PR Newswire | Nov 12, 2020 06:46AM EST

11/12 05:45 CST

Urban One, Inc. Reports Third Quarter Results WASHINGTON, Nov. 12, 2020

WASHINGTON, Nov. 12, 2020 /PRNewswire/ -- Urban One, Inc. (NASDAQ: UONEK and UONE) today reported its results for the quarter ended September 30, 2020. Net revenue was approximately $91.9 million, a decrease of 17.2% from the same period in 2019. Broadcast and digital operating income1 was approximately $44.2 million, an increase of 1.3% from the same period in 2019. The Company reported operating income of approximately $4.0 million for the three months ended September 30, 2020, compared to operating income of approximately $31.1 million for the same period in 2019. Net loss was approximately $12.8 million or $0.29 per share (basic) compared to net income of approximately $5.4 million or $0.12 per share (basic) for the same period in 2019. Adjusted EBITDA2 was approximately $39.6 million for the three months ended September 30, 2020, compared to approximately $38.7 million for the same period in 2019.

Alfred C. Liggins, III, Urban One's CEO and President stated, "During the third quarter, we saw continued sequential improvements in radio revenues: compared to Q2 2020, our radio segment revenues were up 54.3%. This improvement will continue into fourth quarter, where same station radio division revenues are currently pacing down only mid-single digits compared to Q4 2019 including political advertising. Most remarkably, despite the ongoing impact of the Covid-19 pandemic, we were able to grow our Q3 2020 Adjusted EBITDA by 2.3% compared to Q3 2019 and by 61.3% compared to Q2 2020. This was largely driven by impressive performance in our TV, Digital and Reach Media divisions, all of which grew their Adjusted EBITDA by double digit percentages, or better, year-over-year. During this 2020 election cycle we have seen record-breaking political advertising revenues, in excess of $20 million across our entire platform of radio, digital and TV assets. I believe this reflects the increasing recognition of the importance of our audience, and the trusted platform we provide our clients to reach black America. This strong operating performance will push full year 2020 Adjusted EBITDA guidance into the $125-$130 million range, which will be a tremendous achievement given the economic impact of Covid-19, and is a testament to the dedication and talent of our staff. Our cash and liquidity position remains robust, with approximately $102.2 million of cash on hand at September 30th. We received strong support from lenders for our recent bond exchange offer, which extends the maturity of both our secured notes and unsecured term loan, thereby giving the Company more flexibility to opportunistically access capital markets during the course of 2021. As part of the exchange agreement we will also reduce our outstanding debt by $25 million. We expect year-end 2020 net leverage to be in the range of 6-1-6.3x, which is lower than where we began the year. We recently announced an exchange of radio assets with Entercom Communications Corp, which, combined with the sale of WFUN St. Louis to Gateway Creative Broadcasting for $8 million, will conservatively add over $1 million of pro-forma BCF. We will now have a formidable radio cluster in Charlotte, NC and I am very excited about our prospects in that market."

RESULTS OF OPERATIONS

Three Months Ended September 30, Nine Months Ended September 30,

2020 2019 2020 2019

STATEMENT OF OPERATIONS (unaudited) (unaudited)

(in thousands, except share data) (in thousands, except share data)

NET REVENUE $ 91,912 $ 111,055 $ 262,795 $ 331,075

OPERATING EXPENSES

Programming and technical, excluding stock-based compensation 24,202 31,037 75,684 93,779

Selling, general and administrative, excluding stock-based compensation 23,516 36,374 75,109 115,174

Corporate selling, general and administrative, excluding stock-based 7,893 8,053 23,365 26,245 compensation

Stock-based compensation 794 1,881 1,455 2,592

Depreciation and amortization 2,489 2,593 7,419 14,451

Impairment of long-lived assets 29,050 - 82,700 3,800

Total operating expenses 87,944 79,938 265,732 256,041

Operating income (loss) 3,968 31,117 (2,937) 75,034

INTEREST INCOME 178 45 212 131

INTEREST EXPENSE 18,243 20,239 55,776 61,647

OTHER INCOME, net (1,684) (1,299) (3,282) (4,669)

(Loss) income before (benefit from) provision for income taxes (12,413) 12,222 (55,219) 18,187 and noncontrolling interest in income of subsidiaries

(BENEFIT FROM) PROVISION FOR INCOME TAXES (136) 6,535 (21,526) 8,342

CONSOLIDATED NET (LOSS) INCOME (12,277) 5,687 (33,693) 9,845

NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS 495 328 846 999

CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS $ (12,772) $ 5,359 $ (34,539) $ 8,846

AMOUNTS ATTRIBUTABLE TO COMMON STOCKHOLDERS

CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS $ (12,772) $ 5,359 $ (34,539) $ 8,846

Weighted average shares outstanding - basic^3 44,175,385 44,315,077 44,738,635 44,912,673

Weighted average shares outstanding - diluted^4 44,175,385 46,118,702 44,738,635 46,965,245

Three Months Ended September 30, Nine Months Ended September 30,

2020 2019 2020 2019

PER SHARE DATA - basic and diluted: (unaudited) (unaudited) (unaudited) (unaudited)

(in thousands, except per share data) (in thousands, except per share data)

Consolidated net (loss) income attributable to common stockholders (basic) $ (0.29) $ 0.12 $ (0.77) $ 0.20

Consolidated net (loss) income attributable to common stockholders $ (0.29) $ 0.12 $ (0.77) $ 0.19(diluted)

SELECTED OTHER DATA

Broadcast and digital operating income ^1 $ 44,194 $ 43,644 $ 112,002 $ 122,122

Broadcast and digital operating income margin (% of net revenue) 48.1% 39.3% 42.6% 36.9%

Broadcast and digital operating income reconciliation:

Consolidated net (loss) income attributable to common stockholders $ (12,772) $ 5,359 $ (34,539) $ 8,846

Add back non-broadcast and digital operating income items included inconsolidated net(loss) income:

Interest income (178) (45) (212) (131)

Interest expense 18,243 20,239 55,776 61,647

(Benefit from) provision for income taxes (136) 6,535 (21,526) 8,342

Corporate selling, general and administrative expenses 7,893 8,053 23,365 26,245

Stock-based compensation 794 1,881 1,455 2,592

Other income, net (1,684) (1,299) (3,282) (4,669)

Depreciation and amortization 2,489 2,593 7,419 14,451

Noncontrolling interest in income of subsidiaries 495 328 846 999

Impairment of long-lived assets 29,050 - 82,700 3,800

Broadcast and digital operating income $ 44,194 $ 43,644 $ 112,002 $ 122,122

Adjusted EBITDA^2 $ 39,568 $ 38,671 $ 96,365 $ 106,017

Adjusted EBITDA reconciliation:

Consolidated net (loss) income attributable to common stockholders $ (12,772) $ 5,359 $ (34,539) $ 8,846

Interest income (178) (45) (212) (131)

Interest expense 18,243 20,239 55,776 61,647

(Benefit from) provision for income taxes (136) 6,535 (21,526) 8,342

Depreciation and amortization 2,489 2,593 7,419 14,451

EBITDA $ 7,646 $ 34,681 $ 6,918 $ 93,155

Stock-based compensation 794 1,881 1,455 2,592

Other income, net (1,684) (1,299) (3,282) (4,669)

Noncontrolling interest in income of subsidiaries 495 328 846 999

Employment Agreement Award, incentive plan award expenses and other 1,008 860 2,318 3,576compensation

Contingent consideration from acquisition 5 53 (1) 219

Severance-related costs 559 358 2,145 1,178

Cost method investment income from MGM National Harbor 1,695 1,809 3,266 5,167

Impairment of long-lived assets 29,050 - 82,700 3,800

Adjusted EBITDA $ 39,568 $ 38,671 $ 96,365 $ 106,017

September 30, 2020 December 31, 2019

(unaudited)

(in thousands)

SELECTED BALANCE SHEETDATA:

Cash and cash equivalents and $ 102,696 $ 33,546 restricted cash

Intangible assets, net 795,856 881,708

Total assets 1,210,537 1,249,919

Total debt (including current portion, net of 877,125 876,253 original issue discount and issuance costs)

Total liabilities 1,036,995 1,056,280

Total stockholders' 162,425 183,075 equity

Redeemable 11,117 10,564 noncontrolling interest

September 30, 2020 Applicable Interest Rate

(in thousands)

SELECTED LEVERAGE DATA:

2017 Credit Facility, net of original issue discount and issuance $ 313,923 5.00% costs of approximately $4.2 million (subject to variable rates) (a)

7.375% senior secured notes due April 2022, net of original issue discount and issuance 348,315 7.375% costs of approximately $1.7 million (fixed rate)

2018 Credit Facility, net of original issue discount and issuance 131,789 12.875% costs of approximately $2.9 million (fixed rate)

MGM National Harbor Loan, net of original issue discount and 55,598 11.00% issuance costs of approximately $1.7 million (fixed rate)

Asset-backed credit facility (subject to 27,500 2.40% variable rates) (a)

(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, 10-Q/A, 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.

Beginning in March 2020, the Company noted that the COVID-19 pandemic and the resulting government stay at home orders across the markets in which we operate were dramatically impacting certain of the Company's revenues. Most notably, a number of advertisers across significant advertising categories have reduced or ceased advertising spend due to the outbreak and stay at home orders which effectively shut many businesses down. This has been particularly true within our radio segment which derives substantial revenue from local advertisers who have been particularly hard hit due to social distancing and government interventions. Further, the COVID-19 outbreak has caused the postponement of our 2020 Tom Joyner Foundation Fantastic Voyage cruise and impaired ticket sales of other tent pole special events, some of which we had to cancel. We do not carry business interruption insurance to compensate us for losses that may occur as a result of any of these interruptions and continued impacts from the COVID-19 outbreak. Continued or future outbreaks and/or the speed at which businesses reopen (or reclose) in the markets in which we operate could have material impacts on our liquidity and/or operations including causing potential impairment of assets and of our financial results.

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,

2020 2019 $ Change % Change

(Unaudited)

(in thousands)

Net Revenue:

Radio Advertising $ 34,919 $ 50,813 $ (15,894) -31.3%

Political Advertising 4,324 300 4,024 1341.3%

Digital Advertising 8,121 8,171 (50) -0.6%

Cable Television 19,603 20,649 (1,046) -5.1%Advertising

Cable Television Affiliate 24,421 25,330 (909) -3.6%Fees

Event Revenues & Other 524 5,792 (5,268) -91.0%

Net Revenue (as reported) $ 91,912 $ 111,055 $ (19,143) -17.2%

Net revenue decreased to approximately $91.9 million for the quarter ended September 30, 2020, from approximately $111.1 million for the same period in 2019. The decrease in net revenue was due primarily to the COVID-19 pandemic which continued to weaken demand for advertising in general, impaired ticket sales and caused the postponement or cancellation of major tent pole special events. Net revenues from our radio broadcasting segment decreased 31.9% compared to the same period in 2019. Based on reports prepared by the independent accounting firm Miller, Kaplan, Arase & Co., LLP ("Miller Kaplan"), the markets we operate in (excluding Richmond and Raleigh, both of which no longer participate in Miller Kaplan) decreased 30.0% in total revenues. With the exception of our Philadelphia market, we experienced net revenue declines in all of our radio markets for the quarter, primarily due to lower advertising sales. We recognized approximately $44.7 million of revenue from our cable television segment during the three months ended September 30, 2020, compared to approximately $46.0 million for the same period in 2019 due to decreases in both advertising and affiliate sales. Net revenue from our Reach Media segment decreased approximately $3.2 million for the quarter ended September 30, 2020, compared to the same period in 2019 due primarily to the cancellation of special events. Finally, net revenues for our digital segment increased $281,000 for the three months ended September 30, 2020, compared to the same period in 2019.

Operating expenses, excluding depreciation and amortization, stock-based compensation and impairment of long-lived assets, decreased to approximately $55.6 million for the quarter ended September 30, 2020, down 26.3% from the approximately $75.5 million incurred for the comparable quarter in 2019. The overall operating expense decrease was driven by lower programming and technical expenses, lower selling, general and administrative expenses and lower corporate selling, general and administrative expenses across all of our divisions. Due to COVID-19, all special events scheduled to take place during the quarter were either cancelled or postponed to a later date, for a savings in special events expense of approximately $4.6 million.

During the quarter ended September 30, 2020, we saved approximately $6.8 million in employee compensation expense reductions through a combination of layoffs, furloughs and pay cuts. We have also incurred savings of approximately $1.0 million in reduced or delayed marketing spend, $2.6 million in lower programming content amortization, $1.6 million in contract labor, talent costs and consulting/professional fees and $1.4 million in reduced travel and office expenses. In addition, there were lower variable expenses such as commissions and rep fees, traffic acquisition costs and music license fees of approximately $1.8 million.

Depreciation and amortization expense decreased to approximately $2.5 million for the quarter ended September 30, 2020, compared to approximately $2.6 million for the same quarter in 2019.

Interest expense decreased to approximately $18.2 million for the quarter ended September 30, 2020, compared to approximately $20.2 million for the same period in 2019. The Company made cash interest payments of approximately $9.2 million on its outstanding debt for the quarter September 30, 2020, compared to cash interest payments of approximately $11.7 million on its outstanding debt for the quarter ended September 30, 2019. As of September 30, 2020, the Company had approximately $27.5 million in borrowings outstanding on its ABL Facility.

The impairment of long-lived assets for the three months ended September 30, 2020, was related to a non-cash impairment charge of approximately $10.0 million recorded to reduce the carrying value of our Atlanta and Indianapolis market goodwill balances and a charge of approximately $19.1 million associated with our Atlanta, Cincinnati, Dallas, Houston, Indianapolis, Philadelphia and Raleigh radio market broadcasting licenses.

During the three months ended September 30, 2020, the benefit from income taxes was $136,000 compared to the provision for income taxes approximately $6.5 million for the three months ended September 30, 2019. The decrease in the provision for income taxes was primarily due to the application of the actual effective tax rate for the year to date and a pre-tax loss of approximately $12.4 million during the quarter. 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%. The tax rate for the third quarter of 2019 is based on an estimated annual effective tax rate of 35.5%, and discrete tax provision adjustments of approximately $1.9 million primarily due to provision to return adjustments related to state apportionment. The tax provision resulted in an effective tax rate of 1.1% and 53.5% for the three months ended September 30, 2020 and 2019, respectively. The Company paid $509,000 and $458,000 in taxes for the quarters ended September 30, 2020 and 2019, respectively.

Other income, net, was approximately $1.7 million and approximately $1.3 million for the three months ended September 30, 2020 and 2019, respectively. We recognized other income in the amount of approximately $1.7 million and $1.8 million for the three months ended September 30, 2020 and 2019, respectively, related to our MGM investment. We recognized a loss of $509,000 for the three months ended September 30, 2019 related to the sale of its remaining Detroit station and translators.

The increase in noncontrolling interests in income of subsidiaries was due primarily to higher net income recognized by Reach Media during the three months ended September 30, 2020 compared to the three months ended September 30, 2019.

Other pertinent financial information includes capital expenditures of $526,000 and approximately $1.8 million for the quarters ended September 30, 2020 and 2019, respectively.

During the three months ended September 30, 2020, the Company did not repurchase any shares of Class A or Class D common stock. 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.

The Company, in connection with its prior 2009 stock option and restricted stock plan and its current 2019 Equity and Performance Incentive Plan (the "2019 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, 2020, the Company executed a Stock Vest Tax Repurchase of 3,195 shares of Class D Common Stock in the amount of $6,000. 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.

On August 18, 2020, the Company entered into an Open Market Sales Agreement with Jefferies LLC ("Jefferies") under which the Company may offer and sell, from time to time at its sole discretion, (the "Current ATM Program") shares of its Class A common stock, par value $0.001 per share (the "Class A Shares") up to an aggregate offering price of $25 million. Jefferies is acting as sales agent for the Current ATM Program. In August 2020, the Company issued 2,859,276 shares of its Class A Shares at a weighted average price of $5.39 for approximately $14.8 million of net proceeds after associated fees and expenses. While the Company still has Class A Shares available for issuance under the Current ATM Program, the Company may also enter into new additional ATM programs and issue additional common stock from time to time under those programs.

On October 2, 2020, a private offer to certain eligible noteholders to exchange (the "Exchange Offer") any and all of its outstanding $350.0 million aggregate principal amount of 7.375% Senior Secured Notes due 2022 (the "Existing Notes") for newly issued 8.75% Senior Secured Notes due 2022 (the "New Notes") commenced. As of the expiration date, October 30, 2020, an aggregate of $347.0 million principal amount of Existing Notes were validly tendered and not validly withdrawn. Eligible holders who validly tendered and did not validly withdraw their Existing Notes received the early participation payments and accrued and unpaid interest in cash on their Existing Notes accepted for exchange to, but not including, the Settlement Date for the Exchange Offer. In connection with the settlement of the Exchange Offer and Consent Solicitation, on November 9, 2020, the Company issued $347,016,000 aggregate principal amount of the New Notes.

Supplemental Financial Information:For comparative purposes, the following more detailed, unaudited statements of operations for the three and nine months ended September 30, 2020 and 2019 are included.

Three Months Ended September 30, 2020

(in thousands, unaudited)

Radio Reach Cable Corporate/

Consolidated Broadcasting Media Digital Television Eliminations

STATEMENT OFOPERATIONS:

NET REVENUE $ 91,912 $ 31,645 $ 7,751 $ 8,451 $ 44,746 $ (681)

OPERATING EXPENSES:

Programming and 24,202 8,128 2,758 2,340 11,343 (367) technical

Selling, general and 23,516 12,137 1,271 4,514 5,870 (276) administrative

Corporate selling, 7,893 - 603 6 1,207 6,077 general and administrative

Stock-based 794 103 - - - 691 compensation

Depreciation and 2,489 759 59 483 934 254 amortization

Impairment of long-lived 29,050 29,050 - - - - assets

Total operating 87,944 50,177 4,691 7,343 19,354 6,379 expenses

Operating 3,968 (18,532) 3,060 1,108 25,392 (7,060) income (loss)

INTEREST INCOME 178 - - - 178 -

INTEREST 18,243 - - 79 1,919 16,245 EXPENSE

OTHER INCOME, (1,684) - - - - (1,684) net

(Loss) income before (benefit from) provision for income taxes (12,413) (18,532) 3,060 1,029 23,651 (21,621) and noncontrolling interest in income of subsidiaries

(BENEFIT FROM) PROVISION FOR (136) (1,820) 746 - 5,931 (4,993) INCOME TAXES

CONSOLIDATED NET (LOSS) (12,277) (16,712) 2,314 1,029 17,720 (16,628) INCOME

NET INCOME ATTRIBUTABLE TO 495 - - - - 495 NONCONTROLLING INTERESTS

NET (LOSS) INCOME ATTRIBUTABLE TO $ (12,772) $ (16,712) $ 2,314 $ 1,029 $ 17,720 $ (17,123) COMMON STOCKHOLDERS

Adjusted EBITDA $ 39,568 $ 11,743 $ 3,221 $ 1,574 $ 26,360 $ (3,330) ^2

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 31,037 10,240 4,070 2,899 14,268 (440) technical

Selling, general and 36,374 19,274 4,411 4,619 8,177 (107) administrative

Corporate selling, 8,053 - 518 1 1,476 6,058 general and administrative

Stock-based 1,881 262 12 11 - 1,596 compensation

Depreciation and 2,593 791 60 474 953 315 amortization

Total operating 79,938 30,567 9,071 8,004 24,874 7,422 expenses

Operating 31,117 15,900 1,846 166 21,107 (7,902) income (loss)

INTEREST INCOME 45 - - - - 45

INTEREST 20,239 337 - - 1,919 17,983 EXPENSE

OTHER (INCOME) (1,299) 515 - - - (1,814) EXPENSE, net

Income (loss) before provision for (benefit from) income taxes 12,222 15,048 1,846 166 19,188 (24,026) and noncontrolling interest in income of subsidiaries

PROVISION FOR (BENEFIT FROM) 6,535 3,869 485 (13) 4,892 (2,698) INCOME TAXES

CONSOLIDATED NET INCOME 5,687 11,179 1,361 179 14,296 (21,328) (LOSS)

NET INCOME ATTRIBUTABLE TO 328 - - - - 328 NONCONTROLLING INTERESTS

NET INCOME (LOSS) ATTRIBUTABLE TO $ 5,359 $ 11,179 $ 1,361 $ 179 $ 14,296 $ (21,656) COMMON STOCKHOLDERS

Adjusted EBITDA $ 38,671 $ 17,116 $ 1,918 $ 710 $ 22,101 $ (3,174) ^2

Nine Months Ended September 30, 2020

(in thousands, unaudited)

Radio Reach Cable Corporate/

Consolidated Broadcasting Media Digital Television Eliminations

STATEMENT OFOPERATIONS:

NET REVENUE $ 262,795 $ 87,066 $ 20,709 $ 20,844 $ 136,003 $ (1,827)

OPERATING EXPENSES:

Programming and 75,684 25,604 9,144 7,902 34,163 (1,129) technical

Selling, general and 75,109 41,555 4,324 11,845 18,022 (637) administrative

Corporate selling, 23,365 - 1,941 25 3,587 17,812 general and administrative

Stock-based 1,455 214 59 6 - 1,176 compensation

Depreciation and 7,419 2,266 178 1,248 2,817 910 amortization

Impairment of long-lived 82,700 82,700 - - - - assets

Total operating 265,732 152,339 15,646 21,026 58,589 18,132 expenses

Operating (2,937) (65,273) 5,063 (182) 77,414 (19,959) (loss) income

INTEREST INCOME 212 - - - 178 34

INTEREST 55,776 3 - 238 5,756 49,779 EXPENSE

OTHER INCOME, (3,282) (1) - - - (3,281) net

(Loss) income before (benefit from) provision for income taxes (55,219) (65,275) 5,063 (420) 71,836 (66,423) and noncontrolling interest in income of subsidiaries

(BENEFIT FROM) PROVISION FOR (21,526) (11,693) 1,320 - 17,972 (29,125) INCOME TAXES

CONSOLIDATED NET (LOSS) (33,693) (53,582) 3,743 (420) 53,864 (37,298) INCOME

NET INCOME ATTRIBUTABLE TO 846 - - - - 846 NONCONTROLLING INTERESTS

NET (LOSS) INCOME ATTRIBUTABLE TO $ (34,539) $ (53,582) $ 3,743 $ (420) $ 53,864 $ (38,144) COMMON STOCKHOLDERS

Adjusted EBITDA $ 96,365 $ 21,307 $ 5,601 $ 1,283 $ 80,335 $ (12,161) ^2

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 93,779 31,131 12,150 8,438 43,417 (1,357) technical

Selling, general and 115,174 57,561 16,712 13,831 27,241 (171) administrative

Corporate selling, 26,245 - 2,062 2 4,617 19,564 general and administrative

Stock-based 2,592 450 31 39 9 2,063 compensation

Depreciation and 14,451 2,510 178 1,395 9,430 938 amortization

Impairment of long-lived 3,800 3,800 - - - - assets

Total operating 256,041 95,452 31,133 23,705 84,714 21,037 expenses

Operating 75,034 37,076 5,527 (425) 55,520 (22,664) income (loss)

INTEREST INCOME 131 - - - - 131

INTEREST 61,647 1,012 - - 5,757 54,878 EXPENSE

OTHER (INCOME) (4,669) 517 - - - (5,186) EXPENSE, net

Income (loss) before provision for (benefit from) income taxes 18,187 35,547 5,527 (425) 49,763 (72,225) and noncontrolling interest in income of subsidiaries

PROVISION FOR (BENEFIT FROM) 8,342 9,121 1,343 (10) 12,559 (14,671) INCOME TAXES

CONSOLIDATED NET INCOME 9,845 26,426 4,184 (415) 37,204 (57,554) (LOSS)

NET INCOME ATTRIBUTABLE TO 999 - - - - 999 NONCONTROLLING INTERESTS

NET INCOME (LOSS) ATTRIBUTABLE TO $ 8,846 $ 26,426 $ 4,184 $ (415) $ 37,204 $ (58,553) COMMON STOCKHOLDERS

Adjusted EBITDA $ 106,017 $ 44,301 $ 5,754 $ 1,459 $ 65,125 $ (10,622) ^2

Urban One, Inc. will hold a conference call to discuss its results for the third fiscal quarter of 2020. The conference call is scheduled for Thursday, November 12, 2020 at 10:00 a.m. EST. To participate on this call, U.S. callers may dial toll-free 1-877-226-8152; international callers may dial direct (+1) 234-720-6982. The Access Code is 163684.

A replay of the conference call will be available from 1:00 p.m. ESTNovember 12, 2020 until 12:00 a.m. ESTNovember 15, 2020. Callers may access the replay by calling 1-866-207-1041; international callers may dial direct (+1) 402-970-0847. The replay Access Code is 8586903.

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 of October 2020, Urban One currently owns and/or operates 61 broadcast stations (including all HD stations, translator stations and the low power television stations we operate) branded under the tradename "Radio One" in 14 urban markets in the United States. Through its controlling interest in Reach Media, Inc. (blackamericaweb.com), the Company also operates syndicated programming including 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, 2020 and 2019, Urban One had 44,175,385 and 44,315,077 shares of common stock outstanding on a weighted average basis (basic), respectively. For the nine months ended September 30, 2020 and 2019, Urban One had 44,738,635 and 44,912,673 shares of common stock outstanding on a weighted average basis (basic), respectively.

4 For the three months ended September 30, 2020 and 2019, Urban One had 44,175,385 and 46,118,702 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively. For the nine months ended September 30, 2020 and 2019, Urban One had 44,738,635 and 46,965,245 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively.

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SOURCE Urban One, Inc.