Salem Media Group to sell Salem Church Products to Gloo for $30M; expects close Nov 1

SALEM MEDIA GROUP, INC. /DE/

Sale price includes $22.5M cash and $7.5M secured promissory note; total $30M.
Gloo Holdings to issue Salem 833,333 Series A Preferred Units with a put option for min $10M after Jan 2027.
Salem grants $10M advertising credit to Gloo (spot/digital ads) to use by Dec 2028.
Salem agrees to 5-year non-compete in church resources ecommerce retail business.
Transition services agreement to support Gloo through migration post-closing.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

SALEM MEDIA GROUP, INC. /DE/ entered into Asset Purchase Agreement with Gloo Acquisition Corp I, LLC valued at $30,000,000 (effective 2023-09-29).

Action: entry
Agreement: asset purchase
Counterparty: Gloo Acquisition Corp I, LLC
Value: $30,000,000
Effective: 2023-09-29

Exact text from the filing

On September 29, 2023, Salem Web Network, LLC (“SWN”), a subsidiary of Salem Media Group, Inc. (the “Company” or “Salem”) entered into an Asset Purchase Agreement (“APA”) to sell its Salem Church Products business to Gloo Acquisition Corp I, LLC (“Gloo”) for $30,000,000 (the “Transaction”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SALEM MEDIA GROUP, INC. /DE/ entered into Series A Preferred Membership Unit Purchase Agreement with Gloo Holdings, LLC (effective 2023-09-29).

Action: entry
Counterparty: Gloo Holdings, LLC
Effective: 2023-09-29

Exact text from the filing

Salem and Gloo Holdings, LLC (“Gloo Holdings”) will enter into a “Series A Preferred Membership Unit Purchase Agreement” (“Membership Interest Purchase Agreement”) pursuant to which Gloo Holdings will issue 833,333 Series A Preferred Membership Units (the “Units”) to Salem.

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SALEM MEDIA GROUP, INC. /DE/ filing history →

Source: SEC EDGAR

accession 0001193125-23-250383

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