iHeartMedia, Inc.
For the period ended Sep 30, 2026. Filed Nov 9, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 9, 2026
IHRT$1.770.0%Stored close · as of Nov 9, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-10.
0001628280-26-055252
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-09.
0001628280-26-072149
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 164 previous paragraphs and 198 current paragraphs.
98 unchanged; 54 reworded; 46 added; 11 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 11 previous and 13 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (46)
Current report
We perform our annual impairment test on our goodwill and indefinite-lived Federal Communications Commission ("FCC") licenses as of July 1 of each year.
Current report
As a result of our annual impairment testing as of July 1, 2026, we recognized a non-cash impairment charge of $16.0 million on our FCC licenses, primarily reflecting declines in the estimated fair values in certain markets under the market approach, driven by recent radio station transactions at values below historical levels.
Current report
No goodwill impairment was recorded as a result of our July 1, 2026 annual impairment testing, as the estimated fair values of our reporting units exceeded the carrying values of the reporting units’ net assets, including goodwill. For a discussion of the key estimates and assumptions used in our impairment testing, see the "Critical Accounting Estimates" section below.
Current report
While we believe we have made reasonable estimates and utilized reasonable assumptions to calculate the fair values of our indefinite-lived FCC licenses and reporting units, it is possible a material change could occur to the estimated fair value of these assets as a result of the uncertainty regarding the impact of current market conditions, as well as the timing of any recovery. If our actual results are not consistent with our estimates, we could be exposed to future impairment losses that could be material to our results of operations.
Current report
•Multiplatform Group Revenue decreased $28.8 million, or 4.9%, and Segment Adjusted EBITDA decreased $51.2 million, or 42.9%, compared to the prior year's third quarter, respectively.
Current report
•Digital Audio Group Revenue increased $47.0 million, or 13.8%, and Segment Adjusted EBITDA decreased $3.0 million, or 2.3%, compared to the prior year's third quarter, respectively.
Current report
•Operating income of $73.0 million improved $189.3 million from Operating loss of $116.3 million in the prior year’s third quarter. The improvement was primarily the result of the higher non-cash impairment charge on our FCC licenses recorded in the prior year's third quarter.
Current report
•Net loss of $8.2 million improved $57.6 million from a net loss of $65.8 million in the prior year's third quarter.
Current report
•Adjusted EBITDA(1) of $170.5 million decreased $34.3 million from $204.8 million in the prior year's third quarter.
Current report
•Free cash flow(2) of $(10.4) million improved from $(32.8) million in the prior year's third quarter.
Current report
Consolidated SG&A expenses increased $31.5 million, or 7.6% during the three months ended September 30, 2026, compared to the same period of 2025 primarily driven by a $48.9 million increase in non-cash trade and barter expense mostly related to previously executed strategic marketing agreements as the related benefits are utilized, partially offset by a decrease in share-based compensation expense, primarily related to cash-settled awards remeasured for changes in our stock price, and a decrease in bonus expense based on financial results.
Current report
Impairment Charges
Current report
During the three and nine months ended September 30, 2026, we recorded non-cash impairment charges of $18.6 million, primarily to reduce the carrying values of our indefinite-lived FCC licenses to their estimated fair values during the third quarter of 2026, as discussed above. No impairment related to our goodwill was recorded during the three and nine months ended September 30, 2026. See Note 4, Property, Plant and Equipment, Intangible Assets and Goodwill to our consolidated financial statements for additional information.
Current report
During the three and nine months ended September 30, 2025, we recorded non-cash impairment charges of $208.5 million and $213.9 million, respectively, primarily to reduce the carrying values of our indefinite-lived FCC licenses to their estimated fair values during the third quarter of 2025. No impairment related to our goodwill was recorded during the three and nine months ended September 30, 2025.
Current report
Income Tax Benefit
Current report
Net loss attributable to the Company improved $57.5 million to net loss of $8.8 million during the three months ended September 30, 2026 from a net loss of $66.3 million during the three months ended September 30, 2025, and improved $244.6 million to a net loss of $186.4 million during the nine months ended September 30, 2026 from a net loss of $431.0 million during the nine months ended September 30, 2025. The improvements were primarily due to the decrease in non-cash impairment charges.
Current report
Operating expenses were in line with the prior year period.
Current report
Share-Based Compensation Benefit (Expense)
Current report
In connection with Amendment No. 2, we incurred approximately $6.2 million in transaction costs, which were deferred and are being amortized on a straight-line basis over the remaining term of the facility. We also recognized a loss on extinguishment of debt of approximately $0.4 million related to the write-off of unamortized debt issuance costs associated with lenders that exited the facility.
Current report
(1)On August 7, 2026, the ABL Credit Agreement was amended pursuant to Amendment No. 2 to, among other things, extend the maturity from May 17, 2027 to January 30, 2029. For more information about the ABL Facility, refer to Note 5, Long-Term Debt.
Current report
We perform our annual impairment test on goodwill and indefinite-lived intangible assets as of July 1 of each year.
Current report
Indefinite-lived Intangible Assets
Current report
Indefinite-lived intangible assets, such as our FCC licenses, are reviewed for impairment using a combination of the direct and market valuation methods. Under the direct valuation method, the estimated fair value of the indefinite-lived intangible assets was calculated at the market level as prescribed by ASC 350-30-35. Under the direct valuation method, it is assumed that rather than acquiring indefinite-lived intangible assets as a part of a going concern business, the buyer hypothetically obtains indefinite-lived intangible assets and builds a new operation with similar attributes from scratch. Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value. Initial capital costs are deducted from the discounted cash flows model, which results in value that is directly attributable to the indefinite-lived intangible assets.
Current report
Our key assumptions using the direct valuation method are market revenue growth rates, profit margin, and the risk-adjusted discount rate as well as other assumptions including, but not limited to, market share, duration and profile of the build-up period, estimated start-up costs, and capital expenditures. This data is populated using industry normalized information representing an average asset within a market.
Current report
We performed our annual impairment test as of July 1, 2026 in accordance with ASC 350-30-35 and we concluded that a $16.0 million impairment of the indefinite-lived intangible assets was required. This is a nonrecurring fair value measurement categorized within Level 3 of the fair value hierarchy, because it relies on significant unobservable inputs. In determining the fair value of our FCC licenses, the following key assumptions were used:
Current report
•Revenue forecasts published by BIA Financial Network, Inc. (“BIA”), varying by market;
Current report
•1.0% over-the-air revenue growth and 3.0% digital revenue growth was assumed beyond the initial five-year period and 1.5% revenue growth was assumed in the terminal period;
Current report
•Revenue was grown proportionally over a build-up period, reaching market revenue forecast by year 3;
Current report
•Operating margins of 8.0% in the first year gradually climb to the industry average margin in year 3 of up to 14.2%, depending on market size; and
Current report
•Assumed discount rates of 9.5% for large markets and 10.0% for small markets.
Current report
FCC licenses valued using a market approach estimate the fair value by referencing recent transactions involving comparable spectrum assets. This method considers observable market data, adjusted for differences in signal strength and market size.
Current report
As of July 1, 2026, the FCC licenses in 123 of our markets, representing approximately 28% of the aggregate estimated fair value of our FCC licenses, were valued using the market approach. The estimated fair values derived using the market approach declined compared to the prior year, reflecting recent radio station transactions at prices generally below historical levels, which was the primary driver of the impairment recognized.
Current report
While we believe we have made reasonable estimates and utilized appropriate assumptions to calculate the fair value of our indefinite-lived intangible assets, it is possible a material change could occur. If future results are not consistent with our assumptions and estimates, we may be exposed to impairment charges in the future. The following table shows the decrease in the fair value of our indefinite-lived intangible assets that would result from a 100 basis point decline in our discrete and terminal period revenue growth rate and profit margin assumptions and a 100 basis point increase in our discount rate assumption:
Current report
At September 30, 2026, the carrying value of our FCC licenses was $586.3 million after the impairment of $16.0 million. An increase in discount rates, a decrease in revenue growth rates or profit margins, or a decrease in BIA revenue forecasts could result in additional impairment to our FCC licenses.
Current report
Goodwill
Current report
We test goodwill at interim dates if events or changes in circumstances indicate that goodwill might be impaired. The fair value of our reporting units is used to apply value to the net assets of each reporting unit. To the extent that the carrying amount of net assets would exceed the fair value, an impairment charge may be required to be recorded. Based on the impairment testing performed as of July 1, 2026, no impairment was identified for any of our reporting units. The fair values of our Digital Audio and Katz Media reporting units increased, primarily driven by higher forecasted cash flows, the fair value of our RCS reporting unit was unchanged, and the fair value of our Multiplatform reporting unit decreased, primarily due to lower forecasted cash flows. However, the Multiplatform reporting unit entered the 2026 testing period with significant cushion from the prior year's assessment, and its carrying value also declined, primarily because depreciation and amortization exceed capital expenditures and because of the impairment of our FCC licenses. As a result, the estimated fair value of our Multiplatform reporting unit continued to exceed its carrying value, and no impairment was required. The fair value of our Multiplatform reporting unit exceeded its carrying value by less than 20%.
Current report
The valuation methodology we use for valuing goodwill involves estimating future cash flows expected to be generated from the related assets, discounted to their present values using a risk-adjusted discount rate. Terminal values are also estimated and discounted to their present values.
Current report
Our key assumptions in determining the fair value of our reporting units are forecasted revenue growth rates, profit margins and risk-adjusted discount rates, as well as other assumptions.
Current report
We performed our annual impairment test as of July 1, 2026 in accordance with ASC 350-20-35, resulting in no impairment of goodwill. In determining the fair value of our reporting units, we considered industry and market factors including trading multiples of similar businesses and the trading prices of our debt and equity securities. For purposes of assessing the discounted future cash flows of our reporting units, we used the following assumptions:
Current report
•Expected cash flows underlying our business plans for the periods 2026 through 2030. Our cash flow assumptions are based on detailed, multi-year forecasts performed by each of our operating reporting units, and reflect the current advertising outlook across our businesses.
Showing the first 40 of 46 passages. Open the source sections for the rest.
Removed paragraphs (11)
Previous report
•Multiplatform Group Revenue decreased $8.9 million, or 1.6%, and Segment Adjusted EBITDA decreased $37.8 million, or 39.2%, compared to the prior year's second quarter, respectively.
Previous report
•Digital Audio Group Revenue increased $40.2 million, or 12.4%, and Segment Adjusted EBITDA increased $15.6 million, or 14.5%, compared to the prior year's second quarter, respectively.
Previous report
•Operating income of $35.5 million improved slightly from Operating income of $35.4 million in the prior year’s second quarter.
Previous report
•Net loss of $82.5 million improved $1.5 million from $84.0 million in the prior year's second quarter.
Previous report
•Adjusted EBITDA(1) of $151.5 million decreased $4.6 million from $156.1 million in the prior year's second quarter.
Previous report
•Free cash flow(2) of $46.0 million increased from $(13.2) million in the prior year's second quarter.
Previous report
During the three and six months ended June 30, 2025, we recorded non-cash impairment charges of $2.6 million and $5.4 million, respectively, primarily related to changes in sublease assumptions for certain operating leases intended to be subleased. There were no impairment charges recorded during either of the three and six months ended June 30, 2026.
Previous report
Income Tax Expense
Previous report
Net loss attributable to the Company improved $1.1 million to $82.4 million during the three months ended June 30, 2026 compared to $83.5 million during the three months ended June 30, 2025. The improvement was primarily due to the decrease in interest expense, net, partially offset by the increase in income tax expense during the three months ended June 30, 2026 compared to the three months ended June 30, 2025, as discussed above.
Previous report
Net loss attributable to the Company improved $187.1 million to $177.6 million during the six months ended June 30, 2026 compared to $364.7 million during the six months ended June 30, 2025. The improvement was primarily due to the income tax expense during the six months ended June 30, 2026 compared to the income tax expense during the six months ended June 30, 2025, as discussed above.
Previous report
Share-Based Compensation Expense
Reworded paragraphs (54)
Previous wording
▪the Audio & Media Services Group, which includes Katz Media Group (“Katz Media”), our full-service media representation business, and RCS Sound Software ("RCS"), a provider of scheduling and broadcast software and services.
Current wording
▪the Audio & Media Services Group, which includes Katz Media Group (“Katz Media”), our full-service media representation business, and RCS Worldwide ("RCS"), a provider of scheduling and broadcast software and services.
Previous wording
Management monitors revenue generated through our programmatic advertising offerings, including AudioGraph and related automated advertising technologies, to assess the performance of our advertising technology and marketing optimization initiatives. We continue to invest in our broadcast radio programmatic sales capabilities that enhance advertisers' ability to plan, buy, target, measure, and optimize campaigns across our platforms. These investments support increased automation of advertising transactions, improved audience insights, expanded attribution capabilities, and more effective monetization of our scaled audio audiences across radio, streaming, and podcasting platforms.
Current wording
Management monitors revenue generated through our programmatic advertising offerings, including AudioGraph and related automated advertising technologies, to assess the performance of our advertising technology and marketing optimization initiatives. We continue to invest in our broadcast radio programmatic sales capabilities that enhance advertisers' ability to plan, buy, target, measure, and optimize campaigns across our platforms. These investments are designed to support Multiplatform revenue growth through increased automation of advertising transactions, improved audience insights, expanded attribution capabilities, and more effective monetization of our scaled audio audiences across radio, streaming, and podcasting platforms.
Previous wording
Our strategy has enabled us to extend our leadership in the growing podcasting sector, and iHeartMedia is the number one podcast publisher in America. Our reach now extends across more than 500 platforms and thousands of different connected devices, and our digital business is comprised of podcasting, streaming, subscription, display advertisements, and other content that is disseminated over digital platforms.
Current wording
Our strategy has enabled us to extend our leadership in the growing podcasting sector, and iHeartMedia is the number one podcast publisher in America. Our reach extends across more than 500 platforms and thousands of different connected devices, and our digital business is comprised of podcasting, streaming, subscription, display advertisements, and other content that is disseminated over digital platforms.
Previous wording
In the second quarter of 2026, we announced a new cost reduction initiative that is expected to generate an additional $50 million in annualized savings, and those savings will begin to be realized in the second half of 2026. This is in addition to the previously announced $100 million of in year 2026 savings, which is comprised of the $50 million of annualized savings announced in the fourth quarter of 2025, and the $50 million of annualized savings announced in the first quarter of 2026. In addition to these initiatives, we continue to explore opportunities for further efficiencies.
Current wording
In the second quarter of 2026, we announced a new cost reduction initiative that is expected to generate an additional $50 million in annualized savings, and we began realizing those savings in the third quarter of 2026. This is in addition to the previously announced $100 million of in-year 2026 savings, which is comprised of the $50 million of annualized savings announced in the fourth quarter of 2025, and the $50 million of annualized savings announced in the first quarter of 2026. In addition to these initiatives, we continue to explore opportunities for further efficiencies.
Previous wording
Beginning in the third quarter of 2025, we entered into non-cash strategic marketing initiatives designed to expand our digital audience and engagement and support the growth of our broadcast radio programmatic sales capabilities. We expect a significant reduction of these initiatives in the second half of 2026.
Current wording
Beginning in the third quarter of 2025, we entered into non-cash strategic marketing initiatives designed to expand our digital audience and engagement and support the growth of our broadcast radio programmatic sales capabilities. We have reduced the amount of new strategic marketing initiatives in the third quarter of 2026 and expect to continue to reduce new initiatives through the remainder of 2026; however, non-cash trade and barter expense related to previously executed agreements will continue to be recognized in future periods as the related benefits are utilized.
Previous wording
Consolidated revenues for the second quarter of 2026 increased due to an increase in trade and barter revenue related to strategic marketing initiatives, an increase in digital and podcast advertising revenue driven by a continued increase in demand for digital advertising, and an increase in political revenues as 2026 is a midterm election year, partially offset by lower spending on broadcast advertising as a result of continued uncertain market conditions.
Current wording
Consolidated revenues for the third quarter of 2026 increased due to an increase in digital and podcast advertising revenue driven by a continued increase in demand for digital advertising, an increase in political revenues as 2026 is a midterm election year, and an increase in non-cash trade and barter revenue related to strategic marketing initiatives, partially offset by lower spending on broadcast advertising as a result of continued uncertain market conditions.
Previous wording
•Consolidated Revenue of $977.2 million increased $43.6 million, or 4.7%, during the quarter ended June 30, 2026 compared to Consolidated Revenue of $933.7 million in the prior year's second quarter.
Current wording
•Consolidated Revenue of $1,029.8 million increased $32.8 million, or 3.3%, during the quarter ended September 30, 2026 compared to Consolidated Revenue of $997.0 million in the prior year's third quarter.
Previous wording
•Audio & Media Services Group Revenue increased $12.7 million, or 18.8%, and Segment Adjusted EBITDA increased $12.9 million, or 54.6%, compared to the prior year's second quarter, respectively.
Current wording
•Audio & Media Services Group Revenue increased $15.0 million, or 22.6%, and Segment Adjusted EBITDA increased $14.9 million, or 65.9%, compared to the prior year's third quarter, respectively.
Previous wording
•Cash flows provided by operating activities of $64.9 million increased from cash flows provided by operating activities of $6.8 million in the prior year's second quarter.
Current wording
•Cash flows provided by operating activities of $13.7 million improved from cash flows used for operating activities of $9.5 million in the prior year's third quarter.
Previous wording
(1)For a definition of Adjusted EBITDA and a reconciliation to Operating income, the most closely comparable U.S. generally accepted accounting principles ("GAAP") measure, and to Net loss, please see "Reconciliation of Operating income to Adjusted EBITDA" and "Reconciliation of Net loss to EBITDA and Adjusted EBITDA" in this MD&A.
Current wording
(1)For a definition of Adjusted EBITDA and a reconciliation to Operating income (loss), the most closely comparable U.S. generally accepted accounting principles ("GAAP") measure, and to Net loss, please see "Reconciliation of Operating income (loss) to Adjusted EBITDA" and "Reconciliation of Net loss to EBITDA and Adjusted EBITDA" in this MD&A.
Previous wording
Consolidated results for the three and six months ended June 30, 2026 compared to the consolidated results for the three and six months ended June 30, 2025 were as follows:
Current wording
Consolidated results for the three and nine months ended September 30, 2026 compared to the consolidated results for the three and nine months ended September 30, 2025 were as follows:
Previous wording
Consolidated revenue increased $43.6 million during the three months ended June 30, 2026 compared to the same period of 2025. Multiplatform Group revenue decreased $8.9 million, or 1.6%, primarily resulting from a decrease in our broadcast, networks, and sponsorship revenues reflecting uncertainty on the part of advertisers regarding consumer spending, partially offset by an increase in trade and barter revenue related to strategic marketing initiatives, and an increase in political revenues as 2026 is a midterm election year. Digital Audio Group revenue increased $40.2 million, or 12.4%, driven primarily by continuing increases in demand for digital and podcast advertising, as well as increased non-cash trade and barter revenue resulting from strategic marketing initiatives. Audio & Media Services revenue increased $12.7 million, or 18.8%, primarily as a result of strong demand for digital advertising, as well as an increase in political advertising revenue.
Current wording
Consolidated revenue increased $32.8 million during the three months ended September 30, 2026 compared to the same period of 2025. Multiplatform Group revenue decreased $28.8 million, or 4.9%, primarily resulting from a decrease in our broadcast spot and networks revenue reflecting uncertainty on the part of advertisers regarding consumer spending, partially offset by an increase in non-cash trade and barter revenue related to strategic marketing initiatives, and an increase in political revenues as 2026 is a midterm election year. Digital Audio Group revenue increased $47.0 million, or 13.8%, driven primarily by continuing increases in demand for digital and podcast advertising, as well as increased non-cash trade and barter revenue resulting from strategic marketing initiatives. Audio & Media Services revenue increased $15.0 million, or 22.6%, primarily as a result of an increase in political advertising revenue, as well as strong demand for digital advertising.
Previous wording
Consolidated revenue increased $120.7 million during the six months ended June 30, 2026 compared to the same period of 2025. Multiplatform Group revenue increased $11.6 million, or 1.1%, primarily resulting froman increase in trade and barter revenue related to strategic marketing initiatives and political revenue, as 2026 is a midterm election year, largely offset bya decrease in our broadcast, networks, and sponsorship revenues reflecting uncertainty on the part of advertisers regarding consumer spending. Digital Audio Group revenue increased $90.1 million, or 15.0%, driven primarily by continuing increases in demand for digital and podcast advertising, as well as increased non-cash trade and barter revenue resulting from strategic marketing initiatives. Audio & Media Services revenue increased $20.0 million, or 15.7%, primarily as a result of strong demand for digital advertising, as well as an increase in political advertising revenue.
Current wording
Consolidated revenue increased $153.5 million during the nine months ended September 30, 2026 compared to the same period of 2025. Multiplatform Group revenue decreased $17.2 million, or 1.1%, primarily resulting froma decrease in our broadcast spot, networks, and sponsorship revenues reflecting uncertainty on the part of advertisers regarding consumer spending, largely offset by an increase in non-cash trade and barter revenue related to strategic marketing initiatives and political revenue, as 2026 is a midterm election year. Digital Audio Group revenue increased $137.1 million, or 14.5%, driven primarily by continuing increases in demand for digital and podcast advertising, as well as increased non-cash trade and barter revenue resulting from strategic marketing initiatives. Audio & Media Services revenue increased $35.0 million, or 18.1%, primarily as a result of an increase in political advertising revenue, as well as strong demand for digital advertising.
Previous wording
Consolidated direct operating expenses increased $9.4 million, or 2.4%, and $28.1 million, or 3.8%, during the three and six months ended June 30, 2026, compared to the same periods of 2025. The increases were primarily driven by higher variable content costs, including higher third-party digital costs related to the increase in digital revenues, partially offset by a decrease in employee compensation cost related to our modernization initiatives, as well as a decrease in variable content costs related to the decrease in broadcast revenues.
Current wording
Consolidated direct operating expenses increased $19.3 million, or 4.8%, and $47.5 million, or 4.1%, during the three and nine months ended September 30, 2026, respectively, compared to the same periods of 2025. The increases were primarily driven by higher variable content costs, including higher podcast profit share and third-party digital costs related to the increase in digital revenues, and higher event costs, partially offset by a decrease in employee compensation cost related to our modernization initiatives, as well as a decrease in variable content costs related to the decrease in broadcast revenues.
Previous wording
Consolidated SG&A expenses increased $48.5 million, or 11.8%, and $93.9 million, or 11.8%, during the three and six months ended June 30, 2026, compared to the same periods of 2025. The increases were driven primarily by an increase in non-cash trade and barter expense associated with revenues generated by strategic marketing initiatives, and an increase in cash-settled share-based compensation expense driven by changes in our stock price, partially offset by a decrease in employee compensation cost related to our modernization initiatives and a decrease in bonus expense based on results.
Current wording
Consolidated SG&A expenses increased $125.4 million, or 10.4% during the nine months ended September 30, 2026, compared to the same period of 2025 primarily driven by a $143.9 million increase in non-cash trade and barter expense mostly related to previously executed strategic marketing agreements as the related benefits are utilized, partially offset by a decrease in cash-settled share-based compensation expense driven by changes in our stock price, a decrease in bonus expense based on financial results, and lower sales commissions.
Previous wording
Depreciation and amortization decreased $12.0 million and $22.6 million during the three and six months ended June 30, 2026, respectively, compared to the same periods of 2025. The decreases primarily resulted from a lower depreciable fixed asset base, as capital expenditures in recent periods have remained below depreciation expense.
Current wording
Depreciation and amortization decreased $14.8 million and $37.4 million during the three and nine months ended September 30, 2026, respectively, compared to the same periods of 2025. The decreases primarily resulted from a lower depreciable fixed asset base, as capital expenditures in recent periods have remained below depreciation expense, and lower amortization expense as certain definite-lived intangible assets became fully amortized.
Previous wording
Interest expense decreased $4.8 million and $9.3 million, respectively, during the three and six months ended June 30, 2026 compared to the same periods of 2025 primarily as a result of a decrease in interest rates associated with our floating-rate debt.
Current wording
Interest expense decreased $4.3 million and $13.7 million, respectively, during the three and nine months ended September 30, 2026 compared to the same periods of 2025 primarily as a result of a decrease in interest rates associated with our floating-rate debt.
Previous wording
During the three and six months ended June 30, 2026, we recogn ized losses on investments, net of $1.6 million and $2.1 million, respectively, related to declines in the value of our investments.
Current wording
During the three and nine months ended September 30, 2026, we recogn ized losses on investments, net of $4.0 million and $6.1 million, respectively, related to declines in the value of our investments.
Previous wording
During the three and six months ended June 30, 2025, we recogn ized losses on investments, net of $0.9 million and $19.5 million, respectively, related to declines in the value of our investments.
Current wording
During the three and nine months ended September 30, 2025, we recogn ized losses on investments, net of $13.2 million and $32.7 million, respectively, related to declines in the value of our investments.
Previous wording
Our effective tax rates for the three months ended June 30, 2026 and 2025 were (31.9)% and (27.8)%, respectively. Our effective tax rates for the six months ended June 30, 2026 and 2025 were (12.8)% and (72.7)%, respectively. The effective tax rates for these periods were primarily impacted by increases in valuation allowances recorded against certain deferred assets, related primarily to disallowed interest expense carryforwards due to uncertainty regarding our ability to utilize those assets in future periods.
Current wording
Our effective tax rates for the three months ended September 30, 2026 and 2025 were 72.2% and 71.6%, respectively. Our effective tax rates for the nine months ended September 30, 2026 and 2025 were 0.5% and 2.7%, respectively. The effective tax rates for these periods were primarily impacted by changes in valuation allowances recorded against certain deferred assets, related primarily to disallowed interest expense carryforwards and net operating losses due to uncertainty regarding our ability to utilize those assets in future periods.
Previous wording
Revenue from our Multiplatform Group decreased $8.9 million compared to the prior year primarily resulting from a decrease in our broadcast, networks, and sponsorship revenues reflecting uncertainty on the part of advertisers regarding consumer spending, partially offset by an increase in trade and barter revenue related to strategic marketing initiatives, and an increase in political revenues as 2026 is a midterm election year. Broadcast revenue increased $1.8 million, or 0.5%, year-over-year, driven by an increase in non-cash trade and barter revenue resulting from strategic marketing initiatives, partially offset by lower broadcast spot revenue. Networks decreased $4.1 million, or 3.8%, year-over-year. Revenue from Sponsorship and Events decreased $6.0 million, or 16.3%, year-over-year.
Current wording
Revenue from our Multiplatform Group decreased $28.8 million compared to the prior year primarily resulting from a decrease in our broadcast spot and networks revenue reflecting uncertainty on the part of advertisers regarding consumer spending, partially offset by an increase in non-cash trade and barter revenue related to strategic marketing initiatives, and an increase in political revenues as 2026 is a midterm election year. Broadcast revenue decreased $19.2 million, or 4.5%, year-over-year, driven by lower spot revenue, partially offset by an increase in non-cash trade and barter revenue, and political revenues. Networks decreased $13.7 million, or 12.0%, year-over-year. Revenue from Sponsorship and Events increased $2.5 million, or 5.4%, year-over-year.
Previous wording
Operating expenses increased $28.8 million, driven primarily by higher trade and barter expenses resulting from strategic marketing initiatives, partially offset by a decrease in variable content costs related to the decrease in broadcast revenues.
Current wording
Operating expenses increased $22.4 million, driven primarily by higher non-cash trade and barter expenses resulting from strategic marketing initiatives, partially offset by a decrease in variable content costs related to the decrease in broadcast revenues, lower employee compensation costs related to our modernization initiatives, and a decrease in bonus expense based on financial results.
Previous wording
Revenue from our Multiplatform Group increased $11.6 million compared to the prior year primarily resulting from an increase in non-cash trade and barter revenue resulting from strategic marketing initiatives andpolitical revenues as 2026 is a midterm election year, partially offset by a decrease in broadcast advertising in connection with continued uncertain market conditions. Broadcast revenue increased $22.5 million, or 3.1%, year-over-year, driven by an increase in non-cash trade and barter revenue resulting from strategic marketing initiatives, partially offset by lower spot revenue. Networks decreased $6.3 million, or 3.1%, year-over-year. Revenue from Sponsorship and Events decreased $6.6 million, or 10.1%, year-over-year.
Current wording
Revenue from our Multiplatform Group decreased $17.2 million compared to the prior year primarily resulting from a decrease in broadcast spot, networks, and sponsorship advertising in connection with continued uncertain market conditions, largely offset by an increase in non-cash trade and barter revenue resulting from strategic marketing initiatives andpolitical revenues as 2026 is a midterm election year. Broadcast revenue increased $3.3 million, or 0.3%, year-over-year, driven by an increase in non-cash trade and barter revenue resulting from strategic marketing initiatives and political revenue, partially offset by lower broadcast spot revenue. Networks decreased $20.1 million, or 6.2%, year-over-year. Revenue from Sponsorship and Events decreased $4.1 million, or 3.7%, year-over-year.
Previous wording
Operating expenses increased $72.4 million, driven primarily by higher trade and barter expenses resulting from strategic marketing initiatives, partially offset by a decrease in variable content costs related to the decrease in broadcast revenues.
Current wording
Operating expenses increased $94.7 million, driven primarily by higher non-cash trade and barter expenses resulting from strategic marketing initiatives, partially offset by a decrease in variable content costs related to the decrease in broadcast revenues, lower employee compensation cost related to our modernization initiatives, and a decrease in bonus expense based on financial results.
Previous wording
Revenue from our Digital Audio Group increased $90.1 million compared to the prior year, driven by Podcast revenue which increased by $58.9 million, or 23.5% year-over-year, primarily due to a continued increase in demand for podcasting from advertisers, and Digital, excluding Podcast revenue, which increased $31.2 million, or 8.9% year-over-year, primarily due to an increase in demand for digital advertising, as well as increased non-cash trade and barter revenue resulting from strategic marketing initiatives.
Current wording
Revenue from our Digital Audio Group increased $47.0 million compared to the prior year, driven by Podcast revenue which increased by $34.0 million, or 24.4% year-over-year, primarily due to a continued increase in demand for podcasting from advertisers. Digital, excluding Podcast revenue, increased $13.0 million, or 6.4% year-over-year, primarily due to an increase in non-cash trade and barter revenue resulting from strategic marketing initiatives, as well as an increase in demand for digital advertising.
Previous wording
Operating expenses increased $74.8 million, primarily driven by higher variable content costs, including third-party digital costs related to the increase in revenues, and higher non-cash trade and barter expense resulting from strategic marketing initiatives.
Current wording
Operating expenses increased $50.0 million, primarily driven by higher variable content costs, including podcast profit share and third-party digital costs related to the increase in revenues, and higher non-cash trade and barter expense resulting from strategic marketing initiatives.
Previous wording
Revenue from our Digital Audio Group increased $40.2 million compared to the prior year, driven by Podcast revenue which increased by $27.8 million, or 20.7% year-over-year, primarily due to a continued increase in demand for podcasting from advertisers, and Digital, excluding Podcast revenue, which increased $12.5 million, or 6.6% year-over-year, primarily due to an increase in demand for digital advertising, as well as increased non-cash trade and barter revenue resulting from strategic marketing initiatives.
Current wording
Revenue from our Digital Audio Group increased $137.1 million compared to the prior year, driven by Podcast revenue which increased by $93.0 million, or 23.8% year-over-year, primarily due to a continued increase in demand for podcasting from advertisers, and Digital, excluding Podcast revenue, which increased $44.1 million, or 8.0% year-over-year, primarily due to an increase in non-cash trade and barter revenue resulting from strategic marketing initiatives, as well as an increase in demand for digital advertising.
Previous wording
Operating expenses increased $24.7 million, primarily driven by higher variable content costs, including third-party digital costs related to the increase in revenues, and higher non-cash trade and barter expense resulting from strategic marketing initiatives, partially offset by a decrease in commission expense.
Current wording
Operating expenses increased $124.8 million, primarily driven by higher variable content costs, including podcast profit share and third-party digital costs related to the increase in revenues, and higher non-cash trade and barter expense resulting from strategic marketing initiatives, partially offset by a decrease in commission expense and bonus expense based on financial results.
Previous wording
Revenue from our Audio & Media Services Group increased $12.7 million compared to the prior year period primarily due to an increase in digital and political revenues.
Current wording
Revenue from our Audio & Media Services Group increased $15.0 million compared to the prior year period primarily due to an increase in political and digital revenues.
Previous wording
Revenue from our Audio & Media Services Group increased $20.0 million compared to the prior year period primarily due to an increase in digital and political revenues.
Current wording
Revenue from our Audio & Media Services Group increased $35.0 million compared to the prior year period primarily due to an increase in political and digital revenues.
Previous wording
Operating expenses decreased $1.6 million primarily due to a decrease in programming costs related to lower negotiated rates and in employee compensation cost due to our modernization initiatives.
Current wording
Operating expenses decreased $1.5 million primarily due to a decrease in programming costs related to lower negotiated rates and in employee compensation cost due to our modernization initiatives.
Previous wording
Reconciliation of Operating income to Adjusted EBITDA
Current wording
Reconciliation of Operating income (loss) to Adjusted EBITDA
Previous wording
(1)We define Adjusted EBITDA as consolidated Operating income adjusted to exclude restructuring expenses included within Direct operating expenses and SG&A expenses, and share-based compensation expenses included within SG&A expenses, as well as the following line items presented in our Statements of Operations: Depreciation and amortization, Impairment charges and Other operating expense. Alternatively, Adjusted EBITDA is calculated as Net loss, adjusted to exclude Income tax expense, Interest expense, net, Depreciation and amortization, Loss on investments, net, Other (income) expense, net, Equity in loss of nonconsolidated affiliates, Impairment charges, Other operating expense, Restructuring expenses and Share-based compensation expense. Restructuring expenses primarily include expenses incurred in connection with cost-saving initiatives, as well as certain expenses, which, in the view of management, are outside the ordinary course of business or otherwise not representative of the Company's operations during a normal business cycle. We use Adjusted EBITDA, among other measures, to evaluate the Company’s operating performance. This measure is among the primary measures used by management for the planning and forecasting of future periods, as well as for measuring performance for compensation of executives and other members of management. We believe this measure is an important indicator of our operational strength and performance of our business because it provides a link between operational performance and Operating income. We believe the presentation of this measure is relevant and useful for investors because it allows investors to view performance in a manner similar to the method used by management. We believe it helps improve investors’ ability to understand our operating performance and makes it easier to compare our results with other companies that have different capital structures or tax rates. In addition, we believe this measure is also among the primary measures used externally by our investors, analysts and peers in our industry for purposes of valuation and comparing our operating performance to other companies in our industry. Since Adjusted EBITDA is not a measure calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for, Operating income or Net loss as an indicator of operating performance and may not be comparable to similarly titled measures employed by other companies. Adjusted EBITDA is not necessarily a measure of our ability to fund our cash needs. Because it excludes certain financial information compared with operating income and compared with consolidated Net loss, the most directly comparable GAAP financial measures, users of this financial information should consider the types of events and transactions which are excluded.
Current wording
(1)We define Adjusted EBITDA as consolidated Operating income (loss) adjusted to exclude restructuring expenses included within Direct operating expenses and SG&A expenses, and Share-based compensation (benefit) expense included within SG&A expenses, as well as the following line items presented in our Consolidated Statements of Comprehensive Loss: Depreciation and amortization, Impairment charges and Other operating (income) expense, net. Alternatively, Adjusted EBITDA is calculated as Net loss, adjusted to exclude Income tax benefit, Interest expense, net, Depreciation and amortization, Loss on investments, net, Other (income) expense, net, Equity in (earnings) loss of nonconsolidated affiliates, Impairment charges, Other operating (income) expense, net, Restructuring expenses and Share-based compensation (benefit) expense. Restructuring expenses primarily include expenses incurred in connection with cost-saving initiatives, as well as certain expenses, which, in the view of management, are outside the ordinary course of business or otherwise not representative of the Company's operations during a normal business cycle. We use Adjusted EBITDA, among other measures, to evaluate the Company’s operating performance. This measure is among the primary measures used by management for the planning and forecasting of future periods, as well as for measuring performance for compensation of executives and other members of management. We believe this measure is an important indicator of our operational strength and performance of our business because it provides a link between operational performance and Operating income (loss). We believe the presentation of this measure is relevant and useful for investors because it allows investors to view performance in a manner similar to the method used by management. We believe it helps improve investors’ ability to understand our operating performance and makes it easier to compare our results with other companies that have different capital structures or tax rates. In addition, we believe this measure is also among the primary measures used externally by our investors, analysts and peers in our industry for purposes of valuation and comparing our operating performance to other companies in our industry. Since Adjusted EBITDA is not a measure calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for, Operating income (loss) or Net loss as an indicator of operating performance and may not be comparable to similarly titled measures employed by other companies. Adjusted EBITDA is not necessarily a measure of our ability to fund our cash needs. Because it excludes certain financial information compared with operating income and compared with consolidated Net loss, the most directly comparable GAAP financial measures, users of this financial information should consider the types of events and transactions which are excluded.
Previous wording
Share-based compensation expenses are recorded in SG&A expenses and were $18.9 million and $7.3 million for the three months ended June 30, 2026 and 2025, respectively, and $19.3 million and $16.3 million for the six months ended June 30, 2026 and 2025, respectively.
Current wording
Share-based compensation (benefit) expense is recorded in SG&A expenses and was ($8.3) million and $11.6 million for the three months ended September 30, 2026 and 2025, respectively, and $11.0 million and $27.9 million for the nine months ended September 30, 2026 and 2025, respectively. The benefit in the third quarter of 2026 primarily reflects the remeasurement of cash-settled awards due to the decline in our stock price.
Previous wording
As of June 30, 2026, there was $25.5 million of unrecognized compensation cost related to unvested share-based compensation arrangements. This cost is expected to be recognized over a weighted average period of approximately 2.3 years and assumes Performance RSUs will be fully earned at target. See Note 8, Stockholders' Deficit, for more information.
Current wording
As of September 30, 2026, there was $22.1 million of unrecognized compensation cost related to unvested share-based compensation arrangements. This cost is expected to be recognized over a weighted average period of approximately 2.1 years and assumes Performance RSUs will be fully earned at target. See Note 8, Stockholders' Deficit, for more information.
Previous wording
Cash used for operating activities was $27.7 million during the six months ended June 30, 2026 compared to $54.1 million used for operating activities during the six months ended June 30, 2025. The improvement was primarily driven by the timing of payable payments and receivable collections, partially offset by the timing of interest payments. Accrued interest was paid in the fourth quarter of 2024 for the debt exchange transaction that would have been paid in the first quarter of 2025 under the old debt terms.
Current wording
Cash used for operating activities was $13.9 million during the nine months ended September 30, 2026 compared to $63.7 million used for operating activities during the nine months ended September 30, 2025. The improvement was primarily driven by favorable working capital timing of accounts payable and reduced cash outflow from accrued expenses, partially offset by lower collections of receivables and an unfavorable swing in accrued interest. Accrued interest was paid in the fourth quarter of 2024 for the debt exchange transaction that would have been paid in the first quarter of 2025 under the old debt terms.
Previous wording
Cash used for investing activities of $44.6 million during the six months ended June 30, 2026 primarily reflects $40.8 million in cash used for capital expenditures. For capital expenditures, we spent $20.4 million in our Multiplatform Group segment primarily related to our IT infrastructure and real estate optimization initiatives, $9.6 million in our Digital Audio Group segment primarily related to IT infrastructure, $3.8 million in our Audio & Media Services Group segment, primarily related to software, and $7.0 million in Corporate primarily related to equipment and software purchases.
Current wording
Cash used for investing activities of $68.1 million during the nine months ended September 30, 2026 primarily reflects $64.9 million in cash used for capital expenditures. For capital expenditures, we spent $30.3 million in our Multiplatform Group segment primarily related to our IT infrastructure and real estate optimization initiatives, $15.7 million in our Digital Audio Group segment primarily related to IT infrastructure, $6.4 million in our Audio & Media Services Group segment, primarily related to software, and $12.5 million in Corporate primarily related to equipment and software purchases.
Previous wording
Cash used for investing activities of $40.6 million during the six months ended June 30, 2025 primarily reflects $39.7 million in cash used for capital expenditures. For capital expenditures, we spent $16.6 million in our Multiplatform Group segment primarily related to our IT infrastructure and real estate optimization initiatives, $10.3 million in our Digital Audio Group segment primarily related to IT infrastructure, $8.4 million in our Audio & Media Services Group segment primarily related to software, and $4.4 million in Corporate primarily related to equipment and software purchases.
Current wording
Cash used for investing activities of $57.9 million during the nine months ended September 30, 2025 primarily reflects $63.0 million in cash used for capital expenditures. For capital expenditures, we spent $28.2 million in our Multiplatform Group segment primarily related to our IT infrastructure and real estate optimization initiatives, $15.0 million in our Digital Audio Group segment primarily related to IT infrastructure, $13.2 million in our Audio & Media Services Group segment primarily related to software, and $6.6 million in Corporate primarily related to equipment and software purchases.
Previous wording
Cash used for financing activities totaled $24.0 million during the six months ended June 30, 2026 primarily due to the repayment of $51.2 million of outstanding debt, including repayments of the Term Loan Facility due 2026 for $5.1 million, the Incremental Term Loan Facility due 2026 for $1.5 million and the 6.375% Senior Notes due 2026 for $44.6 million, as well as quarterly amortization payments on the Term Loans due 2029, and payments reducing our debt premium. Cash used for financing activities was partially offset by the $75.0 million borrowed under the $450.0 million ABL Facility (as defined below).
Current wording
Cash used for financing activities totaled $49.0 million during the nine months ended September 30, 2026 primarily due to the repayment of $51.2 million of outstanding debt, including repayments of the Term Loan Facility due 2026 for $5.1 million, the Incremental Term Loan Facility due 2026 for $1.5 million and the 6.375% Senior Notes due 2026 for $44.6 million, as well as quarterly amortization payments on the Term Loans due 2029, payments reducing our debt premium, and $6.2 million of debt issuance costs paid in connection with Amendment No. 2 to the ABL Credit Agreement. Cash used for financing activities was partially offset by the $75.0 million borrowed under the $450.0 million ABL Facility (as defined below).
Previous wording
Cash provided by financing activities totaled $70.7 million during the six months ended June 30, 2025 primarily related to the $100.0 million borrowed under the $450.0 million ABL Facility, partially offset by the quarterly amortization payments on the Term Loans due 2029 and payments reducing our debt premium recorded in connection with the debt exchange transaction completed in the fourth quarter of 2024.
Current wording
Cash provided by financing activities totaled $53.9 million during the nine months ended September 30, 2025 primarily related to the $100.0 million borrowed under the $450.0 million ABL Facility, partially offset by the quarterly amortization payments on the Term Loans due 2029 and payments reducing our debt premium recorded in connection with the debt exchange transaction completed in the fourth quarter of 2024.
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Previous report — wording carried elsewhere
Operating expenses decreased $0.2 million primarily due to a decrease in employee compensation cost due to our modernization initiatives and programming costs related to lower negotiated rates.