Townsquare Reports Fourth Quarter and Full Year 2015 Results

2015 Net Revenue Increases 18.0%

GREENWICH, Conn.--()--Townsquare Media, Inc. (NYSE:TSQ) ("Townsquare," the "Company," "we," "us," or "our") announced today financial results for the fourth quarter and year ended December 31, 2015.

“In 2015, we delivered net revenue growth of 18%, driven by growth across all segments and the acquisition of North American Midway Entertainment (“NAME”). We believe our diversified strategy remains sound, demonstrated by the stability of our Local Advertising business and the outsized growth in our other businesses,” commented Steven Price, Chairman and Chief Executive Officer of Townsquare. “In addition, we further diversified our business, with approximately half of revenue now derived from sources other than the sale of terrestrial radio advertising.”

Mr. Price continued, “2015 was an exciting year for Townsquare. We completed two strategic transactions, refinanced our capital structure, locking in long-term, favorable interest rates, and voluntarily repaid a portion of our term loan debt. On a pro forma basis, net revenue grew 5.4% in 2015 and both revenue and EBITDA were in line with the guidance that we provided at the start of 2015.”

Fourth Quarter Highlights

As compared to the fourth quarter of 2014:

  • Net revenue increased 20.6%
  • Local Advertising net revenue excluding political increased 3.5%
  • Live Events net revenue increased 298.7%
  • Other Media and Entertainment net revenue increased 44.1%

Full Year Highlights

As compared to 2014:

  • Net revenue increased 18.0%
  • Local Advertising net revenue excluding political increased 1.9%
  • Live Events net revenue increased 138.5%
  • Other Media and Entertainment net revenue increased 33.4%
  • Excluding NAME, net revenue and Adjusted EBITDA were $412.5 million and $93.7 million, respectively
  • Nearly 50% of pro forma net revenue was derived from sources other than the sale of terrestrial radio station advertising

Quarter Ended December 31, 2015 Compared to the Quarter Ended December 31, 2014

Net Revenue

Net revenue for the quarter ended December 31, 2015 increased $19.3 million, or 20.6%, to $113.0 million, as compared to $93.7 million in the same period last year. This was primarily due to a $16.1 million increase in Live Events net revenue, which was partially due to an increase in net revenue from the acquisition of NAME on September 1, 2015. Local Advertising net revenue decreased $0.4 million, or 0.4%, to $80.0 million, Live Events net revenue increased $16.1 million, or 298.7%, to $21.6 million and Other Media and Entertainment net revenue increased $3.5 million, or 44.1%, to $11.5 million. Excluding political revenue, net revenue increased $22.3 million, or 25.1%, to $111.2 million and Local Advertising net revenue increased $2.7 million, or 3.5%, to $78.1 million.

Adjusted EBITDA

Adjusted EBITDA for the quarter ended December 31, 2015 decreased $2.9 million, or 12.2%, to $21.1 million, as compared to $24.0 million in the same period last year. The decrease was primarily related to a reduction in political revenue.

Year Ended December 31, 2015 Compared to the Year Ended December 31, 2014

Net Revenue

Net revenue for the year ended December 31, 2015 increased $67.3 million, or 18.0%, to $441.2 million, as compared to $373.9 million last year. This was primarily due to a $56.7 million increase in Live Events net revenue, partially due to an increase in net revenue from the acquisition of NAME on September 1, 2015 and the acquisition of WE Fest on October 31, 2014. Local Advertising net revenue increased $0.5 million, or 0.2%, to $303.1 million, Live Events net revenue increased $56.7 million, or 138.5%, to $97.7 million and Other Media and Entertainment net revenue increased $10.1 million, or 33.4%, to $40.4 million. Excluding political revenue, net revenue increased $72.6 million, or 19.8%, to $438.3 million and Local Advertising net revenue increased $5.7 million, or 1.9%, to $300.2 million.

Adjusted EBITDA

Adjusted EBITDA for the year ended December 31, 2015 increased $2.5 million, or 2.6%, to $98.0 million, as compared to $95.5 million last year. The increase was primarily due to the acquisitions of NAME on September 1, 2015 and WE Fest on October 31, 2014.

Liquidity and Capital Resources

As of December 31, 2015, we had a total of $33.3 million of cash on hand and the total amount of revolving credit capacity available to us was $50.0 million under our credit facility. As of December 31, 2015, we had $598.8 million of outstanding indebtedness and $565.5 million of outstanding indebtedness net of cash, representing 5.8x and 5.5x gross and net leverage, respectively, based on the year ended December 31, 2015 pro forma Adjusted EBITDA of $102.6 million.

The table below presents a summary, as of December 31, 2015, of our outstanding common stock and securities convertible into common stock, excluding options issued under our 2014 Omnibus Incentive Plan.

       

Security

Number
Outstanding1

Description

Class A common stock 9,946,354 One vote per share.
Class B common stock 3,022,484 10 votes per share.2
Class C common stock 4,894,480 No votes.2
Warrants 9,508,878

Each warrant is exercisable for one share of Class A common stock, at
an exercise price of $0.0001 per share. The aggregate exercise price for
all warrants currently outstanding is $951.3

Total 27,372,196
 

1 Each of the shares of common stock listed below, including the shares of Class A common stock issuable upon
exercise of the warrants, have equal economic rights.

2 Each share converts into 1 share of Class A common stock upon transfer or at the option of the holder, subject to
certain conditions, including compliance with FCC rules.

3 The warrants are fully vested and exercisable for shares of Class A common stock, subject to certain conditions,
including compliance with FCC rules.

 

Segment Reporting

We have two reportable operating segments, which are Local Advertising and Live Events, and report the remainder of our business in an Other Media and Entertainment category. Our Local Advertising segment is composed of broadcast, digital and mobile advertising on our stations, streams, websites and mobile application. Our Live Events segment is composed of a diverse range of live events, which we create, promote and produce, including musical concerts, multi-day music festivals, fairs, consumer expositions and trade shows, athletic events, lifestyle events and other forms of entertainment. The Other Media and Entertainment business principally includes digital marketing services, national digital assets and other revenue.

Conference Call

Townsquare Media, Inc. will host a conference call to discuss certain fourth quarter and full year 2015 financial results on Friday, February 26, 2016 at 8:00 a.m. Eastern Time. The conference call dial-in number is 1-877-407-0784 (U.S. & Canada) or 1-201-689-8560 (International) and the confirmation code is 13628127. A live webcast of the conference call will also be available on the equity investor relations page of the Company's website at www.townsquaremedia.com.

A replay of the conference call will be available through March 4, 2016. To access the replay, please dial 1-877-870-5176 (U.S. & Canada) or 1-858-384-5517 (International) and enter confirmation code 13628127. A web-based archive of the conference call will also be available at the above website for thirty days after the call.

About Townsquare Media, Inc.

Townsquare is a media, entertainment and digital marketing solutions company principally focused on small and mid-sized markets across the U.S. Our assets include 309 radio stations and more than 325 local websites in 66 U.S. markets, approximately 550 live events with nearly 18 million attendees each year in the U.S. and Canada, a digital marketing solutions company serving approximately 8,000 small to medium sized businesses, and one of the largest digital advertising networks focused on music and entertainment reaching more than 60 million unique visitors each month. Our brands include iconic local media assets such as WYRK, KLAQ, K2 and NJ101.5; acclaimed music festivals such as Mountain Jam, WE Fest and the Taste of Country Music Festival; unique touring lifestyle and entertainment events such as the America on Tap craft beer festival series, the Insane Inflatable 5K obstacle race series and North American Midway Entertainment, North America’s largest mobile amusement company; and leading tastemaker music and entertainment owned and affiliated websites such as XXL.com, TasteofCountry.com, Loudwire.com, JustJared.com and BrooklynVegan.com. For more information, please visit www.townsquaremedia.com.

Forward-Looking Statements

Except for the historical information contained in this press release, the matters addressed are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements, written, oral or otherwise made, represent the Company’s expectation or belief concerning future events. Without limiting the foregoing, the words “believes,” “expects,” “may,” “will,” “should,” “seeks,” “intends,” “plans,” “strives,” “goal,” “estimates,” “forecasts,” “projects” or “anticipates” and similar expressions are intended to identify forward-looking statements. By nature, forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or implied by the forward-looking statement. Forward-looking statements are based on current expectations and assumptions and currently available data and are neither predictions nor guarantees of future events or performance. You should not place undue reliance on forward-looking statements, which speak only as of the date hereof. See “Risk Factors” and “Forward-Looking Statements” included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the Securities and Exchange Commission on or about the date hereof, for a discussion of factors that could cause our actual results to differ from those expressed or implied by forward-looking statements. Townsquare Media, Inc. assumes no responsibility to update any forward-looking statement as a result of new information, future events or otherwise.

       

TOWNSQUARE MEDIA, INC.

CONSOLIDATED BALANCE SHEETS

(in Thousands, Except Share Data)

 

 

December 31,
2015

December 31,
2014

ASSETS
Current assets:
Cash $ 33,298 $ 24,462
Accounts receivable, net of allowance of $2,114 and $3,350, respectively 60,143 61,151
Prepaid expenses and other current assets 9,766   6,416  
Total current assets 103,207 92,029
 
Property and equipment, net 133,943 96,247
Intangible assets, net 517,979 505,839
Goodwill 292,953 242,300
Investments 5,049 484
Other assets 7,580   413  
Total assets $ 1,060,711   $ 937,312  
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 9,549 $ 6,747
Current portion of long-term debt 171 1,293
Deferred revenue 17,496 14,299
Accrued expenses and other current liabilities 29,958 21,339
Accrued interest 4,910   9,245  
Total current liabilities 62,084 52,923

Long-term debt, less current portion, (net of deferred financing costs of $9,962 and $9,636, respectively, and inclusive of
bond premium of $0 and $7,203, respectively)

588,657 528,747
Deferred tax liabilities 35,233 10,507
Other long-term liabilities 11,297   973  
Total liabilities 697,271 593,150
 
Stockholders’ equity:

Class A common stock, par value $0.01 per share; 300,000,000 shares authorized, 9,946,354 and 9,457,242 shares
issued and outstanding at December 31, 2015 and 2014, respectively

100 95

Class B common stock, par value $0.01 per share; 50,000,000 shares authorized, 3,022,484 shares issued and
outstanding at December 31, 2015 and 2014, respectively

30 30

Class C common stock, par value $0.01 per share; 50,000,000 shares authorized, 4,894,480 shares issued and
outstanding at December 31, 2015 and 2014, respectively

49   49  
Total common stock 179 174
Additional paid-in capital 361,186 351,984
Retained (deficit) earnings 1,391 (8,439 )
Accumulated other comprehensive income 44
Non-controlling interest 640   443  
Total liabilities and stockholders’ equity $ 1,060,711   $ 937,312  
 
   

TOWNSQUARE MEDIA, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in Thousands, Except Per Share Data)

 

 

Years Ended December 31,
2015     2014     2013
 
Net revenue $ 441,222 $ 373,892 $ 268,578
Operating costs and expenses:

Direct operating expenses, excluding depreciation, amortization and stock-based
compensation

317,835 253,440 187,148
Depreciation and amortization 17,577 16,878 15,189
Corporate expenses 25,411 24,996 19,190
Stock-based compensation 4,278 37,739
Transaction costs 1,739 217 2,001
Change in fair value of contingent consideration (1,100 )
Impairment FCC licenses 1,680
Net (gain) loss on sale of assets (12,029 ) 90   (36 )
Total operating costs and expenses 356,491   333,360   222,392  
Operating income 84,731   40,532   46,186  
 
Other expenses:
Interest expense, net 35,979 46,502 35,620
Loss on extinguishment of debt 30,305
Other expense, net 277   111   115  
Income (loss) before income taxes 18,170 (6,081 ) 10,451
Provision for income taxes 7,924   10,872   340  
Net income (loss) $ 10,246   $ (16,953 ) $ 10,111  
 
Net income (loss) attributable to:
Controlling interests $ 9,830 $ (17,372 ) $ 10,061
Non-controlling interests 416 419 50
 
Net income (loss) per share:
Basic $ 0.58   $ (1.41 )
Diluted $ 0.37   $ (1.41 )
 
Pro forma C Corporation data (unaudited):
Historical (loss) income before income taxes $ (6,081 ) $ 10,451
Pro forma income tax (benefit) expense (2,396 ) 4,118  
Pro forma net (loss) income $ (3,685 ) $ 6,333  
 
Pro forma net (loss) income per share:
Basic $ (0.31 ) $ 0.84
Diluted $ (0.31 ) $ 0.37
 
Weighted average shares outstanding: Actual Pro Forma Pro Forma
Basic 17,537   12,013   7,569  
Diluted 27,724   12,013   17,078  
 
   

TOWNSQUARE MEDIA, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in Thousands)

 
Year Ended December 31,
2015     2014     2013
Cash flows from operating activities:
Net income (loss) attributable to:
Controlling interests $ 9,830 $ (17,372 ) $ 10,061
Non-controlling interests 416   419   50  
Net income (loss) $ 10,246 $ (16,953 ) $ 10,111
Adjustments to reconcile net income (loss) to net cash from operating activities:
Depreciation and amortization 17,577 16,878 15,189
Amortization of deferred financing costs 1,720 3,161 2,111
Deferred income tax expense 7,737 10,507
Provision for doubtful accounts 1,170 1,903 8
Stock-based compensation expense 4,278 37,739
Non-cash interest expense 1,796 392
Amortization of bond premium (424 ) (1,695 ) (221 )
Write-off deferred financing costs 9,348
Write-off of bond premium (6,779 )
Impairment FCC licenses 1,680
Net (gain) loss on sale of assets (12,029 ) 90 (36 )
Changes in assets and liabilities, net of acquisitions:
Accounts receivable (2,015 ) (6,757 ) (4,202 )
Prepaid expenses and other assets (6,805 ) 1,747 (5,183 )
Accounts payable 33 (2,086 ) 385
Accrued expenses 1,657 (941 ) 5,140
Accrued interest (4,335 ) (166 ) 3,449
Other long-term liabilities 2,884   39   (939 )
Net cash provided by operating activities 25,943   45,262   26,204  
Cash flows from investing activities:
Payments for acquisitions, net of cash received (76,213 ) (26,076 ) (276,799 )
Acquisition of intangibles (377 ) (510 )
Purchase of property and equipment (14,724 ) (13,531 ) (9,526 )
Proceeds from sale of assets 19,087 408 155
Proceeds from insurance settlement 450      
Net cash used in investing activities (71,777 )   (39,709 )   (286,170 )
Cash flows from financing activities:
Proceeds from stock initial public offering and underwriters' overallotment shares 98,157
Offering costs (92 ) (3,219 )
Underwriters' fees (6,871 )
Proceeds from option exercises 72
Repayment of long-term debt (553,552 ) (123,746 ) (1,020 )
Proceeds from issuance of long-term debt 620,000 10,000 287,019
Debt financing costs (11,394 ) (440 ) (2,388 )
Units repurchased (159 )
Cash distributions to non-controlling interest (444 ) (468 )
Repayments of capitalized obligations (159 ) (151 ) (144 )
Net cash provided by (used in) financing activities 54,431     (26,738 )   283,308  
Net effect of foreign currency exchange rate changes 239          
Net increase (decrease) in cash 8,836 (21,185 ) 23,342
Cash:
Beginning of period 24,462   45,647   22,305  
End of period $ 33,298   $ 24,462   $ 45,647  
 
   

TOWNSQUARE MEDIA, INC.

CONSOLIDATED STATEMENTS OF OEPRATIONS BY SEGMENT

(in Thousands)

 
Year Ended

December 31,

($ in thousands) 2015     2014     2013
Statement of Operations Data:
Local Advertising net revenue $ 303,130 $ 302,648 $ 229,653
Live Events net revenue 97,681 40,954 20,851
Other Media and Entertainment net revenue 40,411   30,290   18,074  
Net revenue 441,222 373,892 268,578
Operating Costs and Expenses:
Local Advertising direct operating expenses 194,020 189,975 147,720
Live Events direct operating expenses 88,994 35,087 18,287

Other Media and Entertainment direct operating expenses

34,821   28,378   21,141  

Station operating expenses, excluding depreciation, amortization
and stock-based compensation

317,835 253,440 187,148
Depreciation and amortization 17,577 16,878 15,189
Corporate expenses 25,411 24,996 19,190
Stock-based compensation 4,278 37,739
Transaction costs 1,739 217 2,001
Change in fair value of contingent consideration (1,100 )
Impairment FCC licenses 1,680
Net (gain) loss on sale of assets (12,029 ) 90   (36 )
Total operating costs and expenses 356,491 333,360 222,392
Operating income 84,731 40,532 46,186
Other expense:
Interest expense, net 35,979 46,502 35,620
Loss on extinguishment of debt 30,305
Other expense, net 277   111   115  
Total other expense 66,561   46,613   35,735  
Income (loss) before income taxes 18,170   (6,081 ) 10,451  
Provision for income taxes 7,924   10,872   340  
Net income (loss) $ 10,246   $ (16,953 ) $ 10,111  
 

The following table summarizes pro forma net revenue and direct operating expenses broken out by segment for the years ended December 31, 2015, 2014 and 2013, respectively (dollars in thousands):

   
Years Ended December 31,
2015     2014     2013
Statement of Operations Data:
Local Advertising net revenue $ 303,130 $ 302,648 $ 295,061
Live Events net revenue 159,342 144,735 129,172
Other Media and Entertainment net revenue 39,450   28,948   19,482
Net revenue 501,922 476,331 443,715
Operating Costs and Expenses:
Local Advertising direct operating expenses 193,794 189,677 184,600
Live Events direct operating expenses 145,335 125,019 111,675
Other Media and Entertainment direct operating expenses 34,821   28,378   21,768

Direct operating expenses, excluding depreciation,
amortization and stock-based compensation

373,950   343,074   318,043
Direct Profit $ 127,972   $ 133,257   $ 125,672
 

The following table summarizes pro forma net revenue and direct operating expenses on a constant currency basis broken out by segment for the years ended December 31, 2015, 2014 and 2013, respectively (dollars in thousands):

   
Years Ended December 31,
2015     2014     2013
Statement of Operations Data:
Local Advertising net revenue $ 303,130 $ 302,648 $ 295,061
Live Events net revenue 159,342 139,957 123,438
Other Media and Entertainment net revenue 39,450   28,948   19,482
Net revenue 501,922 471,553 437,981
Operating Costs and Expenses:
Local Advertising direct operating expenses 193,794 189,677 184,600
Live Events direct operating expenses 145,335 121,388 107,117
Other Media and Entertainment direct operating expenses 34,821   28,378   21,768

Direct operating expenses, excluding depreciation,
amortization and stock-based compensation

373,950   339,443   313,485
Direct Profit $ 127,972   $ 132,110   $ 124,496
 

The following table reconciles on a GAAP basis net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Direct Profit, Adjusted EBITDA and Free Cash Flow for the years ended December 31, 2015, 2014 and 2013, respectively (dollars in thousands):

   
Actual
Years Ended December 31,
2015     2014     2013
Net income (loss) $ 10,246 $ (16,953 ) $ 10,111
Provision for income taxes 7,924 10,872 340
Net loss on debt extinguishment 30,305
Interest expense 35,979 46,502 35,620
Transaction costs 1,739 217 2,001
Depreciation and amortization 17,577 16,878 15,189
Corporate expenses 25,411 24,996 19,190
Stock-based compensation 4,278 37,739
Change in fair value of contingent consideration (1,100 )
Impairment of FCC licenses 1,680
Other(a) (11,752 ) 201   79  
Direct Profit 123,387 120,452 81,430
Corporate expenses (25,411 ) (24,996 ) (19,190 )
Adjusted EBITDA $ 97,976   $ 95,456   $ 62,240  
Net cash interest expense (38,978 ) (43,361 ) (31,392 )
Capital expenditures (14,724 ) (13,531 ) (9,526 )
Cash paid for taxes (622 ) (446 ) (493 )
Free Cash Flow $ 43,652   $ 38,118   $ 20,829  
 

(a) Other includes net (gain) loss on sale of assets and other expense, net.

The following table reconciles on a pro forma basis net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Direct Profit and Adjusted EBITDA for the years ended December 31, 2015, 2014 and 2013, respectively (dollars in thousands):

   
Pro Forma
Years Ended December 31,
2015     2014     2013
Net income $ 9,487 $ 4,493 $ 22,183
Provision for income taxes 7,337 2,921 14,424
Net loss on debt extinguishment 30,305 199
Interest expense 34,017 34,025 34,103
Transaction costs 1,739 217 2,001
Depreciation and amortization 25,353 28,558 31,868
Corporate expenses 25,411 24,996 21,912
Stock-based compensation 4,278 37,739
Change in fair value of contingent consideration (1,100 )
Impairment of FCC licenses 1,680
Other(a) (11,636 ) 307   82  
Direct Profit 127,971 133,256 125,672
Corporate expenses (25,411 ) (24,996 ) (21,912 )
Adjusted EBITDA 102,560   108,260   103,760  
Constant currency adjustment   (1,147 ) (1,176 )
Adjusted EBITDA on a constant currency basis 102,560   107,113   102,584  
 

(a) Other includes net (gain) loss on sale of assets and other expense, net.

The following table reconciles on a pro forma basis net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Direct Profit and Adjusted EBITDA on a quarterly basis for the twelve months ended December 31, 2015 (dollars in thousands):

       
Quarter Ended

Twelve
Months
Ended

December 31,
2015

   

September 30,
2015

   

June 30,
2015

   

March 31,
2015

December 31,
2015

Net income (loss) $ 2,764 $ 21,414 $ (12,597 ) $ (2,094 ) $ 9,487
Provision for income taxes 2,139 16,560 (9,743 ) (1,619 ) 7,337
Net loss on debt extinguishment 288 30,017 30,305
Interest expense 8,529 8,530 8,496 8,462 34,017
Transaction costs 442 1,125 125 47 1,739
Depreciation and amortization 5,508 6,769 6,525 6,551 25,353
Corporate expenses 7,463 6,106 6,602 5,240 25,411
Stock-based compensation 2,875 1,403 4,278
Impairment FCC licenses 1,680 1,680
Other(a) 28   (11,926 ) 23   239   (11,636 )
Direct Profit 28,553 51,741 30,851 16,826 127,971
Corporate expenses (7,463 ) (6,106 ) (6,602 ) (5,240 ) (25,411 )
Adjusted EBITDA $ 21,090   $ 45,635   $ 24,249   $ 11,586   $ 102,560  
 

(a) Other includes net (gain) loss on sale of assets and other expense, net.

Non-GAAP Financial Measures and Definitions

We believe that our financial statements and the other financial data included herein have been prepared in a manner that complies, in all material respects, with generally accepted accounting principles in the United States, or GAAP, and are consistent with current practice with the exception of the presentation of certain non-GAAP financial measures, including Direct Profit, Adjusted EBITDA and Free Cash Flow (each as defined below).

We define Direct Profit as net income (loss) before the deduction of income taxes, other expense (net), interest expense, net loss on debt extinguishment, transaction costs, corporate expenses, net (gain) loss on sale of assets and depreciation and amortization. Adjusted EBITDA is defined as Direct Profit less corporate expenses (excluding stock-based compensation). Free Cash Flow is defined as Adjusted EBITDA less net cash interest expense, capital expenditures and cash paid for taxes. Direct Profit, Adjusted EBITDA and Free Cash Flow do not represent, and should not be considered as alternatives to, net (loss) income or cash flows from operations, as determined under U.S. generally accepted accounting principles, or GAAP.

We use Direct Profit and Adjusted EBITDA to facilitate company-to-company operating performance comparisons by backing out potential differences caused by variations in capital structures (affecting interest expense), taxation and the age and book depreciation of facilities and equipment (affecting relative depreciation expense), which may vary for different companies for reasons unrelated to operating performance. In addition, we rely upon Direct Profit to analyze the performance of our segments, as it reflects all revenue and expenses directly attributable to our segments’ operations, including all corporate overhead expenses that are directly attributed to a segment and necessary to support its revenue, without regard to corporate overhead that is not directly attributable to a segment’s operations (such as expenses related to HR, finance, and accounting functions and expenses incurred in connection with an initial public offering). As a result, by removing these expenses, management can better analyze the factors that are, in fact, directly affecting the profitability of its core business segments at and within the segments. Further, while discretionary bonuses for members of management are not determined with reference to specific targets, our Board of Directors may consider Direct Profit, Adjusted EBITDA and Free Cash Flow when determining discretionary bonuses.

Contacts

Investor Relations
Townsquare Media, Inc.
Claire Yenicay, 203-900-5555
investors@townsquaremedia.com

Contacts

Investor Relations
Townsquare Media, Inc.
Claire Yenicay, 203-900-5555
investors@townsquaremedia.com