iHeartMedia Chairman and Chief Executive Officer Bob Pittman and President, Chief Operating Officer & Chief Financial Officer Rich Bressler to Participate in Deutsche Bank’s 29th Annual Media, Internet & Telecom Conference 2021

NEW YORK-- March 8, 2021-- iHeartMedia, Inc. (NASDAQ: IHRT) announced today that Bob Pittman, Chairman and Chief Executive Officer, and Rich Bressler, President, Chief Operating Officer & Chief Financial Officer, will participate in a question and answer session during Deutsche Bank’s “29th Annual Media, Internet & Telecom Conference 2021” on Wednesday, March 10, 2021 at 1:00 p.m. ET.

A live webcast of the session will be available to the general public through a link on the Investors homepage of iHeartMedia’s website (https://investors.iheartmedia.com/). A replay of the video webcast will be available in the Events & Presentation section of iHeartMedia’s Investors homepage.

IHM Press Release Date
IHM Press Category

iHeartMedia, Inc. Reports Results for 2020 Fourth Quarter and Full Year

NEW YORK--(BUSINESS WIRE)-- iHeartMedia, Inc. (Nasdaq: IHRT) today reported financial results for the quarter and year ended December 31, 2020.

Financial Highlights:

Q4 Results: Strong Sequential Improvement Continues

  • Q4 Revenue of $936 million down 9% YoY, improving from down 22% YoY in Q3 and 47% YoY in Q2, and a 26% increase from $744 million in Q3
  • Q4 Revenue benefited from strong digital growth of 53% YoY (Podcast Revenue increased 100% YoY) and significant political advertising
  • GAAP Operating income of $113 million compared to $165 million in the prior-year; a 190% increase from $39 million in Q3
  • Adjusted EBITDA of $265 million compared to $306 million in the prior year; a 64% increase from $162 million in Q3
  • Generated Cash Flows from operating activities of $80 million and Free Cash Flow of $53 million in Q4
  • Cash balance and total available liquidity1 of $721 million and $893 million, respectively, as of December 31, 2020

Full Year 2020

  • Revenue of $2,948 million, declined 20% YoY
    • Digital revenue increased 26% YoY, including a 91% increase in podcasting revenue
  • GAAP Operating loss of $1,738 million, driven primarily by non-cash impairment charges in Q1 and the impact of COVID-19
  • Adjusted EBITDA declined to $539 million, compared to $1,001 million in the prior year period
  • Generated Cash Flows from operating activities of $216 million and Free Cash Flow of $131 million

Key Actions and Strategic Developments:

Digital Audio Business to Report Separate Segment Financial Results Starting in Q1 2021

  • Moving to three reportable segments: iHeartMedia Multiplatform Group, iHeartMedia Digital Audio Group and Audio & Media Services
  • Q4 Digital Audio Group revenue of $172 million, up 53.0% YoY and 18.4% of Consolidated Revenue; and Adjusted EBITDA of $61 million (Adjusted EBITDA margin of 35%)

Pending Triton Digital Acquisition Completes Multi-Year Creation of the Only Total Audio Advertising Technology and Data Solution

  • iHeart now positioned to provide complete ad tech solution: hosting/infrastructure, monetization, and measurement
  • Substantial content and distribution synergies: now uniquely able to deliver enhanced monetization in podcasting, digital/streaming radio, and broadcast radio

Dramatically Expanded Trading Liquidity and Public Float for iHeart Class A Stock

  • FCC-Ruling milestone permits Special Warrants to convert to liquid Class A stock
  • Class A share count expanded to 111 million shares from 65 million, with the total market value of Class A shares now at $1.6 billion2

Continued Progress in Achieving Large Structural Cost Improvements to Provide Increased Operating Leverage as Advertising Activity Continues to Recover

__________

1

Total available liquidity defined as cash and cash equivalents plus available borrowings under our ABL Facility. We use total available liquidity to evaluate our capacity to access cash to meet obligations and fund operations.

2

Based on 111 million Class A Shares post-conversion and closing share price as of February 22, 2021

Statement from Senior Management

“We are pleased that the Company continues its steady recovery from the COVID-19 downturn -- and it’s particularly rewarding to see the impressive performance from our areas of strategic investment, like Podcasting, SmartAudio, Digital, and Ad Tech. In addition, with our new reportable segments, we will be able to provide additional insights into both our largest segment and our fastest-growing segment, and help highlight the key metrics and impressive performance of each,” said Bob Pittman, Chairman and CEO of iHeartMedia, Inc. “Our company’s continued transformation was further highlighted by our agreement to acquire Triton Digital, which gives iHeartMedia the only total audio advertising technology and data solution in the market, and which we expect will contribute to our continued growth in our digital and data-enhanced revenue.”

“Our swift response to the COVID pandemic and our diligent management of expenses throughout the year enabled us to successfully achieve approximately $250 million of savings in 2020. This cost management enhanced our operating leverage and helped us to achieve Adjusted EBITDA of $265 million in the fourth quarter, which was an improvement of 64% over the third quarter,” said Rich Bressler, President, Chief Operating Officer and Chief Financial Officer of iHeartMedia, Inc. “The continued sequential improvement of our Revenue, Adjusted EBITDA and Free Cash Flow over the past three quarters has us well positioned for continued recovery into 2021, and our commitment to make the majority of the $200 million of COVID-19 related savings permanent will further enhance the company’s operating leverage as revenue recovers.”

Consolidated Results of Operations

Fourth Quarter 2020 Results

Our financial results for Q4 remained negatively impacted by the COVID-19 pandemic; however, we continued to see significant sequential recovery from our low-point in April 2020. In Q4, revenue was down 8.8% YoY on a reported basis and down 17.0% excluding political revenue. Our Broadcast revenue declined by 19.1%, while Networks declined by 15.6% YoY, and SmartAudio declined by just 5.1%. Sponsorship and Events revenue decreased by $37.3 million or 51.8%, primarily as a result of the postponement or cancellation of events. Digital revenue grew 53.0%, led by continued growth in Podcasting, which increased by 99.8% YoY. Excluding Podcasting, Digital grew 42.3%. Audio & Media Services revenue increased 49.9% on a reported basis and decreased by 5.3% excluding the impact of political revenue.

Direct operating expenses decreased 7.8%, driven primarily by lower variable costs due to lower revenues, including music license fees, events-related expenses, and programming services, and lower employee compensation expenses resulting from cost reduction initiatives.

Selling, General & Administrative ("SG&A") expenses decreased 6.6%, driven by lower employee compensation expenses, sales commissions, travel and entertainment expenses, utilities and maintenance fees, and trade and barter expenses. These expense reductions were primarily a result of the cost savings initiatives we implemented in response to COVID-19. The decrease in SG&A was partially offset by higher bad debt expense.

Corporate expenses decreased 14.3% compared to the prior-year period, primarily as a result of lower employee compensation expenses, including variable incentive expenses and employee benefits, resulting from cost reduction initiatives.

GAAP Operating income of $112.8 million compared to $165.1 million in the fourth quarter of 2019 was driven by lower revenue.

Adjusted EBITDA decreased to $265.5 million compared to $306.1 million in the prior-year period, and increased 64% from $162.1 in Q3.

The Company generated operating cash flow of $79.8 million, compared to $205.4 million in the prior-year period and generated Free Cash Flow of $53.1 million, compared to $175.7 million in the prior-year period. These YoY changes were primarily driven by lower operating cash flow resulting from the negative macroeconomic impact of COVID-19.

Full Year 2020 Results

2020 revenue decreased 20.0%, or $735.3 million YoY, and decreased 23.9% excluding the impact of political revenue. Broadcast revenue declined by 28.1%, while Networks declined by 21.1% YoY, and SmartAudio declined by just 4.1%. Sponsorship and Events revenue decreased by $101.9 million, or 48.6%, primarily as a result of the postponement or cancellation of certain live events. Our Digital revenue grew 26.1%, led by continued growth in Podcasting, which increased by 90.6% YoY. Audio & Media Services revenue increased 16.1% on a reported basis and decreased by 10.3% excluding the impact of political revenue.

Direct operating expenses decreased 7.7% compared to the prior year, driven by lower variable costs due to lower revenue, including music license fees, events-related expenses, and programming services, and lower employee compensation expenses resulting from cost reduction initiatives.

SG&A expenses decreased 7.5% driven by lower employee compensation expenses, sales commissions, travel and entertainment and trade and barter expenses. The decrease in SG&A expenses was partially offset by higher bad debt expense.

Corporate expenses decreased 23.8% compared to the prior-year, primarily as a result of lower employee compensation, including variable incentive expenses and employee benefits, resulting from cost reduction initiatives.

Non-cash goodwill and intangible asset impairment charges of $1,727.9 million recognized in the first quarter of 2020 drove a GAAP Operating loss of $1,737.6 million for the year ended December 31, 2020, compared to GAAP Operating income of $506.7 million in the year ended December 31, 2019. We applied fresh start accounting upon our emergence from bankruptcy in May 2019, at a point when the macroeconomic environment was significantly different than it was in March of 2020. This required stating the Company’s assets and liabilities, including intangible assets and goodwill, at estimated fair values at the time of emergence. These non-cash charges reflected impairments to such goodwill and intangible asset book values and were based on estimates and assumptions regarding the future adverse effects of the COVID-19 pandemic. No impairment charge on goodwill or intangible assets was recognized in the second, third or fourth quarters of 2020. In addition, depreciation and amortization expense was higher as a result of fresh start accounting applied upon our emergence from bankruptcy in May 2019.

Adjusted EBITDA for the year ended December 31, 2020 decreased to $538.7 million compared to $1,000.7 million in the prior-year.

The Company generated operating cash flow of $215.9 million, compared to $461 million in the prior-year period and generated Free Cash Flow of $130.7 million, compared to $349.2 million in the prior-year period.

GAAP and Non-GAAP Measures

(In thousands)

Successor Company

 

 

 

Three Months Ended December 31,

 

%

 

2020

 

2019

 

Change

Revenue

$

935,530

 

 

$

1,026,072

 

 

(8.8)

%

Operating income

$

112,847

 

 

$

165,126

 

 

(31.7)

%

Adjusted EBITDA1

$

265,493

 

 

$

306,140

 

 

(13.3)

%

Net income

$

2,943

 

 

$

62,132

 

 

(95.3)

%

Cash provided by operating activities from continuing operations2

$

79,784

 

 

$

205,363

 

 

(61.1)

%

Free cash flow from continuing operations1,2

$

53,102

 

 

$

175,675

 

 

(69.8)

%

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined3

 

 

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

%

 

2020

 

2019

 

 

2019

 

2019

 

Change

Revenue

$

2,948,218

 

 

$

2,610,056

 

 

 

$

1,073,471

 

 

$

3,683,527

 

 

(20.0

)%

Operating income (loss)

$

(1,737,624

)

 

$

439,636

 

 

 

$

67,040

 

 

$

506,676

 

 

NM

Adjusted EBITDA1

$

538,673

 

 

$

775,549

 

 

 

$

225,149

 

 

$

1,000,698

 

 

(46.2

)%

Net income (loss)

$

(1,915,222

)

 

$

113,299

 

 

 

$

11,165,113

 

 

$

11,278,412

 

 

NM

Cash provided by (used for) operating activities from continuing operations2

$

215,945

 

 

$

468,905

 

 

 

$

(7,505

)

 

$

461,400

 

 

(53.2

)%

Free cash flow from (used for) continuing operations1,2

$

130,740

 

 

$

392,912

 

 

 

$

(43,702

)

 

$

349,210

 

 

(62.6

)%

__________
 

1

See the end of this press release for reconciliations of (i) Adjusted EBITDA to Operating income, (ii) Adjusted EBITDA to net income (loss), (iii) Free Cash Flow from continuing operations to cash provided by operating activities from continuing operations, (iv) revenue, excluding political advertising revenue, to revenue, (v) Digital revenue, excluding podcasting revenue, to Digital revenue and (vi) Net Debt to Total Debt. See also the definitions of Adjusted EBITDA, Free Cash Flow and Adjusted EBITDA margin under the Supplemental Disclosure section in this release.

 

2

 

We made cash interest payments from continuing operations of $86.2 million in the three months ended December 31, 2020, compared to $104.5 million in the three months ended December 31, 2019. We made cash interest payments from continuing operations of $357.2 million in the year ended December 31, 2020, compared to $187.6 million in the year ended December 31, 2019.

 

3

See Supplemental Disclosure Regarding Non-GAAP Financial Information.

Certain prior period amounts have been reclassified to conform to the 2020 presentation of financial information throughout the press release.

New Reportable Segments

Beginning in Q1 2021, we will report our financial statements based on three reportable segments: iHeartMedia Digital Audio Group, which includes all of our Digital assets including Podcasting; the iHeartMedia Multiplatform Group, which includes our Broadcast radio, Networks and Sponsorships and Events businesses; and our Audio & Media Services Group. These reporting segments reflect how senior management views the Company, align with certain leadership and organizational changes implemented in Q1 2021 and will provide improved visibility into the underlying performances, results, and margin profiles of our distinct businesses. The Digital Audio business today encompasses approximately 16% of the company’s consolidated revenue and approximately 24% of its earnings for the year ended December 31, 2020, and in Q4 2020 revenue grew by 53% year-over-year and Adjusted EBITDA by 74% year-over-year. The company expects that the Digital Audio segment will continue to grow at a higher rate than our other segments and will therefore become a larger part of our business. These segments will continue to report into Bob Pittman, Chairman and CEO, and Rich Bressler, President, COO and CFO

Additionally, beginning on January 1, 2021, Segment Adjusted EBITDA will be the segment profitability metric reported to the Company's Chief Operating Decision Maker for purposes of making decisions about allocation of resources to, and assessing performance of, each reportable segment. Segment Adjusted EBITDA is calculated as Revenue less Direct operating expenses and Selling, general and administrative expenses, excluding Restructuring expenses.

We have provided in this press release three years of certain annual financial results assuming the segment change was made as of January 1, 2018 for reference.

Key Initiatives to Improve Cost Structure and Margins

In January 2020, iHeartMedia announced key modernization initiatives designed to take advantage of the significant investments that the Company has made in new technologies to build an improved operating infrastructure to upgrade products and deliver incremental cost efficiencies. This modernization is a multi-pronged set of strategic initiatives that we believe positions the Company for sustainable long-term growth, margin expansion, and value creation for shareholders.

As targeted, our investments in modernization delivered approximately $50 million of in-year savings in 2020, and we remain on track to deliver annualized run-rate cost savings of approximately $100 million by mid-year 2021.

In April 2020, the Company announced approximately $200 million of incremental in-year operating-expense-saving initiatives in response to the weaker economic environment caused by the COVID-19 pandemic. These savings were achieved, driven primarily by the following action steps:

  • Reductions in compensation for senior management and other employees
  • Suspension of 401(k) matching program
  • Significant reduction in new employee hiring and travel and entertainment expenses
  • Major reductions of consultant fees and other discretionary expenses
  • Continued modernization of Company infrastructure

The total operating expense savings resulting from our modernization initiatives and the operating cost savings initiatives that were developed in response to the impact from the COVID-19 pandemic generated approximately $250 million of cost reductions in 2020. We continue to identify additional efficiencies, including opportunities to further to modernize our organization and to reduce our real estate footprint that will deliver lasting savings in 2021 and beyond.

Liquidity and Financial Position

As of December 31, 2020, we had $720.7 million of cash on our balance sheet. For the year ended December 31, 2020, cash provided by operating activities from continuing operations was $215.9 million, cash used for investing activities by continuing operations was $147.8 million and cash provided by financing activities from continuing operations was $241.2 million.

Capital expenditures related to continuing operations for the year ended December 31, 2020 were $85.2 million compared to $112.2 million in the year ended December 31, 2019. Capital expenditures during the year ended December 31, 2020 consisted primarily of investments in our programmatic platforms and IT software and infrastructure.

On July 16, 2020, iHeartCommunications entered into an amendment to its credit agreement governing the $2.5 billion aggregate principal amount of senior secured term loans to issue $450.0 million of incremental term loan commitments, resulting in net proceeds of $425.8 million, after original issue discount and debt issuance costs. A portion of the proceeds was used to repay the remaining balance outstanding on our ABL Facility of $235.0 million, with the remaining $190.6 million of the proceeds available for general corporate purposes.

As of December 31, 2020, the Company had $6,016.9 million of total debt and $5,296.3 million of net debt. The terms of our capital structure include no material maintenance covenants, and there are no material debt maturities prior to 2026, with the exception of the ABL, which matures in 2023, providing structural resilience in the current uncertain macro-environment.

The Company believes its previously announced modernization initiatives and other cost saving actions - in combination with the Company’s resilient capital structure - have substantially expanded the Company’s financial flexibility and liquidity while positioning the Company for further margin improvement as advertising demand continues to normalize.

Update on FCC Petition for Declaratory Ruling

On November 5, 2020, the Company received a Declaratory Ruling from the Federal Communications Commission (the “FCC”) granting the Company’s request to allow up to 100% of the Company’s common stock to be owned by non-U.S. persons, subject to certain conditions contained in the Declaratory Ruling. This ruling provided the critical prerequisite for the Company to proceed to simplify its share classes and enhance the liquidity of its Class A common stock by facilitating the conversion of the Company's Special Warrants into Class A Common Stock.

On January 8, 2021, the Company completed an exchange of Special Warrants, which resulted in the conversion of approximately 45 million Special Warrants into shares of iHeartMedia Class A Common Stock and approximately 22 million Special Warrants into shares of iHeartMedia Class B Common Stock. This exchange substantially expands the Company’s liquidity of our currently tradable Class A Common Stock to 111 million shares, an increase of 72% from its pre-exchange Class A Share count. The total market value of the Company’s Class A shares is $1.6 billion3, based on the closing share price as of February 22, 2021, which represents 76% of the company's fully diluted shares and excludes the value of approximately 29 million outstanding Class B shares and of the approximately 6 million outstanding Special Warrants, which both carry a 1:1 conversion provision to our Class A Common Stock.

__________
3

Based on 111 million Class A Shares post-conversion and closing share price as of February 22, 2021.

Revenue Streams

The tables below present the comparison of our historical revenue streams (including political revenue) for the periods presented:

(In thousands)

Successor Company

 

 

 

Three Months Ended December 31,

 

%

 

2020

 

2019

 

Change

Broadcast Radio1

$

494,725

 

 

$

611,794

 

 

(19.1)

%

Digital

172,168

 

 

112,495

 

 

53.0

%

Networks

135,061

 

 

160,072

 

 

(15.6)

%

Sponsorship and Events

34,599

 

 

71,856

 

 

(51.8)

%

Audio and Media Services1

100,232

 

 

66,882

 

 

49.9

%

Other

646

 

 

4,989

 

 

(87.1)

%

Eliminations

(1,901)

 

 

(2,016)

 

 

 

Revenue, total1

$

935,530

 

 

$

1,026,072

 

 

(8.8)

%

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined

 

 

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

%

 

2020

 

2019

 

 

2019

 

2019

 

Change

Broadcast Radio2

$

1,604,880

 

 

$

1,575,382

 

 

 

$

657,864

 

 

$

2,233,246

 

 

(28.1

)%

Digital

474,371

 

 

273,389

 

 

 

102,789

 

 

376,178

 

 

26.1

%

Networks

484,950

 

 

425,631

 

 

 

189,088

 

 

614,719

 

 

(21.1

)%

Sponsorship and Events

107,654

 

 

159,187

 

 

 

50,330

 

 

209,517

 

 

(48.6

)%

Audio and Media Services2

274,749

 

 

167,292

 

 

 

69,362

 

 

236,654

 

 

16.1

%

Other

9,370

 

 

14,211

 

 

 

6,606

 

 

20,817

 

 

(55.0

)%

Eliminations

(7,756

)

 

(5,036

)

 

 

(2,568

)

 

(7,604

)

 

 

Revenue, total2

$

2,948,218

 

 

$

2,610,056

 

 

 

$

1,073,471

 

 

$

3,683,527

 

 

(20.0

)%

 

1

Excluding the impact of the increase in political revenue, Revenue from Broadcast Radio, from Audio and Media Services and in Total decreased by 26.1%, 5.3% and 17.0%, respectively. See the end of this press release for a reconciliation of revenue, excluding political advertising revenue, to revenue.

 

2

Excluding the impact of the increase in political revenue, Revenue from Broadcast Radio, from Audio and Media Services and in Total decreased by 31.6%, 10.3% and 23.9%, respectively. See the end of this press release for a reconciliation of revenue, excluding political advertising revenue, to revenue.

Conference Call

iHeartMedia, Inc. will host a conference call to discuss results on February 25, 2021, at 4:30 p.m. Eastern Time. The conference call number is (833) 350-1328 (U.S. callers) and (236) 389-2425 (International callers) and the passcode for both is 5754819. A live audio webcast of the conference call will also be available on the Investors homepage of iHeartMedia's website investors.iheartmedia.com. After the live conference call, a replay will be available for a period of thirty days. The replay numbers are (800) 585-8367 (U.S. callers) and (416) 621-4642 (International callers) and the passcode for both is 5754819. An archive of the webcast will be available beginning 24 hours after the call for a period of thirty days.

About iHeartMedia, Inc.

iHeartMedia, Inc. (Nasdaq: IHRT) is the number one audio company in America based on consumer reach. The Company's leadership position in audio extends across multiple platforms, including through more than 850 live broadcast stations in over 160 markets nationwide; through its iHeartRadio service, which is available across more than 250 platforms and 2,000 devices including smart speakers, smartphones, TVs and gaming consoles; through its influencers; social; live events; podcasting; and other digital products and newsletters. The company uses its unparalleled national reach to target both nationally and locally on behalf of its advertising partners, and uses its proprietary SmartAudio suite of data targeting and analytics to provide unique advertising products across all its platforms. More information is available at investor.iheartmedia.com.

Certain statements herein constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors which may cause the actual results, performance or achievements of iHeartMedia, Inc. and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The words or phrases “guidance,” “believe,” “expect,” “anticipate,” “estimates,” “forecast” and similar words or expressions are intended to identify such forward-looking statements. In addition, any statements that refer to expectations or other characterizations of future events or circumstances, such as statements about the anticipated impact of COVID-19 pandemic on our business, financial position and results of operations, expectations regarding economic recovery and the recovery of advertising revenue, financial performance of our new segments, our acquisition of Triton, our expected costs, savings and timing of our modernization initiatives and other capital and operating expense reduction initiatives, our business plans, strategies and initiatives, our expectations about certain markets and our anticipated financial performance and liquidity, are forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other important factors, some of which are beyond our control and are difficult to predict. Various risks that could cause future results to differ from those expressed by the forward-looking statements included in this press release include, but are not limited to: risks related weak or uncertain global economic conditions; the impact of the COVID-19 pandemic; increased competition; dependence upon the performance of on-air talent, program hosts and management; fluctuations in operating costs; technological changes and innovations; shifts in population and other demographics; impact of our substantial indebtedness; impact of acquisitions, dispositions and other strategic transactions; legislative or regulatory requirements; impact of legislation, ongoing litigation or royalty audits on music licensing and royalties; regulations and concerns regarding privacy and data protection; risk associated with our emergence from the Chapter 11 Cases; risks related to our Class A common stock; and regulations impacting our business and the ownership of our securities. Other unknown or unpredictable factors also could have material adverse effects on the Company’s future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this press release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date hereof. Additional risks that could cause future results to differ from those expressed by any forward-looking statement are described in the Company’s reports filed with the U.S. Securities and Exchange Commission, including in the section entitled “Item 1A. Risk Factors” of iHeartMedia, Inc.’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. The Company does not undertake any obligation to publicly update or revise any forward-looking statements because of new information, future events or otherwise.

APPENDIX

TABLE 1 - Comparison of operating performance

(In thousands)

Successor Company

 

 

 

Three Months Ended December 31,

 

%

 

2020

 

2019

 

Change

Revenue

$

935,530

 

 

$

1,026,072

 

 

(8.8)

%

Operating expenses:

 

 

 

 

 

Direct operating expenses (excludes depreciation and amortization)

334,931

 

 

363,444

 

 

(7.8)

%

Selling, general and administrative expenses (excludes depreciation and amortization)

327,156

 

 

350,324

 

 

(6.6)

%

Corporate expenses (excludes depreciation and amortization)

43,547

 

 

50,840

 

 

(14.3)

%

Depreciation and amortization

103,435

 

 

94,972

 

 

8.9

%

Impairment charges

5,517

 

 

 

 

NM

Other operating expense, net

8,097

 

 

1,366

 

 

492.8

%

Operating income

$

112,847

 

 

$

165,126

 

 

(31.7)

%

Depreciation and amortization

103,435

 

 

94,972

 

 

 

Impairment charges

5,517

 

 

 

 

 

Other operating expense, net

8,097

 

 

1,366

 

 

 

Share-based compensation expense

8,134

 

 

6,260

 

 

 

Restructuring and reorganization expenses

27,463

 

 

38,416

 

 

 

Adjusted EBITDA1

$

265,493

 

 

$

306,140

 

 

(13.3)

%

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined2

 

 

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

%

 

2020

 

2019

 

 

2019

 

2019

 

Change

Revenue

$

2,948,218

 

 

$

2,610,056

 

 

 

$

1,073,471

 

 

$

3,683,527

 

 

(20.0)

%

Operating expenses:

 

 

 

 

 

 

 

 

 

 

Direct operating expenses (excludes depreciation and amortization)

1,163,148

 

 

878,956

 

 

 

381,184

 

 

1,260,140

 

 

(7.7)

%

Selling, general and administrative expenses (excludes depreciation and amortization)

1,225,097

 

 

897,670

 

 

 

427,230

 

 

1,324,900

 

 

(7.5)

%

Corporate expenses (excludes depreciation and amortization)

144,572

 

 

136,171

 

 

 

53,647

 

 

189,818

 

 

(23.8)

%

Depreciation and amortization

402,929

 

 

249,623

 

 

 

52,834

 

 

302,457

 

 

33.2

%

Impairment charges

1,738,752

 

 

 

 

 

91,382

 

 

91,382

 

 

NM

Other operating expense, net

11,344

 

 

8,000

 

 

 

154

 

 

8,154

 

 

39.1

%

Operating income (loss)

$

(1,737,624)

 

 

$

439,636

 

 

 

$

67,040

 

 

$

506,676

 

 

NM

Depreciation and amortization

402,929

 

 

249,623

 

 

 

52,834

 

 

302,457

 

 

 

Impairment charges

1,738,752

 

 

 

 

 

91,382

 

 

91,382

 

 

 

Other operating expense, net

11,344

 

 

8,000

 

 

 

154

 

 

8,154

 

 

 

Share-based compensation expense

22,862

 

 

26,411

 

 

 

498

 

 

26,909

 

 

 

Restructuring and reorganization expenses

100,410

 

 

51,879

 

 

 

13,241

 

 

65,120

 

 

 

Adjusted EBITDA1

$

538,673

 

 

$

775,549

 

 

 

$

225,149

 

 

$

1,000,698

 

 

(46.2)

%

Certain prior period amounts have been reclassified to conform to the 2020 presentation of financial information throughout the press release.

 

1

See the end of this press release for reconciliations of (i) Adjusted EBITDA to Operating income, (ii) Adjusted EBITDA to net income (loss), (iii) Free Cash Flow from continuing operations to cash provided by operating activities from continuing operations, (iv) revenue, excluding political advertising revenue, to revenue, (v) Digital revenue, excluding podcasting revenue, to Digital revenue and (vi) Net Debt to Total Debt. See also the definitions of Adjusted EBITDA, Free Cash Flow, Adjusted EBITDA margin and Net Debt under the Supplemental Disclosure section in this release.

 

2

See Supplemental Disclosure Regarding Non-GAAP Financial Information.

TABLE 2 - Statements of Operations

(In thousands)

Successor Company

 

Three Months Ended December 31,

 

2020

 

2019

Revenue

$

935,530

 

 

$

1,026,072

 

Operating expenses:

 

 

 

Direct operating expenses (excludes depreciation and amortization)

334,931

 

 

363,444

 

Selling, general and administrative expenses (excludes depreciation and amortization)

327,156

 

 

350,324

 

Corporate expenses (excludes depreciation and amortization)

43,547

 

 

50,840

 

Depreciation and amortization

103,435

 

 

94,972

 

Impairment charges

5,517

 

 

 

Other operating expense, net

8,097

 

 

1,366

 

Operating income

112,847

 

 

165,126

 

Interest expense, net

86,131

 

 

96,095

 

Loss on investments, net

(733

)

 

(22,663

)

Equity in earnings (loss) of nonconsolidated affiliates

274

 

 

(254

)

Other expense, net

2,544

 

 

3,348

 

Income from continuing operations before income taxes

28,801

 

 

49,462

 

Income tax benefit (expense)

(25,858

)

 

12,670

 

Net income

2,943

 

 

62,132

 

Less amount attributable to noncontrolling interest

(523

)

 

751

 

Net income attributable to the Company

$

3,466

 

 

$

61,381

 

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

2020

 

2019

 

 

2019

 

2019

Revenue

$

2,948,218

 

 

$

2,610,056

 

 

 

$

1,073,471

 

 

$

3,683,527

 

Operating expenses:

 

 

 

 

 

 

 

 

Direct operating expenses (excludes depreciation and amortization)

1,163,148

 

 

878,956

 

 

 

381,184

 

 

1,260,140

 

Selling, general and administrative expenses (excludes depreciation and amortization)

1,225,097

 

 

897,670

 

 

 

427,230

 

 

1,324,900

 

Corporate expenses (excludes depreciation and amortization)

144,572

 

 

136,171

 

 

 

53,647

 

 

189,818

 

Depreciation and amortization

402,929

 

 

249,623

 

 

 

52,834

 

 

302,457

 

Impairment charges

1,738,752

 

 

 

 

 

91,382

 

 

91,382

 

Other operating expense, net

11,344

 

 

8,000

 

 

 

154

 

 

8,154

 

Operating income (loss)

(1,737,624

)

 

439,636

 

 

 

67,040

 

 

506,676

 

Interest expense (income), net

343,745

 

 

266,773

 

 

 

(499

)

 

266,274

 

Loss on investments, net

(9,346

)

 

(20,928

)

 

 

(10,237

)

 

(31,165

)

Equity in loss of nonconsolidated affiliates

(379

)

 

(279

)

 

 

(66

)

 

(345

)

Other income (expense), net

(7,751

)

 

(18,266

)

 

 

23

 

 

(18,243

)

Reorganization items, net

 

 

 

 

 

9,461,826

 

 

9,461,826

 

Income (loss) from continuing operations before income taxes

(2,098,845

)

 

133,390

 

 

 

9,519,085

 

 

9,652,475

 

Income tax benefit (expense)

183,623

 

 

(20,091

)

 

 

(39,095

)

 

(59,186

)

Income (loss) from continuing operations

(1,915,222

)

 

113,299

 

 

 

9,479,990

 

 

9,593,289

 

Income from discontinued operations, net of tax

 

 

 

 

 

1,685,123

 

 

1,685,123

 

Net income (loss)

(1,915,222

)

 

113,299

 

 

 

11,165,113

 

 

11,278,412

 

Less amount attributable to noncontrolling interest

(523

)

 

751

 

 

 

(19,028

)

 

(18,277

)

Net income (loss) attributable to the Company

$

(1,914,699

)

 

$

112,548

 

 

 

$

11,184,141

 

 

$

11,296,689

 

TABLE 3 - Selected Balance Sheet Information

Selected balance sheet information for December 31, 2020 and December 31, 2019:

 

Successor Company

(In millions)

December 31, 2020

 

December 31, 2019

Cash

$

720.7

 

 

$

400.3

 

Total Current Assets

1,619.0

 

 

1,416.3

 

Net Property, Plant and Equipment

811.7

 

 

846.9

 

Total Assets

9,203.0

 

 

11,021.1

 

Current Liabilities (excluding current portion of long-term debt)

683.0

 

 

658.5

 

Long-term Debt (including current portion of long-term debt)

6,016.9

 

 

5,765.4

 

Stockholders' Equity

1,050.8

 

 

2,945.4

 

Supplemental Disclosure Regarding Non-GAAP Financial Information

The following tables set forth the Company’s Adjusted EBITDA, Adjusted EBITDA margin, and Free Cash Flow (as defined below) for the three months and years ended December 31, 2020 and 2019, and Net debt as of December 31, 2020. Adjusted EBITDA is defined as consolidated Operating income (loss) adjusted to exclude restructuring and reorganization expenses included within Direct operating expenses, SG&A expenses and Corporate expenses, and share-based compensation expenses included within Corporate expenses, as well as the following line items presented in our Statements of Operations: Depreciation and amortization, Impairment charges and Other operating expense (income), net. Alternatively, Adjusted EBITDA is calculated as Net income (loss), adjusted to exclude (Income) loss from discontinued operations, net of tax, Income tax (benefit) expense, Interest expense (income), net, Depreciation and amortization, Reorganization items, net, (Gain) Loss on investments, net, Other (income) expense, net, Equity in loss of nonconsolidated affiliates, net, Impairment charges, Other operating expense (income), net, Share-based compensation expense, and restructuring and reorganization expenses. Restructuring expenses primarily include severance expenses incurred in connection with cost saving initiatives, as well as certain expenses, which, in the view of management, are outside the ordinary course of business or otherwise not representative of the Company's operations during a normal business cycle. Reorganization expenses primarily include the amortization of retention bonus amounts paid or payable to certain members of management directly as a result of the Reorganization.

Adjusted EBITDA margin is calculated as Adjusted EBITDA divided by Revenue.

The Company uses Adjusted EBITDA and Adjusted EBITDA margin, among other measures, to evaluate the Company’s operating performance. Adjusted EBITDA is among the primary measures used by management for the planning and forecasting of future periods, as well as for measuring performance for compensation of executives and other members of management. We believe this measure is an important indicator of the Company’s operational strength and performance of its business because it provides a link between operational performance and operating income. It is also a primary measure used by management in evaluating companies as potential acquisition targets.

The Company believes the presentation of these measures is relevant and useful for investors because it allows investors to view performance in a manner similar to the method used by the Company’s management. The Company believes it helps improve investors’ ability to understand the Company’s operating performance and makes it easier to compare the Company’s results with other companies that have different capital structures or tax rates. In addition, the Company believes this measure is also among the primary measures used externally by the Company’s investors, analysts and peers in its industry for purposes of valuation and comparing the operating performance of the Company to other companies in its industry.

Since Adjusted EBITDA is not a measure calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for, operating income as an indicator of operating performance and may not be comparable to similarly titled measures employed by other companies. Adjusted EBITDA is not necessarily a measure of the Company’s ability to fund its cash needs. As it excludes certain financial information compared with operating income, the most directly comparable GAAP financial measure, users of this financial information should consider the types of events and transactions which are excluded.

We define Free cash flow from (used for) continuing operations ("Free Cash Flow") as Cash provided by (used for) operating activities from continuing operations less capital expenditures, which is disclosed as Purchases of property, plant and equipment by continuing operations in the Company's Consolidated Statements of Cash Flows. We use Free Cash Flow, among other measures, to evaluate the Company’s liquidity and its ability to generate cash flow. We believe that Free Cash Flow is meaningful to investors because it provides them with a view of the Company's liquidity after deducting capital expenditures, which are considered to be a necessary component of ongoing operations. In addition, we believe that Free Cash Flow helps improve investors' ability to compare our liquidity with that of other companies. Since Free Cash Flow is not a measure calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for, Cash provided by operating activities and may not be comparable to similarly titled measures employed by other companies. Free Cash Flow is not necessarily a measure of our ability to fund our cash needs.

The Company presents revenue, excluding the effects of political revenue. Due to the cyclical nature of the electoral system and the seasonality of the related political revenue, management believes presenting revenue, excluding the effects of political revenue, provides additional information to investors about the Company’s revenue growth from period to period.

The Company presents digital revenue, excluding podcasting. Due to the high-growth nature of our podcast business, management believes presenting digital revenue, excluding podcasting, provides additional information to investors about the Company's other digital businesses.

We define Net debt as Total debt less Cash and cash equivalents. We define the Net debt to Adjusted EBITDA ratio as Net debt divided by Adjusted EBITDA. The Company uses the Net debt to Adjusted EBITDA ratio to evaluate the Company's leverage. We believe this measure is an important indicator of the Company's ability to service its long-term debt obligations.

We define total available liquidity as cash and cash equivalents plus available borrowings under our ABL Facility. We use total available liquidity to evaluate our capacity to access cash to meet obligations and fund operations.

Since these non-GAAP financial measures are not calculated in accordance with GAAP, they should not be considered in isolation of, or as a substitute for, the most directly comparable GAAP financial measures as an indicator of operating performance or liquidity.

As required by the SEC rules, the Company provides reconciliations below to the most directly comparable measures reported under GAAP, including (i) Adjusted EBITDA to Operating income, (ii) Adjusted EBITDA to net income (loss), (iii) Free Cash Flow from continuing operations to cash provided by operating activities from continuing operations, (iv) revenue, excluding political advertising revenue, to revenue, (v) Digital revenue, excluding podcasting revenue, to Digital revenue and (vi) Net Debt to Total Debt.

Our Earnings Call on February 25, 2021 may present guidance that includes forecasted Revenue and Adjusted EBITDA. The forecasted Adjusted EBITDA provided on such is presented on a non-GAAP basis, as defined under SEC rules. A full reconciliation of the forecasted Adjusted EBITDA on a non-GAAP basis to its most-directly comparable GAAP metric, Operating Income, cannot be provided without unreasonable efforts due to the inherent difficulty in forecasting and quantifying with reasonable accuracy significant the items required for the reconciliation.

Predecessor - Successor Presentation

Our financial results for the periods from January 1, 2019 through May 1, 2019 are referred to as those of the “Predecessor” period. Our financial results for the period from May 2, 2019 through December 31, 2019, the three months ended December 31, 2020 and the year ended December 31, 2020 are referred to as those of the “Successor” period. Our results of operations as reported in our Consolidated Financial Statements for these periods are prepared in accordance with GAAP. Although GAAP requires that we report on our results for the period from January 1, 2019 through May 1, 2019 and the period from May 2, 2019 through December 31, 2019 separately, management views the Company’s operating results for the three and twelve months ended December 31, 2019 by combining the results of the applicable Predecessor and Successor periods because such presentation provides the most meaningful comparison to our results in the three months and year ended December 31, 2019.

The Company cannot adequately benchmark the operating results of the period from May 2, 2019 through December 31, 2019 against any of the current periods reported in its Consolidated Financial Statements without combining it with the period from January 1, 2019 through May 1, 2019 and does not believe that reviewing the results of this period in isolation would be useful in identifying trends in or reaching conclusions regarding the Company’s overall operating performance. Management believes that the key performance metrics such as revenue, operating income and Adjusted EBITDA for the Successor period when combined with the Predecessor period provides more meaningful comparisons to other periods and are useful in identifying current business trends. Accordingly, in addition to presenting our results of operations as reported in our Consolidated Financial Statements in accordance with GAAP, the tables and discussion below also present the combined results for the three months and year ended December 31, 2019.

The combined results for the year ended December 31, 2019, which we refer to herein as the results for the "year ended December 31, 2019" represent the sum of the reported amounts for the Predecessor period from January 1, 2019 through May 1, 2019 and the Successor period from May 2, 2019 through December 31, 2019. These combined results are not considered to be prepared in accordance with GAAP and have not been prepared as pro forma results per applicable regulations. The combined operating results do not reflect the actual results we would have achieved absent our emergence from bankruptcy and may not be indicative of future results.

Reconciliation of Operating Income (Loss) to Adjusted EBITDA

(In thousands)

Successor Company

 

Three Months Ended
December 31,

 

Three Months Ended
September 30,

 

2020

 

2019

 

2020

Operating income

$

112,847

 

 

$

165,126

 

 

$

39,395

 

Depreciation and amortization

103,435

 

 

94,972

 

 

99,379

 

Impairment charges

5,517

 

 

 

 

 

Other operating expense, net

8,097

 

 

1,366

 

 

1,675

 

Share-based compensation expense

8,134

 

 

6,260

 

 

5,885

 

Restructuring and reorganization expenses

27,463

 

 

38,416

 

 

15,790

 

Adjusted EBITDA

$

265,493

 

 

$

306,140

 

 

$

162,124

 

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

2020

 

2019

 

 

2019

 

2019

Operating income (loss)

$

(1,737,624

)

 

$

439,636

 

 

 

$

67,040

 

 

$

506,676

 

Depreciation and amortization

402,929

 

 

249,623

 

 

 

52,834

 

 

302,457

 

Impairment charges

1,738,752

 

 

 

 

 

91,382

 

 

91,382

 

Other operating expense, net

11,344

 

 

8,000

 

 

 

154

 

 

8,154

 

Share-based compensation expense

22,862

 

 

26,411

 

 

 

498

 

 

26,909

 

Restructuring and reorganization expenses

100,410

 

 

51,879

 

 

 

13,241

 

 

65,120

 

Adjusted EBITDA

$

538,673

 

 

$

775,549

 

 

 

$

225,149

 

 

$

1,000,698

 

Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA

(In thousands)

Successor Company

 

Three Months Ended
December 31,

 

Three Months Ended
September 30,

 

2020

 

2019

 

2020

Net income (loss)

$

2,943

 

 

$

62,132

 

 

$

(32,112

)

Income tax expense

25,858

 

 

(12,670

)

 

(15,228

)

Interest expense, net

86,131

 

 

96,095

 

 

85,562

 

Depreciation and amortization

103,435

 

 

94,972

 

 

99,379

 

EBITDA

$

218,367

 

 

$

240,529

 

 

$

137,601

 

(Gain) loss on investments, net

733

 

 

22,663

 

 

(62

)

Other (income) expense, net

(2,544

)

 

(3,348

)

 

1,177

 

Equity in (earnings) loss of nonconsolidated affiliates

(274

)

 

254

 

 

58

 

Impairment charges

5,517

 

 

 

 

 

Other operating expense, net

8,097

 

 

1,366

 

 

1,675

 

Share-based compensation expense

8,134

 

 

6,260

 

 

5,885

 

Restructuring and reorganization expenses

27,463

 

 

38,416

 

 

15,790

 

Adjusted EBITDA

$

265,493

 

 

$

306,140

 

 

$

162,124

 

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

2020

 

2019

 

 

2019

 

2019

Net income (loss)

$

(1,915,222

)

 

$

113,299

 

 

 

$

11,165,113

 

 

$

11,278,412

 

Income from discontinued operations, net of tax

 

 

 

 

 

(1,685,123

)

 

(1,685,123

)

Income tax expense

(183,623

)

 

20,091

 

 

 

39,095

 

 

59,186

 

Interest expense (income), net

343,745

 

 

266,773

 

 

 

(499

)

 

266,274

 

Depreciation and amortization

402,929

 

 

249,623

 

 

 

52,834

 

 

302,457

 

EBITDA

$

(1,352,171

)

 

$

649,786

 

 

 

$

9,571,420

 

 

$

10,221,206

 

Reorganization items, net

 

 

 

 

 

(9,461,826

)

 

(9,461,826

)

Loss on investments, net

9,346

 

 

20,928

 

 

 

10,237

 

 

31,165

 

Other (income) expense, net

7,751

 

 

18,266

 

 

 

(23

)

 

18,243

 

Equity in loss of nonconsolidated affiliates

379

 

 

279

 

 

 

66

 

 

345

 

Impairment charges

1,738,752

 

 

 

 

 

91,382

 

 

91,382

 

Other operating expense, net

11,344

 

 

8,000

 

 

 

154

 

 

8,154

 

Share-based compensation expense

22,862

 

 

26,411

 

 

 

498

 

 

26,909

 

Restructuring and reorganization expenses

100,410

 

 

51,879

 

 

 

13,241

 

 

65,120

 

Adjusted EBITDA

$

538,673

 

 

$

775,549

 

 

 

$

225,149

 

 

$

1,000,698

 

Reconciliation of Cash Provided by Operating Activities from Continuing Operations to Free Cash Flow from (used for) Continuing Operations

(In thousands)

Successor Company

 

Three Months Ended
December 31,

 

Three Months Ended
September 30,

 

2020

 

2019

 

2020

Cash provided by operating activities from continuing operations

$

79,784

 

 

$

205,363

 

 

$

33,252

 

Purchases of property, plant and equipment by continuing operations

(26,682

)

 

(29,688

)

 

(18,977

)

Free cash flow from (used for) continuing operations

$

53,102

 

 

$

175,675

 

 

$

14,275

 

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

2020

 

2019

 

 

2019

 

2019

Cash provided by (used for) operating activities from continuing operations

$

215,945

 

 

$

468,905

 

 

 

$

(7,505

)

 

$

461,400

 

Purchases of property, plant and equipment by continuing operations

(85,205

)

 

(75,993

)

 

 

(36,197

)

 

(112,190

)

Free cash flow from (used for) continuing operations

$

130,740

 

 

$

392,912

 

 

 

$

(43,702

)

 

$

349,210

 

Reconciliation of Revenue, excluding Political Advertising Revenue, to Revenue

(In thousands)

Successor Company

 

 

 

Three Months Ended December 31,

 

%
Change

 

2020

 

2019

 

Consolidated revenue

$

935,530

 

 

$

1,026,072

 

 

(8.8

)%

Excluding: Political revenue

(95,097

)

 

(13,654

)

 

 

Consolidated revenue, excluding effects of political revenue

$

840,433

 

 

$

1,012,418

 

 

(17.0

)%

 

 

 

 

 

 

Audio revenue

$

837,199

 

 

$

961,206

 

 

(12.9

)%

Excluding: Political revenue

(54,261

)

 

(9,518

)

 

 

Audio revenue, excluding effects of political revenue

$

782,938

 

 

$

951,688

 

 

(17.7

)%

 

 

 

 

 

 

Audio & media services revenue

$

100,232

 

 

$

66,882

 

 

49.9

%

Excluding: Political revenue

(40,836

)

 

(4,136

)

 

 

Audio & media services revenue, excluding effects of political revenue

$

59,396

 

 

$

62,746

 

 

(5.3

)%

(In thousands)

Successor

Company

 

Successor

Company

 

 

Predecessor

Company

 

Non-GAAP

Combined

 

 

 

Year Ended

December 31,

 

Period from May

2, 2019 through

December 31,

 

 

Period from

January 1, 2019

through May 1,

 

Year Ended

December 31,

 

%
Change

 

2020

 

2019

 

 

2019

 

2019

 

Consolidated revenue

$

2,948,218

 

 

$

2,610,056

 

 

 

$

1,073,471

 

 

$

3,683,527

 

 

(20.0

)%

Excluding: Political revenue

(167,479

)

 

(24,001

)

 

 

(4,777

)

 

(28,778

)

 

 

Consolidated revenue, excluding effects of political revenue

$

2,780,739

 

 

$

2,586,055

 

 

 

$

1,068,694

 

 

$

3,654,749

 

 

(23.9

)%

 

 

 

 

 

 

 

 

 

 

 

Audio revenue

$

2,681,225

 

 

$

2,447,800

 

 

 

$

1,006,677

 

 

$

3,454,477

 

 

(22.4

)%

Excluding: Political revenue

(98,650

)

 

(17,787

)

 

 

(3,980

)

 

(21,767

)

 

 

Audio revenue, excluding effects of political revenue

$

2,582,575

 

 

$

2,430,013

 

 

 

$

1,002,697

 

 

$

3,432,710

 

 

(24.8

)%

 

 

 

 

 

 

 

 

 

 

 

Audio & media services revenue

$

274,749

 

 

$

167,292

 

 

 

$

69,362

 

 

$

236,654

 

 

16.1

%

Excluding: Political revenue

(68,829

)

 

(6,214

)

 

 

(797

)

 

(7,011

)

 

 

Audio & media services revenue, excluding effects of political revenue

$

205,920

 

 

$

161,078

 

 

 

$

68,565

 

 

$

229,643

 

 

(10.3

)%

Reconciliation of Digital Revenue, excluding Podcast Revenue, to Digital Revenue

(In thousands)

Successor Company

 

 

 

Three Months Ended December 31,

 

%
Change

 

2020

 

2019

 

Digital revenue

$

172,168

 

 

$

112,495

 

 

53.0

%

Excluding: Podcast revenue

(41,960

)

 

(21,002

)

 

 

Digital revenue, excluding effects of podcast revenue

$

130,208

 

 

$

91,493

 

 

42.3

%

Reconciliation of Total Debt to Net Debt

(In thousands)

Successor Company

 

December 31,

 

2020

Current portion of long-term debt

$

34,775

 

Long-term debt

5,982,155

 

Total debt

$

6,016,930

 

Less: Cash and cash equivalents

720,662

 

Net debt

$

5,296,268

 

 

 

Supplemental Segment Information

The below presents financial information4 assuming the segment changes described in the press release, which took effect in Q1 2021, were made as of January 1, 2018.

Successor Company

(In millions)

Multiplatform

Audio

 

Digital Audio

 

Audio &

Media Services

 

Corporate

and other

reconciling

items

 

Eliminations

 

Consolidated

Three Months Ended December 31, 2020

Revenue

$

665.0

 

 

$

172.2

 

 

$

100.2

 

 

$

 

 

$

(1.9

)

 

$

935.5

 

Operating expenses, excluding restructuring and share-based compensation expenses

458.9

 

 

111.5

 

 

52.3

 

 

49.3

 

 

(1.9

)

 

670.0

 

Adjusted EBITDA

$

206.2

 

 

$

60.7

 

 

$

47.9

 

 

$

(49.3

)

 

$

 

 

$

265.5

 

Adjusted EBITDA margin

31.0

%

 

35.2

%

 

47.8

%

 

 

 

 

 

28.4

%

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

(103.4

)

Impairment charges

 

 

 

 

 

 

 

 

 

 

(5.5

)

Other operating expense, net

 

 

 

 

 

 

 

 

 

 

(8.1

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

(8.1

)

Restructuring expenses

 

 

 

 

 

 

 

 

 

 

(27.5

)

Operating income

 

 

 

 

 

 

 

 

 

 

$

112.8

 

Operating margin

 

 

 

 

 

 

 

 

 

 

12.1

%

__________                        
4 Figures may not foot due to rounding                        

Successor Company

(In millions)

Multiplatform

Audio

 

Digital Audio

 

Audio &

Media Services

 

Corporate

and other

reconciling

items

 

Eliminations

 

Consolidated

Three Months Ended December 31, 2019

Revenue

$

848.7

 

 

$

112.5

 

 

$

66.9

 

 

$

 

 

$

(2.0

)

 

$

1,026.1

 

Operating expenses, excluding restructuring and share-based compensation expenses

541.6

 

 

77.9

 

 

48.2

 

 

54.3

 

 

(2.0

)

 

719.9

 

Adjusted EBITDA

$

307.1

 

 

$

34.6

 

 

$

18.7

 

 

$

(54.3

)

 

$

 

 

$

306.1

 

Adjusted EBITDA margin

36.2

%

 

30.7

%

 

28.0

%

 

 

 

 

 

29.8

%

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

(95.0

)

Impairment charges

 

 

 

 

 

 

 

 

 

 

 

Other operating expense, net

 

 

 

 

 

 

 

 

 

 

(1.4

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

(6.3

)

Restructuring and reorganization expenses

 

 

 

 

 

 

 

 

 

 

(38.4

)

Operating income

 

 

 

 

 

 

 

 

 

 

$

165.1

 

Operating margin

 

 

 

 

 

 

 

 

 

 

16.1

%

Successor Company

(In millions)

Multiplatform

Audio

 

Digital Audio

 

Audio &

Media Services

 

Corporate

and other

reconciling

items

 

Eliminations

 

Consolidated

Year Ended December 31, 2020

Revenue

$

2,206.9

 

 

$

474.4

 

 

$

274.7

 

 

$

 

 

$

(7.8

)

 

$

2,948.2

 

Operating expenses, excluding restructuring and share-based compensation expenses

1,723.7

 

 

343.4

 

 

180.1

 

 

170.2

 

 

(7.8

)

 

2,409.5

 

Adjusted EBITDA

$

483.2

 

 

$

131.0

 

 

$

94.7

 

 

$

(170.2

)

 

$

 

 

$

538.7

 

Adjusted EBITDA margin

21.9

%

 

27.6

%

 

34.5

%

 

 

 

 

 

18.3

%

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

(402.9

)

Impairment charges

 

 

 

 

 

 

 

 

 

 

(1,738.8

)

Other operating expense, net

 

 

 

 

 

 

 

 

 

 

(11.3

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

(22.9

)

Restructuring expenses

 

 

 

 

 

 

 

 

 

 

(100.4

)

Operating loss

 

 

 

 

 

 

 

 

 

 

$

(1,737.6

)

Operating margin

 

 

 

 

 

 

 

 

 

 

(58.9

)%

Successor Company

(In millions)

Multiplatform

Audio

 

Digital Audio

 

Audio &

Media Services

 

Corporate

and other

reconciling

items

 

Eliminations

 

Consolidated

Period from May 2, 2019 through December 31, 2019

Revenue

$

2,174.4

 

 

$

273.4

 

 

$

167.3

 

 

$

 

 

$

(5.0

)

 

$

2,610.1

 

Operating expenses, excluding restructuring and share-based compensation expenses

1,380.6

 

 

194.8

 

 

120.7

 

 

143.4

 

 

(5.0

)

 

1,834.5

 

Adjusted EBITDA

$

793.8

 

 

$

78.6

 

 

$

46.6

 

 

$

(143.4

)

 

$

 

 

$

775.5

 

Adjusted EBITDA margin

36.5

%

 

28.7

%

 

27.9

%

 

 

 

 

 

29.7

%

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

(249.6

)

Impairment charges

 

 

 

 

 

 

 

 

 

 

 

Other operating expense, net

 

 

 

 

 

 

 

 

 

 

(8.0

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

(26.4

)

Restructuring and reorganization expenses

 

 

 

 

 

 

 

 

 

 

(51.9

)

Operating income

 

 

 

 

 

 

 

 

 

 

$

439.6

 

Operating margin

 

 

 

 

 

 

 

 

 

 

16.8

%

Predecessor Company

(In millions)

Multiplatform

Audio

 

Digital Audio

 

Audio &

Media Services

 

Corporate

and other

reconciling

items

 

Eliminations

 

Consolidated

Period from January 1, 2019 through May 1, 2019

Revenue

$

903.9

 

 

$

102.8

 

 

$

69.4

 

 

$

 

 

$

(2.6

)

 

$

1,073.5

 

Operating expenses, excluding restructuring and share-based compensation expenses

635.1

 

 

88.8

 

 

55.3

 

 

71.8

 

 

(2.6

)

 

848.3

 

Adjusted EBITDA

$

268.8

 

 

$

14.0

 

 

$

14.1

 

 

$

(71.8

)

 

$

 

 

$

225.1

 

Adjusted EBITDA margin

29.7

%

 

13.6

%

 

20.3

%

 

 

 

 

 

21.0

%

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

(52.8

)

Impairment charges

 

 

 

 

 

 

 

 

 

 

(91.4

)

Other operating expense, net

 

 

 

 

 

 

 

 

 

 

(0.2

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

(0.5

)

Restructuring and reorganization expenses

 

 

 

 

 

 

 

 

 

 

(13.2

)

Operating income

 

 

 

 

 

 

 

 

 

 

$

67.0

 

Operating margin

 

 

 

 

 

 

 

 

 

 

6.2

%

Non-GAAP Combined

(In millions)

Multiplatform

Audio

 

Digital Audio

 

Audio &

Media Services

 

Corporate

and other

reconciling

items

 

Eliminations

 

Consolidated

Year Ended December 31, 2019

Revenue

$

3,078.3

 

 

$

376.2

 

 

$

236.7

 

 

$

 

 

$

(7.6

)

 

$

3,683.5

 

Operating expenses, excluding restructuring and share-based compensation expenses

2,015.7

 

 

283.6

 

 

176.0

 

 

215.2

 

 

(7.6

)

 

2,682.8

 

Adjusted EBITDA

$

1,062.6

 

 

$

92.6

 

 

$

60.7

 

 

$

(215.2

)

 

$

 

 

$

1,000.7

 

Adjusted EBITDA margin

34.5

%

 

24.6

%

 

25.6

%

 

 

 

 

 

27.2

%

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

(302.5

)

Impairment charges

 

 

 

 

 

 

 

 

 

 

(91.4

)

Other operating expense, net

 

 

 

 

 

 

 

 

 

 

(8.2

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

(26.9

)

Restructuring and reorganization expenses

 

 

 

 

 

 

 

 

 

 

(65.1

)

Operating income

 

 

 

 

 

 

 

 

 

 

$

506.7

 

Operating margin

 

 

 

 

 

 

 

 

 

 

13.8

%

Predecessor Company

(In millions)

Multiplatform

Audio

 

Digital Audio

 

Audio &

Media Services

 

Corporate

and other

reconciling

items

 

Eliminations

 

Consolidated

Year Ended December 31, 2018

Revenue

$

3,069.2

 

 

$

284.6

 

 

$

264.1

 

 

$

 

 

$

(6.5

)

 

$

3,611.3

 

Operating expenses, excluding restructuring and share-based compensation expenses

2,021.6

 

 

210.9

 

 

175.8

 

 

232.9

 

 

(6.5

)

 

2,634.7

 

Adjusted EBITDA

$

1,047.6

 

 

$

73.7

 

 

$

88.3

 

 

$

(232.9

)

 

$

 

 

$

976.7

 

Adjusted EBITDA margin

34.1

%

 

25.9

%

 

33.4

%

 

 

 

 

 

27.0

%

Depreciation and amortization

 

 

 

 

 

 

 

 

 

 

(212.0

)

Impairment charges

 

 

 

 

 

 

 

 

 

 

(33.2

)

Other operating expense, net

 

 

 

 

 

 

 

 

 

 

(9.3

)

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

(2.1

)

Restructuring and reorganization expenses

 

 

 

 

 

 

 

 

 

 

(30.1

)

Operating income

 

 

 

 

 

 

 

 

 

 

$

690.1

 

Operating margin

 

 

 

 

 

 

 

 

 

 

19.1

%

Media
Wendy Goldberg
Chief Communications Officer
(212) 377-1105
WendyGoldberg@iheartmedia.com

Investors
Mike McGuinness
Executive Vice President of Finance, Deputy Chief Financial Officer and Head of Investor Relations
(212) 377-1336
mbm@iheartmedia.com

Source: iHeartMedia, Inc.

IHM Press Release Date
IHM Press Category

iHeartMedia Announces New Business Operating Structure

New Structure Highlights Unique Financial Strengths Of Both Its Digital Audio and Multiplatform Businesses

Company’s Digital Audio Business Will Operate as iHeartMedia Digital Audio Group; Industry-Leading Broadcast Radio Business Will Be Part of iHeartMedia Multiplatform Group

New Structure Reflects Increasing Size and Importance of Company’s Digital Businesses

New York, NY -- February 25, 2021 – iHeartMedia, Inc. (NASDAQ: IHRT), the leading audio company in America by reach, announced today a new operating structure under which its Digital Audio Group business, which includes its successful iHeartRadio digital service as well as its industry-leading podcasting business,will publicly report its financials separately from its Multiplatform Group business, which includes its broadcast radio assets. Each group will now operate as a separate reportable segment with dedicated management.

As of Q4, the iHeartMedia Digital Audio Group encompassed almost 20% of the company’s consolidated revenue and 23% of its earnings, and in Q4 2020 grew revenue by 53% year-over-year and Adjusted EBITDA by 74% year-over-year [i]. The company expects the Digital Audio Group will continue to grow as an increasing proportion of its business in the future. Separate reporting of these two operating segments will provide improved visibility into the underlying performances, results and margin profiles of these distinct audio-driven businesses.

The company has created a management structure for each business reportable segment that will both strengthen and tighten the focus of these groups and enable them to work closely together to deliver industry-leading products and services to benefit all of the company’s marketing and advertising partners across iHeart’s full array of platforms and products, including broadcast radio, digital streaming, podcasts, social, data, live events, its SmartAudio suite of data targeting and attribution products and its digital advertising technology companies. Both segments will continue to report to Bob Pittman, iHeartMedia Chairman and CEO, and Rich Bressler, iHeartMedia President, Chief Operating Officer and Chief Financial Officer.

The iHeartMedia Digital Audio Group

The iHeartMedia Digital Audio Group includes the company’s fast-growing and high-profile podcasting business -- iHeartMedia is the number one podcast publisher in downloads, unique listeners, revenue and earnings -- as well as the industry-leading iHeartRadio digital service; the company’s digital sites, newsletters, digital services and programs; and its digital advertising technology companies, including Jelli, RadioJar, Unified and Voxnest, and will also include the recently-announced Triton Digital upon completion of the acquisition. The iHeartMedia Digital Audio Group will be led as a team by Conal Byrne as Chief Executive Officer and Darren Davis as Chief Operating Officer, with Carter Brokaw serving as the President of Digital Revenue and Jessica Jerrick as Executive Vice President of Digital Distribution and Platform Partnerships.

The iHeartMedia Multiplatform Group

The iHeartMedia Multiplatform Group represents almost 75% of iHeartMedia’s revenue and remains the foundation business that has been at the heart of the company’s success, playing an important role in building its successful digital and podcasting businesses.

The iHeartMedia Multiplatform Group includes the iHeartMedia Markets Group, with its 860+ radio stations in 160 markets; the company’s live and virtual events business; and its National Sales organization, which will continue meeting the needs of advertising partners using iHeartMedia’s full array of products, from broadcast radio and events to its SmartAudio suite of data targeting and attribution products, which allows informed digital-like planning against targeted audiences with the benefit of broadcast scale and impact; as well as using all of the products from the iHeartMedia Digital Audio Group. The industry’s largest Networks business, Premiere Networks, which includes the Total Traffic and Weather Network; and BIN: Black Information Network, the first and only 24/7 national and local all news audio service for the Black community, will also join this group.

With its broadcast radio stations alone, the Multiplatform Group reaches more people every month than any other audio or media company in America and has twice the audience of the next largest radio company.

The iHeartMedia Multiplatform Group will be led by Greg Ashlock as Chief Executive Officer and Tim Castelli as Chief Revenue Officer. In addition, Julie Talbott joins this group in her role as President, Premiere Networks; Hartley Adkins will become President of the Markets Group; Jeff Howard remains President of National Sales and Tony Coles as President of BIN: Black Information Network.

“These new reportable segments will enable us to strengthen the mission and tighten the focus of both the iHeart Digital Audio Group and the iHeart Multiplatform Group, while accelerating our ability to deliver industry-leading products and services to our listeners and advertising partners across all of our platforms,” said Bob Pittman. “Creating these two business reportable segments will allow us to provide the investment community with increased visibility into the financial results of each segment – enabling them to better appreciate the strong growth and success of our digital businesses, including our industry-leading podcast business, as well as the continued strength of our broadcast radio and marquee events businesses.”

[i] Segment Adjusted EBITDA will be the measure of profit or loss reported to the Company’s chief operating decision maker for purposes of making decisions about allocating resources to each segment and assessing each segment’s performance in accordance with GAAP.

IHM Press Release Date
IHM Press Category

iHeartMedia, Inc to Report Quarterly Financial Results on February 25, 2021

NEW YORK - iHeartMedia, Inc. (NASDAQ: IHRT) announced today that on Thursday February 25th, 2021, it will issue financial results for the quarter ending December 31, 2020. The company will conduct a conference call at 4:30 p.m. (ET), following the release of its earnings announcement.

A live audio webcast of the call will be available on the Investors homepage of iHeartMedia’s website (https://investors.iheartmedia.com/) beginning at 4:30 p.m. (ET) on February 25th. The conference call can also be accessed by dialing (833) 350-1328 (domestic) or (236) 389-2425 (international) using PIN number 5754819. Please call five minutes in advance to ensure that you are connected prior to the call.

An audio replay of the call will be available beginning at 7:30 p.m. (ET) on February 25th in the Events & Presentations section of iHeartMedia’s Investors home page, and at (800) 585-8367 (domestic) or (416) 621-4642 (international) using PIN number 5754819.

The earnings release and any other information related to the call will be accessible on the Investors home page of iHeartMedia’s website.

IHM Press Release Date
IHM Press Category

iHeartMedia, Inc. Completes Scheduled Exchange of Warrants for Shares of Common Stock

NEW YORK-- January 8, 2021-- iHeartMedia, Inc. (Nasdaq: IHRT), the number one audio company in America, today completed an exchange of iHeartMedia Warrants into shares of iHeartMedia Class A Common Stock, the Company’s publicly traded equity, or Class B Common Stock. As of December 31, 2020, there were approximately (i) 65 million shares of Class A Common Stock, (ii) 7 million shares of Class B Common Stock, and (iii) 75 million Warrants outstanding. Following the exchange, there will be approximately (i) 110 million shares of Class A Common Stock, (ii) 29 million shares of Class B Common Stock, and (iii) 7 million Warrants outstanding.

The exchange was authorized by a previously issued Declaratory Ruling from the Federal Communications Commission approving an increase in iHeartMedia’s authorized aggregate foreign ownership from 25% to 100%, subject to certain conditions set forth in the Declaratory Ruling. Certain shares of Class B Common Stock and Warrants were not converted into Class A Common Stock due to current regulatory restrictions applicable to certain shareholders.

The Company expects additional conversions of Class B Common Stock and Warrants into Class A Common Stock.

Holders of iHeartMedia Warrants that were not issued stock in the exchange and have not otherwise sought to exercise their Warrants can request the exercise of their Warrants for shares of Common Stock by contacting the Computershare Call Center at (800) 736-3001 within the United States, or at +1 (781) 575-3100 outside of the United States. Holders of iHeartMedia Warrants that were issued stock in the exchange can obtain updated account information from Computershare by logging into their Computershare accounts or by calling the numbers above.

Forward-Looking Statements

Certain statements herein constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors which may cause the actual results, performance or achievements of iHeartMedia, Inc. and its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The words or phrases “guidance,” “believe,” “expect,” “anticipate,” “estimates,” “forecast” and similar words or expressions are intended to identify such forward-looking statements. In addition, any statements that refer to expectations or other characterizations of future events or circumstances, such as the expected conversion of Class B Common Stock and Warrants into Class A Common Stock, are forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other important factors, some of which are beyond our control and are difficult to predict. Various risks that could cause future results to differ from those expressed by the forward-looking statements included in this press release include, but are not limited to legislative or regulatory requirements and additional risks described in the Company’s reports filed with the U.S. Securities and Exchange Commission, including in the section entitled “Item 1A. Risk Factors” of iHeartMedia, Inc.’s Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Other unknown or unpredictable factors also could have material adverse effects on the Company’s future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this press release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date hereof. The Company does not undertake any obligation to publicly update or revise any forward-looking statements because of new information, future events or otherwise.

IHM Keywords
IHM Press Release Date
IHM Press Category

iHeartMedia Names Jordan Fasbender Executive Vice President, General Counsel and Secretary

NEW YORK--iHeartMedia, Inc. (Nasdaq: IHRT) announced today that Jordan Fasbender, the company’s Deputy General Counsel, has been named Executive Vice President, General Counsel and Secretary effective January 1, 2021. Fasbender will report to Bob Pittman, Chairman and CEO of iHeartMedia, Inc. and Rich Bressler, President, COO and CFO of iHeartMedia, Inc. She will succeed Paul McNicol; McNicol, who intends to retire at the end of 2021, will remain with the company as Executive Vice President providing counsel to the company’s senior management and ensuring a seamless transition.

In her new role, Fasbender will oversee all legal functions for iHeartMedia’s divisions and multiplatform assets, including the company’s more than 860 live broadcast stations in over 160 markets nationwide; iHeart Podcast, the #1 podcast platform in America; the iHeartRadio App and the company’s other digital assets; and the company’s tentpole live events, including the iHeartRadio Music Festival, iHeartRadio Music Awards and iHeartRadio Jingle Ball Tour. In addition, she will continue to oversee the company’s government affairs, business affairs, compliance, regulatory and governance functions and will be responsible for operations and transactions, securities, intellectual property, litigation and privacy.

“Jordan is a proven and effective leader whose extensive legal, corporate governance and media and entertainment industry expertise makes her the perfect person to succeed Paul McNicol as our General Counsel,” said Pittman. “We look forward to Jordan taking on this new leadership role and joining the executive leadership team as we continue our momentum as the number one audio company in the U.S.”

Pittman continued, “Paul McNicol has played an integral role in iHeartMedia’s successful transformation from a traditional media company to a 21st century media company. We appreciate Paul’s steady hand, expert guidance, insight and advice; his strong leadership through our financial restructuring and emergence process; and his leadership through a number of strategic acquisitions and growth initiatives for the company. We’re grateful that he will continue to work closely with us as Executive Vice President.”

“I am proud to take on this new role at iHeart as the company continues to lead the audio space in a variety and new and innovative ways,” said Fasbender. “I’m grateful to have the opportunity to have had the opportunity to work with and learn from Paul, and I look forward to continuing to work with our partners, our impressive array of assets and platforms and our talented legal team to lead our legal efforts as iHeart continues to flourish.”

Fasbender joined iHeartMedia in July 2019 from Twenty-First Century Fox where she most recently served as Vice President and Associate General Counsel and then as Senior Vice President and Associate General Counsel. At Twenty-First Century Fox, she provided direction and strategic counsel on everything from M&A to corporate finance, SEC compliance and corporate governance. She also served as a lead team member on The Walt Disney Company’s acquisition of the company and the spinoff of FOX Corporation. Previously, Fasbender was an associate at Weil, Gotshal & Manges LLP, where she advised clients on a broad range of corporate matters.

IHM Press Release Date
IHM Press Category

iHeartMedia Chairman and Chief Executive Officer Bob Pittman and President, Chief Operating Officer & Chief Financial Officer Rich Bressler to Participate in 2020 Wells Fargo TMT Summit

SAN ANTONIO - iHeartMedia, Inc. (NASDAQ: IHRT) announced today that Bob Pittman, Chairman and Chief Executive Officer, and Rich Bressler, President, Chief Operating Officer & Chief Financial Officer, will participate in a question and answer session during the 2020 Wells Fargo TMT Summit on Tuesday, December 1, 2020, at 11:20 a.m. ET.

A live webcast of the session will be available to the general public through a link on the Investors homepage of iHeartMedia’s website (https://investors.iheartmedia.com/). A replay of the video webcast will be available in the Events & Presentation section of iHeartMedia’s Investors homepage.

IHM Press Release Date
IHM Press Category

iHeartMedia Receives Approval from the FCC to Increase Foreign Ownership to 100%

NEW YORK - iHeartMedia, Inc. (Nasdaq: IHRT), the number one audio company in America, today received a Declaratory Ruling from the Federal Communications Commission (FCC) approving an increase in iHeartMedia’s authorized aggregate foreign ownership from 25% to 100%, subject to certain conditions set forth in the Declaratory Ruling. The FCC concluded that the public interest would not be served by prohibiting foreign investment in iHeartMedia of up to 100%. The FCC’s decision will enable holders of iHeartMedia warrants to have those warrants exchanged into Class A or Class B shares of iHeartMedia common stock, subject to compliance with the Declaratory Ruling, the Communications Act, and FCC rules, and will afford iHeartMedia flexibility to accommodate increased foreign investment that may result from share purchases by the public.

Holders of iHeartMedia warrants will receive instructions regarding how to participate in the exchange of warrants from Computershare, iHeartMedia’s warrant agent, in an Exchange Notice that will be sent via U.S. mail. For additional information about the warrant exchange, please visit http://investors.iheartmedia.com/warrant-exchange or contact the Computershare Call Center at (800) 736-3001 within the United States, or outside of the United States +1 (781) 575-3100.

IHM Press Release Date
IHM Press Category

iHeartMedia, Inc. To Report Quarterly Financial Results On August 6, 2020

SAN ANTONIO, TXJuly 17, 2020 — iHeartMedia, Inc. (NASDAQ: IHRT) announced today that on Thursday August 6th, 2020, it will issue financial results for the quarter ending June 30, 2020. The company will conduct a conference call at 8:30 a.m. (ET), following the release of its earnings announcement.

A live audio webcast of the call will be available on the Investors homepage of iHeartMedia’s website (https://investors.iheartmedia.com/) beginning at 8:30 a.m. (ET) on August 6th. The conference call can also be accessed by dialing (866) 324-3683 (domestic) or (509) 844-0959 (international) using PIN number 6455818. Please call five minutes in advance to ensure that you are connected prior to the call.

An audio replay of the call will be available beginning at 11:30 a.m. (ET) on August 6th in the Events & Presentations section of iHeartMedia’s Investors home page, and at (855) 859-2056 (domestic) or (404) 537-3406 (international) using PIN number 6455818.

The earnings release and any other information related to the call will be accessible on the Investors home page of iHeartMedia’s website. 

IHM Press Release Date
IHM Press Category

iHeartMedia Adopts Short-Term Stockholder Rights Plan

SAN ANTONIO, TX – May 6, 2020 — iHeartMedia, Inc. (NASDAQ: IHRT) (“iHeartMedia” or the “Company”) today announced that its Board of Directors (the “Board”) has approved the adoption of a short-term stockholder rights plan (the “Rights Plan”) in order to protect the best interests of all iHeartMedia stockholders during the current period of high equity-market volatility and price disruption.

The Board adopted the Rights Plan at this time due to the unprecedented impact of the COVID-19 pandemic on equity market valuations; the complex nature of the Company’s capital structure; to enable all of iHeartMedia’s stockholders to realize the full potential of their investment in the Company in light of the inherent resilience of the Company’s cash flow model and patient capital structure; and to protect the interests of iHeartMedia and its stockholders by deterring any entity, person or group from attempting opportunistically to gain undue influence over or control of iHeartMedia through open market accumulation or other tactics without paying an appropriate control premium. The Rights Plan is designed to ensure the fair treatment of the Company’s stockholders, and to provide the Board and stockholders with the appropriate time to make informed decisions that are in the best interests of iHeartMedia and its stockholders during this period of high market volatility and price disruption. The Rights Plan is not intended to deter iHeartMedia from considering any offers that are fair and otherwise in the best interests of the Company and its stockholders.

The Rights Plan, which was adopted by the Board, is similar to rights plans adopted by other publicly traded companies and includes a number of recognized stockholder protections that emphasize its limited focus and duration (under one year).

Pursuant to the Rights Plan, the Board has declared a dividend distribution of one right on each outstanding share of iHeartMedia’s Class A common stock, share of Class B common stock and warrant issued in connection with the Company’s plan of reorganization. The record date for such dividend distribution is May 18, 2020.

Under the Rights Plan, subject to certain exceptions, the rights will generally be exercisable only if, in a transaction not approved by the Board, a person or group acquires beneficial ownership of 10% or more of the Company’s Class A common stock (or 20% in the case of certain passive investors), including through such person’s ownership of the convertible Class B common stock and/or warrants, as further detailed in the Rights Plan. In that situation, each holder of a right (other than the acquiring person or group) will have the right to purchase, upon payment of the exercise price, a number of shares of iHeartMedia’s Class A common stock, Class B common stock or warrants, as applicable, having a market value of twice such price. In addition, the Rights Plan contains a similar provision if the Company is acquired in a merger or other business combination after an acquiring person acquires beneficial ownership of 10% or more of iHeartMedia’s Class A common stock (or 20% in the case of certain passive investors).

The Rights Plan has a duration of less than one year, expiring on May 5, 2021.  The Rights Plan may also be terminated, or the rights may be redeemed, by action of the Company prior to the scheduled expiration date under certain circumstances, including if the Board determines that market and other conditions warrant, which the Board intends to monitor. The adoption of the rights plan will not be a taxable event and will not have any impact on the Company’s financial reporting.

Additional details about the rights plan will be contained in a Form 8-K to be filed by the Company with the U.S. Securities and Exchange Commission.

Forward-Looking Statements

Certain statements in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company and its subsidiaries, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements. The words or phrases “guidance,” “believe,” “expect,” “anticipate,” “estimates,” “forecast” and similar words or expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other important factors, some of which are beyond our control and are difficult to predict.  Various risks that could cause future results to differ from those expressed by the forward-looking statements included in this press release include, but are not limited to: impacts from the COVID-19 pandemic; uncertain global economic conditions; increased competition; dependence upon the performance of on-air talent, program hosts and management; fluctuations in operating costs; shifts in population and other demographics; impact of our substantial indebtedness; legislative or regulatory requirements; regulations and concerns regarding privacy and data protection; and the other risks described in “Item 1A. Risk Factors” of iHeartMedia’s Annual Reports on Form 10-K for the year ended December 31, 2019. Other unknown or unpredictable factors also could have material adverse effects on the Company’s future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this press release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this press release. The Company does not undertake any obligation to publicly update or revise any forward-looking statements because of new information, future events or otherwise.

IHM Press Release Date
IHM Press Category