UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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Item 8.01.Other Events.
On March 1, 2023, Saga Communications, Inc. (the “Company”) issued a press release announcing that the Company’s Board of Directors has declared a quarterly cash dividend of $0.25 per share on its Class A Common Stock to be paid on April 7, 2023, to shareholders of record on March 20, 2023, as set forth in the press release included as Exhibit 99.1 hereto.
Item 9.01.Financial Statements and Exhibits.
(d) | Exhibits. |
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INDEX OF EXHIBITS
Exhibit No. | Description |
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SIGNATURES
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 hereunto duly authorized.
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Dated: March 1, 2023 | By: | /s/ Samuel D. Bush |
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| Samuel D. Bush |
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| Senior Vice President and Chief |
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| Financial Officer |
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Exhibit 99.1
Saga Communications, Inc.
Declares a Quarterly Cash Dividend of $0.25 per Share
Contact:
Samuel D. Bush
(313) 886-7070
Grosse Pointe Farms, MI – March 1, 2023 – Saga Communications, Inc. (Nasdaq - SGA) (the “Company”, “Saga” or “our”) today announced that its Board of Directors declared a quarterly cash dividend of $0.25 per share. The dividend will be paid on April 7, 2023, to shareholders of record on March 20, 2023. The aggregate amount of the payment to be made in connection with the quarterly dividend will be approximately $1.5 million. The quarterly dividend will be funded by cash on the Company’s balance sheet. Including this dividend, the Company will have paid over $108.3 million in dividends to shareholders since the first special dividend was paid in 2012.
The Company currently intends to declare regular quarterly cash dividends, special dividends, variable dividends, and stock buybacks in the future. The declaration and payment of any future dividend, whether fixed, special, or based on the variable policy, will remain at the full discretion of the Company’s Board of Directors and will depend on the Company’s financial results, cash requirements, future expectations, and other factors that the Company’s Board of Directors finds relevant at the time of any declaration.
As previously reported our Board adopted a variable dividend policy for the allocation of cash flows aligned with the goals of maintaining a strong balance sheet, increasing cash returns to shareholders, and continuing to grow the Company through strategic acquisitions. Under the new policy in addition to any quarterly and special dividends paid, the Company may declare an additional dividend in the Second Quarter of each year of 70% of the preceding year’s Free Cash Flow as reported in the Company’s fourth quarter earnings release, net of acquisitions, special, quarterly and variable dividends, debt paydowns and debt issuance costs and stock buybacks. It is not currently anticipated that a variable dividend will be paid along with the regular quarterly cash dividend in the Second Quarter of 2023 given that our Board declared $4.86 per share in quarterly and special dividends in 2022. The aggregate amount of quarterly and special dividends declared in 2022 was approximately $29.6 million.
Saga is a broadcasting company whose business is devoted to acquiring, developing, and operating broadcast properties. Saga owns or operates broadcast properties in 27 markets, including 79 FM, 34 AM radio stations and 80 metro signals. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacom.com.
This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as “will,” “may,” “believes,” “expects,” “anticipates,” “guidance” and similar expressions are intended to identify forward-looking statements. Key risks, including risks associated with Saga’s ability to effectively integrate the stations it acquires and the impact of federal regulation on Saga’s business, are described in the reports Saga periodically files with the U.S. Securities and Exchange Commission, including Item 1A of our Annual Report on Form 10-K. Readers should note that these statements may be impacted by several factors, including national and local economic changes, changes in the radio broadcast industry in general, as well as Saga’s actual performance. Results may vary from those stated herein and Saga undertakes no obligation to update the information contained here.