Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 Commission File No. 0-25969 URBAN ONE, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Delaware 52-1166660 1010 Wayne Avenue, 14th Floor Silver Spring, Maryland 20910 (Address of p ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period from to Commission File No. 0-25969 URBAN ONE, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of (I.R ...

Core Insights - Urban One, the largest Black-owned media company in the U.S., won a total of twenty-one Telly Awards in 2024, recognizing excellence in video and television across various platforms [1][2]. Awards and Achievements - Urban One's divisions, including One Solution and TV One, contributed to the awards, with TV One receiving fourteen Telly Awards, including five Silver and nine Bronze [4]. - Notable wins included double awards for "Roomie Rules with HBCU Alumnae Tiffany Battle" in two categories [3]. Campaign Highlights - One Solution secured seven awards in the Campaign Business to Consumer category for various campaigns, including "A Strong Foundation" with Target and "Black Travel Guide" with Visit Orlando, both winning Silver [7]. - The "Listen to Black Women" campaign with Stelara won a Bronze Telly Award, focusing on educating the Black community about Crohn's disease and ulcerative colitis [21]. Content and Collaboration - The "Black Travel Guide" episode provided resources for travelers of color, highlighting Black-owned businesses and cultural experiences in Orlando [16]. - The "American Sounds: Robert Glasper" episode celebrated Hip-Hop's 50th anniversary, showcasing the genre's impact and featuring discussions with notable artists [19]. Event Highlights - The 2024 "Urban One Honors: Best In Black" event marked TV One's 20th Anniversary, hosted by LeToya Luckett, featuring exclusive interviews and performances [25][29].

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Urban One, Inc. (NASDAQ:UONE) Q3 2023 Earnings Conference Call January 11, 2024 10:00 AM ET Company Participants Alfred Liggins - Chief Executive Officer Peter Thompson - Chief Financial Officer Karen Wishart - Chief Administrative Officer Kris Simpson - General Counsel Jody Drewer - Chief Financial Officer TV One Conference Call Participants Hal Steiner - BNP Paribas Operator Ladies and gentlemen, thank you for standing by. During this conference call, Urban One will be sharing with you certain projections ...

Table of Contents SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 Silver Spring, Maryland 20910 (Address of principal executive offices) (301) 429-3200 Registrant's telephone number, including area code Commission File No. 0-25969 URBAN ONE, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of (I.R.S. Employer inc ...

Financial Data and Key Metrics Changes - Consolidated net revenue for the first half of 2023 increased by 3.8% year-over-year, with the Indianapolis radio acquisition contributing approximately $7.6 million and the Reach cruise event generating $10.1 million [12][19] - Net income was approximately $67.4 million or $1.42 per share, compared to $32.8 million or $0.64 per share for the same period last year [19] - Adjusted EBITDA was $8.1 million for the first half, down from $8.6 million last year [30] Business Line Data and Key Metrics Changes - Net revenue for the cable television segment was $102.1 million for the first half of the year, a decrease of 6.8% [6] - Net revenue for the radio segment increased by 8.3% year-over-year, with a decrease of 1.3% on a same-station basis [12] - Net revenue for Reach Media was $31 million for the first half, including $10.1 million from the cruise event, compared to $21.1 million last year [13] Market Data and Key Metrics Changes - Local ad sales were down 4.6% against a market that was down 2.7%, while national ad sales were down 2.4% against a market that was down 7.7% [29] - Cable subscribers for TV One decreased to 45.1 million at the end of Q2 2023 from 46.5 million at the end of 2022 [32] Company Strategy and Development Direction - The company is focused on debt paydown as a top consideration following the failed Richmond referendum for casino investment [2] - Management is exploring opportunities for cash deployment, including potential acquisitions that align with their core business [21][39] - The company aims to maintain a defensive posture by continuing to deleverage while seeking opportunities that can yield a 20% return [24] Management's Comments on Operating Environment and Future Outlook - Management noted that the radio business showed softness in the second half of the year, while the cable television business struggled but stabilized going into the latter half [27] - The company anticipates a softer Q4 due to a lack of political advertising, projecting around $10 million in political revenue for the radio business [65] - Management expressed confidence in the potential for future growth in the digital segment, which has been performing better than expected [27] Other Important Information - The company repurchased $25 million of its 2028 notes, resulting in a net gain on retirement of debt of approximately $2.4 million [7] - As of June 30, 2023, gross debt was $725 million, with unrestricted cash of $230.7 million, resulting in a net debt of approximately $494.3 million [53] Q&A Session Summary Question: How does the company view the IRR on open market debt purchases versus other cash uses? - Management indicated that while a 12% IRR is attractive, finding opportunities for 20% returns is challenging in the current environment [21] Question: What is the company's commitment to the media business versus diversifying ventures? - The company prefers to invest in tangential businesses that leverage existing assets and expertise, maintaining a focus on media [39] Question: What are the expectations for political advertising revenue in 2024? - Management expects political advertising revenue to be around $10 million, down from $18 million in 2022 due to fewer significant races [65] Question: What is the company's leverage target? - Management aims to reduce leverage to the low-3s, currently projecting a year-end leverage of around 3.8 [68] Question: Is the casino investment idea completely off the table? - Management remains open to future opportunities in gaming, particularly with potential iGaming developments in Maryland [73]

[PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section provides Urban One, Inc.'s unaudited consolidated financial statements for the three and six months ended June 30, 2023, and 2022, along with management's discussion and analysis, market risk disclosures, and controls and procedures [Item 1. Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) This section presents Urban One, Inc.'s unaudited consolidated financial statements, including statements of operations, comprehensive income, balance sheets, changes in stockholders' equity, and cash flows, with detailed notes on accounting policies and significant transactions [Consolidated Statements of Operations](index=6&type=section&id=Consolidated%20Statements%20of%20Operations) For Q2 2023, net revenue increased to $129.7 million, but operating income declined to $9.7 million due to a $22.1 million impairment charge, while net income attributable to common stockholders surged to $70.4 million, or **$1.39 per diluted share**, driven by a **$96.8 million gain** from the MGM investment sale Consolidated Statements of Operations Highlights (Q2 & H1 2023 vs 2022) | Financial Metric | Q2 2023 (in thousands) | Q2 2022 (in thousands) | H1 2023 (in thousands) | H1 2022 (in thousands) | | :--- | :--- | :--- | :--- | :--- | | **Net Revenue** | $129,652 | $118,657 | $239,521 | $230,788 | | **Operating Income** | $9,655 | $25,375 | $17,776 | $61,836 | | **Other Income, Net** | $96,773 | $9,725 | $96,460 | $11,711 | | **Net Income** | $71,157 | $16,944 | $68,747 | $34,058 | | **Net Income Attributable to Common Stockholders** | $70,366 | $16,294 | $67,444 | $32,782 | | **Diluted EPS** | $1.39 | $0.30 | $1.34 | $0.60 | - A significant impairment charge of **$22.1 million** was recorded in Q2 2023, compared to **$14.9 million** in Q2 2022, negatively impacting operating income[18](index=18&type=chunk) - Other income surged in Q2 2023 to **$96.8 million**, primarily due to the realized gain on the sale of the MGM investment, which significantly boosted net income[18](index=18&type=chunk)[86](index=86&type=chunk) [Consolidated Balance Sheets](index=8&type=section&id=Consolidated%20Balance%20Sheets) As of June 30, 2023, total assets decreased to **$1.28 billion** from **$1.34 billion** at year-end 2022, mainly due to the sale of debt securities and impairment of radio licenses, while cash and cash equivalents significantly increased to **$230.7 million** from **$75.4 million** Key Balance Sheet Items (As of June 30, 2023 vs. Dec 31, 2022) | Account | June 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | | :--- | :--- | :--- | | **Cash and cash equivalents** | $230,731 | $75,404 | | **Total current assets** | $417,709 | $295,406 | | **Radio Broadcasting Licenses** | $442,288 | $488,419 | | **Debt Securities** | $0 | $136,826 | | **Total Assets** | $1,279,847 | $1,344,646 | | **Long-Term Debt, net** | $715,204 | $739,000 | | **Total Liabilities** | $924,028 | $981,973 | | **Total Stockholders' Equity** | $331,531 | $330,750 | [Consolidated Statements of Cash Flows](index=11&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2023, operating activities provided **$41.8 million** in cash, while investing activities generated **$113.3 million**, primarily from the **$136.8 million** sale of the MGM investment, leading to a **$129.3 million** increase in the company's cash position Consolidated Cash Flow Summary (Six Months Ended June 30) | Cash Flow Category | 2023 (in thousands) | 2022 (in thousands) | | :--- | :--- | :--- | | **Net cash from operating activities** | $41,775 | $43,226 | | **Net cash from investing activities** | $113,271 | $(3,871) | | **Net cash from financing activities** | $(25,717) | $(48,570) | | **Increase (Decrease) in Cash** | $129,329 | $(9,215) | | **Cash at end of period** | $231,208 | $149,503 | - The primary driver of the significant increase in cash was the **$136.8 million** received from the sale of available-for-sale debt securities (the MGM investment)[29](index=29&type=chunk) [Notes to Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) These notes detail the company's four operating segments, the **$136.8 million** sale of its MGM investment resulting in a **$96.8 million** pre-tax gain, **$38.9 million** in radio license impairment charges, and subsequent events including waivers for delayed SEC filings and Nasdaq delisting risk - The company operates in four reportable segments: radio broadcasting, Reach Media, digital, and cable television, targeting African-American and urban consumers[30](index=30&type=chunk)[32](index=32&type=chunk) - In April 2023, the company sold its investment in MGM National Harbor for approximately **$136.8 million**, recognizing a pre-tax gain of **$96.8 million**[86](index=86&type=chunk) - The company recorded impairment charges of **$38.9 million** on its radio broadcasting licenses during the first six months of 2023, primarily due to declines in projected market revenues[114](index=114&type=chunk)[115](index=115&type=chunk)[117](index=117&type=chunk) - Subsequent to the quarter-end, the company received multiple waivers for its ABL facility due to delayed financial reporting and faces a delisting determination from Nasdaq, with a hearing scheduled for November 30, 2023[169](index=169&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=53&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses a **9.3% increase** in Q2 2023 net revenue to **$129.7 million**, offset by a **62.0% decline** in operating income to **$9.7 million** due to higher expenses and a **$22.1 million** impairment charge, while liquidity significantly improved with cash balances reaching **$231.2 million** from the MGM investment sale [Results of Operations](index=56&type=section&id=Results%20of%20Operations) For Q2 2023, net revenue increased **9.3%** to **$129.7 million**, primarily from the Reach Media segment's Fantastic Voyage cruise, but operating income declined **62.0%** to **$9.7 million** due to a **28.6% rise** in operating expenses and a **$22.1 million** impairment charge on radio licenses Net Revenue by Source (Q2 2023 vs Q2 2022) | Revenue Source | Q2 2023 (in thousands) | Q2 2022 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Radio advertising | $45,135 | $44,067 | 2.4% | | Digital advertising | $18,861 | $17,881 | 5.5% | | Cable television advertising | $30,247 | $29,120 | 3.9% | | Cable television affiliate fees | $22,184 | $24,165 | (8.2)% | | Event revenues & other | $12,815 | $1,738 | 637.3% | | **Total Net Revenue** | **$129,652** | **$118,657** | **9.3%** | - The Reach Media segment's revenue increased by approximately **$9.0 million** in Q2 2023, primarily driven by the Fantastic Voyage cruise, which did not occur in Q2 2022[196](index=196&type=chunk) - Operating income for Q2 2023 decreased by **$15.7 million (62.0%)** compared to Q2 2022, mainly due to a **$14.6 million** increase in SG&A expenses and a **$7.2 million** increase in impairment charges[195](index=195&type=chunk) [Non-GAAP Financial Measures](index=61&type=section&id=Non-GAAP%20Financial%20Measures) For Q2 2023, Broadcast and digital operating income decreased **14.1%** to **$47.3 million**, and Adjusted EBITDA declined to **$37.5 million**, reflecting lower performance across digital, Reach Media, cable, and radio segments due to reduced revenues and higher operating costs Non-GAAP Performance Summary (Q2 & H1 2023 vs 2022) | Metric (in thousands) | Q2 2023 | Q2 2022 | H1 2023 | H1 2022 | | :--- | :--- | :--- | :--- | :--- | | **Broadcast and digital operating income** | $47,328 | $55,113 | $86,628 | $103,516 | | **Adjusted EBITDA** | $37,504 | $47,507 | $67,790 | $89,512 | - The decrease in Broadcast and digital operating income for Q2 2023 was primarily due to lower income from the digital, Reach Media, cable television, and radio segments, reflecting higher operating expenses[218](index=218&type=chunk) [Liquidity and Capital Resources](index=73&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) The company's liquidity significantly improved, with cash and cash equivalents increasing to approximately **$231.2 million** as of June 30, 2023, primarily driven by **$136.8 million** in proceeds from the MGM investment sale, and **$25.0 million** of its 2028 Senior Secured Notes were repurchased - Cash and cash equivalents stood at approximately **$231.2 million** as of June 30, 2023, with no outstanding borrowings on the **$50.0 million** ABL facility[244](index=244&type=chunk) - The company received approximately **$136.8 million** in cash proceeds from the sale of its MGM investment interest on April 21, 2023[248](index=248&type=chunk) - During the first half of 2023, the company repurchased **$25.0 million** of its 2028 Notes, resulting in a net gain on debt retirement of approximately **$2.4 million**[251](index=251&type=chunk) [Critical Accounting Estimates](index=76&type=section&id=CRITICAL%20ACCOUNTING%20ESTIMATES) Critical accounting estimates focus on indefinite-lived intangible assets, leading to a **$22.1 million** impairment loss on radio broadcasting licenses in Q2 2023 due to declining projected revenues, with **$147.4 million** in radio licenses in three additional markets at risk of future impairment - A quantitative impairment test in Q2 2023 resulted in a **$22.1 million** impairment loss for radio broadcasting licenses in five markets, driven by a decline in projected gross market revenues[266](index=266&type=chunk) - As of June 30, 2023, three markets with radio broadcasting licenses valued at approximately **$147.4 million** are considered at risk of future impairment, as their fair value exceeded carrying value by less than **10%**[267](index=267&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=81&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Disclosure about market risk is not required as the company qualifies as a smaller reporting company - Disclosure about market risk is not required as the company qualifies as a smaller reporting company[286](index=286&type=chunk) [Item 4. Controls and Procedures](index=81&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of March 31, 2023, due to existing material weaknesses in internal control over financial reporting, including a newly identified weakness in the financial statement close process, for which a remediation plan is underway - The CEO and CFO concluded that disclosure controls and procedures were not effective as of March 31, 2023, due to existing material weaknesses in internal control over financial reporting[288](index=288&type=chunk) - Previously reported material weaknesses exist in the Control Environment, Risk Assessment, Monitoring, and various Control Activities, including IT general controls, segregation of duties, and review controls over key financial areas[289](index=289&type=chunk)[290](index=290&type=chunk)[295](index=295&type=chunk) - A new material weakness was identified related to the financial statement close process, including inadequate evaluation of significant transactions and insufficient precision in review of reporting and disclosures[292](index=292&type=chunk) - A remediation plan is underway, involving hiring a Corporate Controller and Chief Accounting Officer, engaging external experts, redesigning controls, and enhancing IT general controls[294](index=294&type=chunk)[296](index=296&type=chunk) [PART II. OTHER INFORMATION](index=85&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section covers legal proceedings, risk factors, and exhibits, highlighting the company's ongoing legal matters, the significant risk of Nasdaq delisting due to delayed SEC filings, and the required certifications [Item 1. Legal Proceedings](index=85&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in routine legal proceedings incidental to its business, with management not expecting the outcomes to have a material adverse effect on its financial condition or results of operations - The company states that ongoing legal proceedings are routine and not expected to have a material adverse impact[301](index=301&type=chunk) [Item 1A. Risk Factors](index=85&type=section&id=Item%201A.%20Risk%20Factors) The primary risk factor is the continued delay in filing periodic reports with the SEC, which has led to a Nasdaq delisting determination, and while a hearing is scheduled, there is no assurance the company will remain listed, potentially impacting stock liquidity and capital raising ability - The company received a Staff Delisting Determination from Nasdaq on September 28, 2023, due to its failure to timely file required periodic reports with the SEC[304](index=304&type=chunk) - A hearing before a Nasdaq Hearings Panel was scheduled for November 30, 2023, which has stayed any delisting action pending the outcome, however, there is no guarantee the company's stock will remain listed[306](index=306&type=chunk) - Potential consequences of delisting include adverse effects on stock liquidity and price, reduced investor interest, and impaired ability to raise capital or issue equity compensation[307](index=307&type=chunk) [Item 6. Exhibits](index=87&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications as required by the Sarbanes-Oxley Act of 2002, and the financial data formatted in Inline XBRL - The exhibits filed include Sarbanes-Oxley Section 302 and 906 certifications from the CEO and CFO, and financial data in Inline XBRL format[312](index=312&type=chunk)

Financial Performance - Net revenue for the three months ended March 31, 2023, was approximately $109.9 million, a decrease of 2.0% from $112.1 million in the same period of 2022[204] - The company experienced a net loss of $2.9 million attributable to common stockholders in Q1 2023, compared to a net income of $16.5 million in Q1 2022, representing a decline of 117.7%[203] - Broadcast and digital operating income decreased to approximately $39.3 million for the three months ended March 31, 2023, down from approximately $48.4 million in 2022, a decrease of 18.8%[227] - Adjusted EBITDA decreased to approximately $30.3 million for the three months ended March 31, 2023, compared to approximately $42.0 million in 2022, a decrease of approximately 28.0%[229] Revenue Segments - The radio broadcasting segment generated $43.1 million in advertising revenue for Q1 2023, an increase of 10.2% compared to $39.1 million in Q1 2022[195] - The cable television segment reported a revenue decline to $49.7 million in Q1 2023 from $56.2 million in Q1 2022, a decrease of approximately 11.5%[206] - The Reach Media segment's revenue increased to approximately $10.9 million in Q1 2023, up from $10.0 million in Q1 2022, an increase of approximately 9.0%[205] - Digital segment revenue slightly decreased to $15.1 million in Q1 2023 from $15.5 million in Q1 2022, a decline of approximately 2.6%[207] Expenses - Programming and technical expenses increased by 18.7% to $33.9 million in Q1 2023, up from $28.5 million in Q1 2022[208] - Selling, general and administrative expenses rose to approximately $36.7 million in Q1 2023, an increase of 4.3% from $35.2 million in Q1 2022[211] - Corporate selling, general and administrative expenses decreased to approximately $8.5 million for the three months ended March 31, 2023, down from $9.4 million in the same period of 2022, representing a decrease of 9.4%[212] - Stock-based compensation expense increased to approximately $3.3 million for the three months ended March 31, 2023, compared to $0.1 million for the same period in 2022, marking an increase of approximately $3.2 million[213] - Depreciation and amortization expense rose to approximately $2.6 million for the three months ended March 31, 2023, up from approximately $2.4 million in 2022, an increase of 8.0%[215] Impairments and Gains - The company recognized a significant impairment of goodwill and intangible assets amounting to $16.8 million in Q1 2023[203] - Impairment of goodwill and intangible assets was approximately $16.8 million for the three months ended March 31, 2023, with no impairment recorded in the same period of 2022, indicating a 100% increase[216] - Gain on retirement of debt was approximately $2.4 million for the three months ended March 31, 2023, compared to $0.0 million in the same period of 2022, reflecting a 100% increase[218] Cash Flow and Investments - Cash, cash equivalents, and restricted cash totaled approximately $71.9 million as of March 31, 2023, with no borrowings outstanding on the Current ABL Facility[231] - Net cash flows provided by operating activities increased to $17.1 million in Q1 2023 from $15.5 million in Q1 2022, reflecting a growth of approximately 10.4%[246] - Net cash flows used in investing activities rose significantly to $21.5 million in Q1 2023 from $1.6 million in Q1 2022, primarily due to derecognition of $26.0 million of restricted cash[247] Debt and Obligations - The company repurchased approximately $25.0 million of its 2028 Notes at an average price of 89.1% of par during Q1 2023, resulting in a net gain on retirement of debt of approximately $2.4 million[238] - As of March 31, 2023, the company had approximately $725.0 million of its 2028 Notes outstanding[257] - The company has scheduled contractual obligations totaling $1,205.6 million, with $129.2 million due in the remainder of 2023[262] - The company’s total contractual obligations include $983.4 million related to 7.375% Subordinated Notes[262] Licensing and Agreements - The fair value of radio broadcasting licenses was approximately $163.4 million as of March 31, 2023, with a risk of impairment if financial performance continues to decline[251] - The company has a letter of credit reimbursement agreement with a capacity of up to $1.2 million, expiring on October 8, 2024[266] - The company’s radio broadcasting licenses expire at various times from October 2027 through August 1, 2030[256] - The company has arrangements with ASCAP, SESAC, and GMR for musical works rights, with a four-year license effective from April 1, 2022, to March 31, 2026[258] Other Financial Information - Other expense was approximately $0.3 million for the three months ended March 31, 2023, compared to other income of approximately $2.0 million in 2022, a decrease of 115.7%[219] - The company recorded a benefit from income taxes of approximately $1.2 million for the three months ended March 31, 2023, compared to a provision of approximately $5.5 million in 2022, a change of 121.2%[220] - The noncontrolling interest shareholders of Reach Media did not exercise their Put Right for the 30-day period ending January 31, 2023[261] - The company is not aware of any facts that would prevent the renewal of its current radio broadcasting licenses[256]

Urban One, Inc. (NASDAQ:UONE) Q4 2022 Earnings Conference Call July 7, 2023 10:00 AM ET Company Participants Alfred C. Liggins - CEO Peter D. Thompson - CFO Conference Call Participants Aaron Watts - Deutsche Bank Ben Briggs - StoneX Financial Incorporated Matt Swope - Baird Matthew Sandschafer - Mesirow Operator 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 ...