now because it's not just us switching audience measurement. It's getting the advertising holding companies and the clients to actually accept it as currency too. And so that's a real-time negotiation as we speak. But the answer to your question is yes, we're looking at that. Second, on CTV, we basically were on an ad server that didn't allow us to transact on a programmatic level and had some other limitations that really severely limited our ability to monetize that inventory. It has taken us, don't ask me all of the why, but it's taken six months, actually, for us to identify, negotiate, and then ultimately get activated a new ad server that will allow us to more effectively monetize it. And we're almost at the end of that road. I think it goes live within the next 30 days or so. Jody, do you know when the new CTV ad server goes live offhand? This month. This month. This month. Yeah. So advertisers like CTV a lot because they can do it programmatically, and the ad server that we were on didn't allow us to do that. So that's just - that's real just moving to a system that allows us to monetize it the way the majority of advertisers want to do business is tangible upside just because we haven't been able to participate in that marketplace. So that's the elaboration on it. And obviously, more and more ad dollars are moving to connected television too. Gotcha. Gotcha. Okay. That's helpful. And then, I guess, just on financial policy, with the operating environment being a little bit weaker, do you sort of feel like it's more prudent to maybe hoard more cash, or is sort of the minimum cash you want to hold in the business maybe higher than it was before? And I heard your comments on debt buyback, but I maybe also just wonder, how do you view M&A in the current environment? And I'll pause there. We view M&A, and I think I've said it before. Look, in the current environment, you can't count on top-line growth, right? Not in the media business, right? If we were a software company, maybe. So M&A has got to be not only highly accretive, it's got to be delevering. And Peter and I were actually talking about it this morning before the call. And any M&A deal that you do that's delevering out the box, you've got to assume that there's going to continue to be downward top-line pressure in the industry, right? Whether it's radio or television. And so you got to take that into account when you're figuring out what that M&A does to you from a delevering standpoint. So very comfortable with our Houston acquisition last year and our Indianapolis acquisition and radio. And so that's how we think about it. You can expect us not to do anything that is contrary to that because that would be way too risky. And we are, again, conscious of the fact that it's not just is something deleveraging day one. Is it going to continue to be deleveraging with the downward trend from an industry standpoint? Finding those deals is hard, but my sense is they will come about because everybody's kind of got the same problem. And I mean, we're substantially free cash flow positive to date. The thing that reducing debt, particularly reducing debt at a discount, does is it also increases our free cash flow, right? And so we don't really have a cash flow problem such that we have to hoard a bunch of cash. And if we are looking for a deal that is substantially delevering, particularly at the levels that we're trying to get down to, let's say, I think our leverage level we just reported was 4.37x, right? 4.37. So let's say we were looking for something that delevers us a turn, right? So it gets us down to 3.3. If the synergies are really there and it does that, then that's probably in the strike zone of something that you can finance. So the point is, I don't think we have to hoard cash for an M&A situation. The kind of M&A that we're looking for should produce a financeable scenario in and of itself, and we can look at that cash to delever and buy debt opportunistically. Does that make sense? Yes, it does. It does. Thank you, Alfred. Okay. That's all my questions for now. Thank you guys so much. Yeah. And once again, for additional questions, please press 1, then 0 at this time on your phone's keypad. We have a question now from Marlene Pereira, with BofA. Please go ahead. Thank you for taking the question. Hi, Alfred. Hi, Peter. Hi. Hi. Just wanted a quick sanity check on free cash flow, just kind of given the commentary you've given this quarter versus last quarter. So I think it kind of worked out to roughly around $40 million, given kind of some one-offs related to TV One. Cash tax is around $3 million. I think CapEx is around $9 million. So just wanted to sanity check if kind of the ballpark and that my inputs are correct? Yeah. I think, look, Alfred guided towards the lower end of the guidance, so you probably need to take if we were coming off of the midpoint, right, you'd probably take $5 million off of that number and be in the mid-30s. And then obviously, the other comment you made at the top of the call was, "We don't know where political is going to come out." It feels good, right? It feels like the developments on the Democratic side are going to be really helpful to us. So yeah, maybe there's some upside on that. To the downside, we're still going through all the remediation of the material we need, and there's going to be incremental effort there from a consultant standpoint and also from an audit standpoint. So our old $2 million audit fee isn't coming back this year, so there's some incremental one-time remediation and audit costs. So I think we're somewhere in the 30s, depending on where our political comes out, I would say. Got it. But the cash taxes and CapEx, that's still roughly that much spark of $3 million in terms of effectively. Yeah. And the other lever that's in there—I say lever. The other thing that's in there is how much cash programming we spend versus what we're amortizing. At the moment, we have a $10 million cash usage in the numbers I just gave you. So if we can—if we end up saving some of that, then that would also boost free cash flow. Sorry if I might have missed this sooner, but have you disclosed if you've bought any bonds back post the quarter? I'm sorry, Marlene. I couldn't hear the question. It's a bit faint. Sorry. I was just curious and apologies if I missed this, but has there been any bonds repurchased post Q2? No. The last ones we did were the 35.5 in Q2. We haven't done any more since then. Got it. Thank you very much. That's all I have. We have a question next from Kevin Chapman with PVR. Please go ahead. Yes. Hi. Thank you. I would like for you to expand, if you can, on the political advertising. I know you're very optimistic about it. Are you seeing interest with both parties? And is this possibly at historic levels when you look at what you're seeing so far? The answer is yes, we're seeing interest from both parties. However, the ratio of what Dems spend against our audience to what Rs spend is very, very, very, very wide, right? So an increase in interest from the Rs is not a move the needle, right? But on a percentage-wise off a low base, I think it's a substantial increase. You know what I mean? But it still doesn't compare to what the Dems spend between the campaigns and the PACs and all that because the primary audience that we have is obviously critical to Democratic success. We also have got some significant exposure in some key markets. So we've got a big Atlanta position. Georgia has been our most robust political market over the last two cycles. We are in Charlotte and Raleigh, so North Carolina is in play. Pennsylvania is in play. We're in Philadelphia. And so we've got some decent exposure. And then we've got a big digital business, right? And I would say over half of the spend that's going to come from the Dems this year is going to be in digital. So in comparison to others' other cycle, Peter, what was the big year that we had? Yeah. We've had two, right? So the high watermark was in 2020, we did in radio alone, we did $18.8 million in 2020. So that was the biggest. And then in 2022, we did about $13 million in radio. So they were our two biggest. Yeah. And Peter, if you want to elaborate well, I. Yeah. I mean, look, I think you covered it, but yeah, it's not just the presidential race was the only point I was going to make. There were some races in the markets you mentioned, the North Carolina Governor race, the Maryland Senate, and the Ohio Senate, and then some other issues, redistricting issues. So it's not all going to be presidential money. There are other things that we're participating in as well. Yeah. But obviously, that change on the Democratic side is going to help us in some of those markets that probably may not have been in play that now are, like Georgia and Pennsylvania, where we're well positioned. Just one follow-up. Will you update as these bids come in? I'm sorry. Will we update as what comes in? As you get advertising buys. I mean, look, we'll give an update when we do our next earnings call, just as we have here, and it'll flow into whatever our guidance is. So our next, we'll give the market a view of we always give a view on where we're pacing. And the last couple of years, we've given guidance, and we feel we'll have an obligation to continue to update that guidance as we report. Okay. Thank you. Yep. For additional questions, press one then zero. We're going now to Ben Briggs from StoneX. Go ahead. Hi. This is James Barton on for Ben Briggs. Thank you guys for taking the questions. I was wondering, can you provide any clarity on what the revenue and EBITDA impact of TV1 and CLEO TV joining the Xfinity lineup will be? Actually, it's not the Xfinity lineup. It's NOW TV, which is their over-the-top skinny bundle. It's a $20 a month service, and it will be positive, although we just launched, I think, Jody. We just launched in August, right? Beginning of August? In July. We launched in July. It's a growing service, so it's a small number of subs now that we think will ultimately grow larger. It's a positive impact, but it's not a hugely positive impact to our numbers. Awesome. Thank you. Yes. Sure. For additional questions, please press one then zero. We have no more questions in queue. All right. Thank you, everyone. We look forward to talking with you next quarter. As usual, we're available offline. Thank you very much. Ladies and gentlemen, once again, a replay for this conference call will be available through midnight on August 15th. To access the replay from the U.S., dial 400.