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Urban One, Inc. Reports Third Quarter Results

WASHINGTON, Nov. 7, 2019 /PRNewswire/ -- Urban One, Inc. (NASDAQ:UONEK and UONE) today reported its results for the quarter ended September 30, 2019.  Net revenue was approximately $111.1 million, an increase of 0.3% from the same period in 2018. Broadcast and digital operating income1 was approximately $44.8 million, an increase of 3.2% from the same period in 2018. The Company reported operating income of approximately $32.5 million for the three months ended September 30, 2019, compared to approximately $32.1 million for the same period in 2018. Net income was approximately $5.4 million or $0.12 per share (basic) compared to net income of approximately $23.0 million or $0.51 per share (basic) for the same period in 2018. Adjusted EBITDA2 was approximately $40.0 million for the three months ended September 30, 2019, compared to approximately $37.8 million for the same period in 2018.

(PRNewsfoto/Urban One, Inc.)

Alfred C. Liggins, III, Urban One's CEO and President stated, "During the third quarter we completed the sale of WDMK to Beasley Broadcasting, as a result of which our cash position improved and net leverage was reduced. On a same station basis, our third quarter radio revenues were up 4.2%, and I was pleased that we were able to grow the Radio Broadcasting segment Adjusted EBITDA by 6.6%. Same station core radio revenues, excluding political, are currently pacing down low single digits for the fourth quarter. Cable Television advertising was robust in the quarter, up 7.8%. While digital revenues decreased by 6.4%, we were able to post significant Adjusted EBITDA growth in that segment as a result of improved cost control. Overall, we were able to grow Adjusted EBITDA by 5.8% for the quarter, and I believe we are well positioned to achieve our strategic goals for the year, with Adjusted EBITDA in the range of $138-$140 million."

RESULTS OF OPERATIONS



















Three Months Ended September 30,


Nine Months Ended September 30, 



2019


2018


2019


2018

STATEMENT OF OPERATIONS

(unaudited)


(unaudited)



(in thousands, except share data)


(in thousands, except share data)











NET REVENUE

$                           111,055


$                         110,730


$                  331,075


$                        325,557


OPERATING EXPENSES









Programming and technical, excluding stock-based compensation

30,389


30,952


91,816


93,474


Selling, general and administrative, excluding stock-based compensation

35,862


36,364


113,620


111,831


Corporate selling, general and administrative, excluding stock-based
compensation

7,863


1,846


25,666


20,963


Stock-based compensation

1,881


1,134


2,592


3,635


Depreciation and amortization 

2,593


8,333


14,451


24,869


Impairment of long-lived assets

-


-


3,800


6,556


Total operating expenses 

78,588


78,629


251,945


261,328


             Operating income

32,467


32,101


79,130


64,229


INTEREST INCOME

45


33


131


194


INTEREST EXPENSE

21,589


18,987


65,743


57,423


GAIN ON RETIREMENT OF DEBT

-


(120)


-


(985)


OTHER INCOME, net

(1,299)


(1,935)


(4,669)


(5,850)


Income before provision for (benefit from) income taxes and
noncontrolling interest in income of subsidiaries 

12,222


15,202


18,187


13,835


PROVISION FOR (BENEFIT FROM) INCOME TAXES

6,535


(8,173)


11,901


(10,914)


CONSOLIDATED NET INCOME

5,687


23,375


6,286


24,749


NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS

328


331


999


670


CONSOLIDATED NET INCOME ATTRIBUTABLE TO COMMON
STOCKHOLDERS

$                               5,359


$                           23,044


$                      5,287


$                          24,079











AMOUNTS ATTRIBUTABLE TO COMMON STOCKHOLDERS









CONSOLIDATED NET INCOME ATTRIBUTABLE TO COMMON
STOCKHOLDERS

$                               5,359


$                           23,044


$                      5,287


$                          24,079











Weighted average shares outstanding - basic3

44,315,077


45,128,341


44,912,673


45,946,820


Weighted average shares outstanding - diluted4

46,118,702


47,462,358


46,965,245


48,376,362

 


Three Months Ended September 30, 


Nine Months Ended September 30, 


2019


2018


2019


2018

PER SHARE DATA - basic and diluted:

(unaudited)


(unaudited)


(unaudited)


(unaudited)


(in thousands, except per share data)


(in thousands, except per share data)









    Consolidated net income attributable to common stockholders (basic)

$                          0.12


$                        0.51


$                      0.12


$                          0.52









    Consolidated net income attributable to common stockholders (diluted)

$                          0.12


$                        0.49


$                      0.11


$                          0.50









SELECTED OTHER DATA








Broadcast and digital operating income 1

$                      44,804


$                    43,414


$                125,639


$                    120,252

Broadcast and digital operating income margin (% of net revenue)

40.3%


39.2%


37.9%


36.9%









Broadcast and digital operating income reconciliation:
















    Consolidated net income attributable to common stockholders

$                        5,359


$                    23,044


$                    5,287


$                      24,079

    Add back non-broadcast and digital operating income items included in consolidated net
income:








Interest income

(45)


(33)


(131)


(194)

Interest expense

21,589


18,987


65,743


57,423

Provision for (benefit from) income taxes

6,535


(8,173)


11,901


(10,914)

Corporate selling, general and administrative expenses

7,863


1,846


25,666


20,963

Stock-based compensation

1,881


1,134


2,592


3,635

Gain on retirement of debt

-


(120)


-


(985)

Other income, net

(1,299)


(1,935)


(4,669)


(5,850)

Depreciation and amortization

2,593


8,333


14,451


24,869

Noncontrolling interest in income of subsidiaries

328


331


999


670

Impairment of long-lived assets

-


-


3,800


6,556

Broadcast and digital operating income

$                      44,804


$                    43,414


$                125,639


$                    120,252









Adjusted EBITDA2

$                      40,021


$                    37,811


$                110,113


$                    105,287









Adjusted EBITDA reconciliation:
















    Consolidated net income attributable to common stockholders:

$                        5,359


$                    23,044


$                    5,287


$                      24,079

 Interest income

(45)


(33)


(131)


(194)

 Interest expense

21,589


18,987


65,743


57,423

 Provision for (benefit from) income taxes

6,535


(8,173)


11,901


(10,914)

 Depreciation and amortization

2,593


8,333


14,451


24,869

 EBITDA

$                      36,031


$                    42,158


$                  97,251


$                      95,263

 Stock-based compensation

1,881


1,134


2,592


3,635

 Gain on retirement of debt

-


(120)


-


(985)

 Other income, net

(1,299)


(1,935)


(4,669)


(5,850)

 Noncontrolling interest in income of subsidiaries

328


331


999


670

 Employment Agreement Award, incentive plan award expenses and other compensation

860


(6,355)


3,576


(2,481)

 Contingent consideration from acquisition

53


265


219


1,715

 Severance-related costs

358


622


1,178


1,621

 Cost method investment income from MGM National Harbor

1,809


1,711


5,167


5,143

 Impairment of long-lived assets

-


-


3,800


6,556

 Adjusted EBITDA

$                      40,021


$                    37,811


$                110,113


$                    105,287

 


September 30, 2019


December 31, 2018

(unaudited) 





(in thousands)

SELECTED BALANCE SHEET DATA:



Cash and cash equivalents and restricted cash

$                    31,903


$                   15,890


Intangible assets, net

889,724


916,824


Total assets

1,261,501


1,237,409


Total debt (including current portion, net of original issue discount and issuance costs)

879,170


912,463


Total liabilities

1,062,573


1,048,477


Total stockholders' equity

189,681


178,700


Redeemable noncontrolling interest

9,247


10,232








September 30, 2019


Applicable Interest
Rate


(in thousands)



SELECTED LEVERAGE DATA:



2017 Credit Facility, net of original issue discount and issuance costs of approximately
$6.1 million (subject to variable rates) (a)

$                  315,739


6.12%


7.375% senior secured notes due April 2022, net of original issue discount and issuance
costs of approximately $2.9 million (fixed rate)

347,351


7.375%


2018 Credit Facility, net of original issue discount and issuance costs of approximately
$4.2 million (fixed rate)

166,755


12.875%


MGM National Harbor Loan, net of original issue discount and issuance costs of
approximately $2.4 million (fixed rate)

49,325


11.00%


Asset-backed credit facility (subject to variable rates) (a)

-


0.00%







(a)  Subject to variable Libor or Prime plus a spread that is incorporated into the applicable interest rate set forth above.

Cautionary Note Regarding Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements represent management's current expectations and are based upon information available to Urban One at the time of this release. These forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond Urban One's control, that may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements.  Important factors that could cause actual results to differ materially are described in Urban One's reports on Forms 10-K, 10-Q, 8-K and other filings with the Securities and Exchange Commission (the "SEC"). Urban One does not undertake any duty to update any forward-looking statements.

Net revenue consists of gross revenue, net of local and national agency and outside sales representative commissions. Agency and outside sales representative commissions are calculated based on a stated percentage applied to gross billing.



Three Months Ended September 30,










2019


2018


$ Change



% Change



  (Unaudited)









(in thousands)







Net Revenue:














Radio Advertising


$

50,813


$

51,293


$

(480)



-0.9%


Political Advertising



300



917



(617)



-67.3%


Digital Advertising



8,171



8,734



(563)



-6.4%


Cable Television Advertising



20,649



19,157



1,492



7.8%


Cable Television Affiliate Fees



25,330



26,244



(914)



-3.5%


Event Revenues & Other



5,792



4,385



1,407



32.1%
















Net Revenue (as reported)


$

111,055


$

110,730


$

325



0.3%


Net revenue increased to approximately $111.1 million for the quarter ended September 30, 2019, from approximately $110.7 million for the same period in 2018. Net revenues from our radio broadcasting segment increased 1.1% compared to the same period in 2018. We experienced net revenue declines most significantly in our Detroit and Indianapolis markets, with our Atlanta, Baltimore, Charlotte, Raleigh, St. Louis, and Washington DC markets experiencing the most significant growth for the quarter. As previously announced, we sold our Detroit WDMK-FM station as of August 31, 2019 and we sold our Detroit WPZR-FM station as of August 8, 2018. We recognized approximately $46.0 million of revenue from our cable television segment during the three months ended September 30, 2019, compared to approximately $45.4 million for the same period in 2018, with an increase primarily in advertising sales, which was partially offset by a decline in affiliate sales. Net revenue from our Reach Media segment increased marginally for the quarter ended September 30, 2019, compared to the same period in 2018. The Tom Joyner One More Time Experience, a multi-city tour event for 2019 added revenue for the quarter. Finally, net revenues for our digital segment decreased 6.6% for the three months ended September 30, 2019, compared to the same period in 2018, primarily due to decreases in direct revenues.

Operating expenses, excluding depreciation and amortization, stock-based compensation and impairment of long-lived assets, increased to approximately $74.1 million for the quarter ended September 30, 2019, up 7.2% from the approximately $69.2 million incurred for the comparable quarter in 2018. The overall operating expense increase was driven primarily by higher corporate selling, general and administrative expenses, which was partially offset by lower programming and technical expenses as well as lower selling, general and administrative expenses.  The increase in corporate expenses was primarily due to a change in methodology used in calculating the fair value of the Company's Employment Agreement Award liability. The revised methodology resulted in a one-time reduction of approximately $6.6 million during the quarter ended September 30, 2018 to reflect this change in estimate.

Depreciation and amortization expense decreased to approximately $2.6 million for the quarter ended September 30, 2019, compared to approximately $8.3 million for the quarter ended September 30, 2018. The decrease in expense is due to the mix of assets approaching or near the end of their useful lives, most notably the Company's affiliate agreements.

Interest expense increased to approximately $21.6 million for the quarter ended September 30, 2019, compared to approximately $19.0 million for the same period in 2018. During the quarter ended September 30, 2019, the Company recorded interest expense of approximately $1.3 million on its operating leases as a result of adopting ASC 842 on January 1, 2019. The Company made cash interest payments of approximately $11.7 million on its outstanding debt for the quarter September 30, 2019, compared to cash interest payments of approximately $17.5 million on its outstanding debt for the quarter ended September 30, 2018. On December 20, 2018, the Company closed on a new $192.0 million unsecured credit facility (the "2018 Credit Facility") and a new $50.0 million loan secured by its interest in the MGM National Harbor Casino (the "MGM National Harbor Loan"). As of September 30, 2019, the Company did not have any borrowings outstanding on its ABL Facility.

The gain on retirement of debt of $120,000 for the quarter ended September 30, 2018, was due to the redemption of approximately $5.0 million of our 2020 Notes at a discount.

The increase in stock-based compensation for the three months ended September 30, 2019, compared to the same period in 2018, is primarily due to grants and vesting of stock awards for certain executive officers and other management personnel.

For the three months ended September 30, 2019, we recorded a provision for income taxes of approximately $6.5 million on pre-tax income from continuing operations of approximately $12.2 million, which results in a tax rate of 53.5%.  This tax rate is based on an estimated annual effective tax rate of 35.5%, and discrete tax provision adjustments of approximately $1.9 million related to provision to return adjustments and legislative changes.  For the three months ended September 30, 2018, we recorded a benefit from income taxes of approximately $8.2 million on pre-tax income from continuing operations of approximately $15.2 million, which resulted in an effective tax rate of (53.8)%. This tax rate is based on an estimated annual effective tax rate of (66.1)% and discrete tax provision adjustments of approximately $2.3 million related to state rate and legislative changes. The Company received a net tax refund of $16,000 and paid $48,000 in taxes for the quarters ended September 30, 2019 and 2018, respectively.

Other income, net, was approximately $1.3 million and $1.9 million for the quarters ended September 30, 2019 and 2018, respectively. For the three months ended September 30, 2019 and 2018, the Company recognized approximately $1.8 million and $1.7 million, respectively, of cost method investment income from its MGM investment.

The decrease in noncontrolling interests in income of subsidiaries was due primarily to lower net income recognized by Reach Media during the three months ended September 30, 2019, compared to the same period in 2018.

Other pertinent financial information includes capital expenditures of approximately $1.8 million and $1.6 million for the quarters ended September 30, 2019 and 2018, respectively. 

During the three months ended September 30, 2019, the Company repurchased 6,345 shares of Class A common stock in the amount of $14,000 and repurchased 448,742 shares of Class D common stock in the amount of $975,000. During the three months ended September 30, 2018, the Company repurchased 3,928 shares of Class A common stock in the amount of $9,000 and repurchased 702,282 shares of Class D common stock in the amount of approximately $1.5 million.

The Company, in connection with its 2009 stock plan, is authorized to purchase shares of Class D common stock to satisfy employee tax obligations in connection with the vesting of share grants under the plan. During the three months ended September 30, 2019, the Company executed a Stock Vest Tax Repurchase of 13,264 shares of Class D Common Stock in the amount of $25,000. During the three months ended September 30, 2018, the Company executed a Stock Vest Tax Repurchase of 20,787 shares of Class D Common Stock in the amount of $44,000.

Supplemental Financial Information:

For comparative purposes, the following more detailed, unaudited statements of operations for the three and nine months ended September 30, 2019 and 2018 are included.






Three Months Ended September 30, 2019






(in thousands, unaudited)








































Radio  


Reach




Cable


Corporate/






Consolidated

Broadcasting

Media


Digital

Television

Eliminations







STATEMENT OF OPERATIONS:






























NET REVENUE

$

111,055

$

46,467


$

10,917


$

8,170


$

45,981


$

(480)


OPERATING EXPENSES:














Programming and technical 


30,389


9,707


4,070


2,899


14,153


(440)


Selling, general and administrative


35,862


18,960


4,411


4,549


8,048


(106)


Corporate selling, general and administrative


7,863


-


443


1


1,476


5,943


Stock-based compensation


1,881


262


12


11


-


1,596


Depreciation and amortization


2,593


791


60


474


953


315


Total operating expenses


78,588


29,720


8,996


7,934


24,630


7,308


           Operating income (loss) 


32,467


16,747


1,921


236


21,351


(7,788)


INTEREST INCOME


45


-


-


-


-


45


INTEREST EXPENSE


21,589


1,184


75


69


2,163


18,098


OTHER (INCOME) EXPENSE, net


(1,299)


515


-


-


-


(1,814)


Income (loss) before provision for (benefit from) income taxes and
noncontrolling interest in income of subsidiaries 


12,222


15,048


1,846


167


19,188


(24,027)


PROVISION FOR (BENEFIT FROM) INCOME TAXES


6,535


3,869


485


(13)


4,892


(2,698)


CONSOLIDATED NET INCOME (LOSS) 


5,687


11,179


1,361


180


14,296


(21,329)


NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS


328


-


-


-


-


328


NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS

$

5,359

$

11,179

$

1,361

$

180

$

14,296

$

(21,657)


















Adjusted EBITDA2

$

40,021

$

17,963

$

1,993

$

780

$

22,345

$

(3,060)

 






Three Months Ended September 30, 2018






(in thousands, unaudited)








































Radio  


Reach




Cable


Corporate/






Consolidated

Broadcasting

Media


Digital

Television

Eliminations







STATEMENT OF OPERATIONS:






























NET REVENUE

$

110,730

$

45,958

$

10,822

$

8,749

$

45,401

$

(200)


OPERATING EXPENSES:














Programming and technical 


30,952


10,327


4,266


3,423


13,056


(120)


Selling, general and administrative


36,364


18,880


3,607


5,928


8,028


(79)


Corporate selling, general and administrative


1,846


-


855


-


1,704


(713)


Stock-based compensation


1,134


166


12


12


7


937


Depreciation and amortization


8,333


872


63


482


6,577


339


Total operating expenses


78,629


30,245


8,803


9,845


29,372


364


           Operating income (loss) 


32,101


15,713


2,019


(1,096)


16,029


(564)


INTEREST INCOME


33


-


-


-


-


33


INTEREST EXPENSE


18,987


337


-


-


1,919


16,731


GAIN ON RETIREMENT OF DEBT


(120)


-


-


-


-


(120)


OTHER INCOME, net


(1,935)


(204)


-


-


(2)


(1,729)


Income (loss) before (benefit from) provision for income taxes and
noncontrolling interest in income of subsidiaries 


15,202


15,580


2,019


(1,096)


14,112


(15,413)


(BENEFIT FROM) PROVISION FOR INCOME TAXES


(8,173)


3,586


458


117


3,534


(15,868)


CONSOLIDATED NET INCOME (LOSS) 


23,375


11,994


1,561


(1,213)


10,578


455


NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS


331


-


-


-


-


331


NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS

$

23,044

$

11,994

$

1,561

$

(1,213)

$

10,578

$

124


















Adjusted EBITDA2

$

37,811

$

16,854

$

2,107

$

(110)

$

22,935

$

(3,975)

 






Nine Months Ended September 30, 2019






(in thousands, unaudited)








































Radio  


Reach




Cable


Corporate/






Consolidated

Broadcasting

Media


Digital

Television

Eliminations







STATEMENT OF OPERATIONS:






























NET REVENUE

$

331,075

$

132,528


$

36,660


$

23,280


$

140,234


$

(1,627)


OPERATING EXPENSES:














Programming and technical 


91,816


29,527


12,150


8,438


43,058


(1,357)


Selling, general and administrative


113,620


56,603


16,712


13,620


26,856


(171)


Corporate selling, general and administrative


25,666


-


1,834


2


4,617


19,213


Stock-based compensation


2,592


450


31


39


9


2,063


Depreciation and amortization


14,451


2,510


178


1,395


9,430


938


Impairment of long-lived assets


3,800


3,800


-


-


-


-


Total operating expenses


251,945


92,890


30,905


23,494


83,970


20,686


           Operating income (loss) 


79,130


39,638


5,755


(214)


56,264


(22,313)


INTEREST INCOME


131


-


-


-


-


131


INTEREST EXPENSE


65,743


3,574


229


211


6,500


55,229


OTHER (INCOME) EXPENSE, net


(4,669)


517


-


-


-


(5,186)


Income (loss) before provision for (benefit from) income taxes and
noncontrolling interest in income of subsidiaries 


18,187


35,547


5,526


(425)


49,764


(72,225)


PROVISION FOR (BENEFIT FROM) INCOME TAXES


11,901


9,121


1,343


(10)


12,559


(11,112)


CONSOLIDATED NET INCOME (LOSS) 


6,286


26,426


4,183


(415)


37,205


(61,113)


NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS


999


-


-


-


-


999


NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS

$

5,287

$

26,426

$

4,183

$

(415)

$

37,205

$

(62,112)


















Adjusted EBITDA2

$

110,113

$

46,863

$

5,982

$

1,670

$

65,869

$

(10,271)

 






Nine Months Ended September 30, 2018






(in thousands, unaudited)








































Radio  


Reach




Cable


Corporate/






Consolidated

Broadcasting


Media


Digital

Television

Eliminations







STATEMENT OF OPERATIONS:






























NET REVENUE

$

325,557

$

131,924

$

33,721

$

23,454

$

138,414

$

(1,956)


OPERATING EXPENSES:














Programming and technical 


93,474


29,839


12,801


10,256


40,962


(384)


Selling, general and administrative


111,831


55,272


14,462


18,485


25,201


(1,589)


Corporate selling, general and administrative


20,963


-


2,396


5


5,900


12,662


Stock-based compensation


3,635


477


41


84


9


3,024


Depreciation and amortization


24,869


2,590


189


1,435


19,690


965


Impairment of long-lived assets


6,556


6,556


-


-


-


-


Total operating expenses


261,328


94,734


29,889


30,265


91,762


14,678


           Operating income (loss) 


64,229


37,190


3,832


(6,811)


46,652


(16,634)


INTEREST INCOME


194


-


-


-


-


194


INTEREST EXPENSE


57,423


1,026


-


-


5,756


50,641


GAIN ON RETIREMENT OF DEBT


(985)


-


-


-


-


(985)


OTHER INCOME, net


(5,850)


(642)


-


-


(2)


(5,206)


Income (loss) before (benefit from) provision for income taxes and
noncontrolling interest in income of subsidiaries 


13,835


36,806


3,832


(6,811)


40,898


(60,890)


(BENEFIT FROM) PROVISION FOR INCOME TAXES


(10,914)


8,749


940


(630)


10,141


(30,114)


CONSOLIDATED NET INCOME (LOSS) 


24,749


28,057


2,892


(6,181)


30,757


(30,776)


NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS


670


-


-


-


-


670


NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS

$

24,079

$

28,057

$

2,892

$

(6,181)

$

30,757

$

(31,446)


















Adjusted EBITDA2

$

105,287

$

47,279

$

4,075

$

(3,242)

$

67,857

$

(10,682)

Urban One, Inc. will hold a conference call to discuss its results for the third fiscal quarter of 2019. The conference call is scheduled for Thursday, November 07, 2019 at 10:00 a.m. EST. To participate on this call, U.S. callers may dial toll-free 1-800-230-1096; international callers may dial direct (+1) 612-288-0337.

A replay of the conference call will be available from 12:00 p.m. EST November 07, 2019 until 11:59 p.m. EST November 14, 2019. Callers may access the replay by calling 1-800-475-6701; international callers may dial direct (+1) 320-365-3844. The replay Access Code is 472686. 

Access to live audio and a replay of the conference call will also be available on Urban One's corporate website at www.urban1.com. The replay will be made available on the website for seven days after the call.

Urban One, Inc. (urban1.com), together with its subsidiaries, is the largest diversified media company that primarily targets Black Americans and urban consumers in the United States. The Company owns TV One, LLC (tvone.tv), a television network serving more than 59 million households, offering a broad range of original programming, classic series and movies designed to entertain, inform and inspire a diverse audience of adult Black viewers. As one of the nation's largest radio broadcasting companies, Urban One currently owns and/or operates 58 broadcast stations (including all HD stations, translator stations and the low power television station we operate) branded under the tradename "Radio One" in 15 urban markets in the United States. Through its controlling interest in Reach Media, Inc. (blackamericaweb.com), the Company also operates syndicated programming including the Tom Joyner Morning Show, the Rickey Smiley Morning Show, the Russ Parr Morning Show and the DL Hughley Show. In addition to its radio and television broadcast assets, Urban One owns iOne Digital (ionedigital.com), our wholly owned digital platform serving the African-American community through social content, news, information, and entertainment websites, including its Cassius, Bossip, HipHopWired and MadameNoire digital platforms and brands. We also have invested in a minority ownership interest in MGM National Harbor, a gaming resort located in Prince George's County, Maryland. Through our national multi-media operations, we provide advertisers with a unique and powerful delivery mechanism to the African-American and urban audiences.

Notes:

1              "Broadcast and digital operating income" consists of net (loss) income before depreciation and amortization, corporate selling, general and administrative expenses, stock-based compensation, income taxes, noncontrolling interest in income (loss) of subsidiaries, interest expense, impairment of long-lived assets, other (income) expense, loss (gain) on retirement of debt, gain on sale-leaseback and interest income. Broadcast and digital operating income is not a measure of financial performance under generally accepted accounting principles. Nevertheless, broadcast and digital operating income is a significant measure used by our management to evaluate the operating performance of our core operating segments because broadcast and digital operating income provides helpful information about our results of operations apart from expenses associated with our fixed assets and long-lived intangible assets, income taxes, investments, debt financings and retirements, overhead, stock-based compensation, impairment charges, and asset sales. Our measure of broadcast and digital operating income is similar to industry use of station operating income; however, it reflects our more diverse business and therefore is not completely analogous to "station operating income" or other similarly titled measures used by other companies. Broadcast and digital operating income does not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as an alternative to those measurements as an indicator of our performance. A reconciliation of net income (loss) to broadcast and digital operating income has been provided in this release.

2              "Adjusted EBITDA" consists of net loss plus (1) depreciation, amortization, income taxes, interest expense, noncontrolling interest in (loss) income of subsidiaries, impairment of long-lived assets, stock-based compensation, (gain) loss on retirement of debt, gain on sale-leaseback, Employment Agreement and incentive plan award expenses and other compensation, contingent consideration from acquisition, severance-related costs, cost investment income, less (2) other income and interest income. Net income before interest income, interest expense, income taxes, depreciation and amortization is commonly referred to in our business as "EBITDA." Adjusted EBITDA and EBITDA are not measures of financial performance under generally accepted accounting principles. However, we believe Adjusted EBITDA is often a useful measure of a company's operating performance and is a significant measure used by our management to evaluate the operating performance of our business because Adjusted EBITDA excludes charges for depreciation, amortization and interest expense that have resulted from our acquisitions and debt financing, our taxes, impairment charges, and gain on retirements of debt. Accordingly, we believe that Adjusted EBITDA provides useful information about the operating performance of our business, apart from the expenses associated with our fixed assets and long-lived intangible assets or capital structure. EBITDA is frequently used as one of the measures for comparing businesses in the broadcasting industry, although our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies, including, but not limited to the fact that our definition includes the results of all four segments (radio broadcasting, Reach Media, digital and cable television). Adjusted EBITDA and EBITDA do not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as alternatives to those measurements as an indicator of our performance. A reconciliation of net income (loss) to EBITDA and Adjusted EBITDA has been provided in this release.

3              For the three months ended September 30, 2019 and 2018, Urban One had 44,315,077 and 45,128,341 shares of common stock outstanding on a weighted average basis (basic), respectively. For the nine months ended September 30, 2019 and 2018, Urban One had 44,912,673 and 45,946,820 shares of common stock outstanding on a weighted average basis (basic), respectively. 

4              For the three months ended September 30, 2019 and 2018, Urban One had 46,118,702 and 47,462,358 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively. For the nine months ended September 30, 2019 and 2018, Urban One had 46,965,245 and 48,376,362 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively. 

 

Cision

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