Cumulus Media Inc.

10/30/2025 | Press release | Distributed by Public on 10/30/2025 06:05

Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations
Overview
The following discussion of our financial condition and results of operations should be read in conjunction with the other information contained in this Form 10-Q, including our unaudited Condensed Consolidated Financial Statements and notes thereto included elsewhere in this Form 10-Q, as well as our audited Consolidated Financial Statements and notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2024 ("2024 Form 10-K"), filed with the SEC. This discussion, as well as various other sections of this Form 10-Q, contain and refer to statements that constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Such statements are any statements other than those of historical fact and relate to our intent, belief or current expectations primarily with respect to our future operating, financial and strategic performance. Any such forward-looking statements are not guarantees of future performance and may involve risks and uncertainties. These risks and uncertainties include, but are not limited to, those described in Part I, "Item 1A. Risk Factors," and elsewhere in our 2024 Form 10-K, Part II, "Item 1A. Risk Factors," and elsewhere in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, and elsewhere in this report, and those described from time to time in other reports filed with the SEC. Actual results may differ from those contained in or implied by the forward-looking statements as a result of various factors. For more information, see "Cautionary Statement Regarding Forward-Looking Statements" in our 2024 Form 10-K.
Transition to the OTC Markets
As previously disclosed in our Current Report on Form 8-K filed on April 23, 2025, shares of our Class A common stock were suspended from trading on the Nasdaq Global Market at the open of business on May 2, 2025, because the Company was not in compliance with Nasdaq Listing Rules 5450(a)(2) and 5450(b)(1)(A). At the open of business on May 2, 2025, the Company's Class A common stock began trading on the OTC Markets' OTCQB® market tier.
Non-GAAP Financial Measure
From time to time, we utilize certain financial measures that are not prepared or calculated in accordance with GAAP to assess our financial performance and profitability. Consolidated adjusted earnings before interest, taxes, depreciation, and amortization ("Adjusted EBITDA") is a financial metric by which management and the chief operating decision maker allocate resources of the Company and analyze the performance of the Company as a whole. Management also uses this measure to determine the contribution of our core operations to the funding of our corporate resources utilized to manage our operations and our non-operating expenses including debt service and acquisitions. In addition, consolidated Adjusted EBITDA is a key metric for purposes of calculating and determining our compliance with certain covenants contained in our credit agreements.
In determining Adjusted EBITDA, we exclude the following from net loss: interest, taxes, depreciation, amortization, stock-based compensation expense, gain or loss on the exchange, sale, or disposal of any assets or stations or early extinguishment of debt, restructuring costs, expenses relating to acquisitions and divestitures, non-routine legal expenses incurred in connection with certain litigation matters, and non-cash impairments of assets, if any.
Management believes that Adjusted EBITDA, although not a measure that is calculated in accordance with GAAP, is commonly employed by the investment community as a measure for determining the market value of a media company and comparing the operational and financial performance among media companies. Management has also observed that Adjusted EBITDA is routinely utilized to evaluate and negotiate the potential purchase price for media companies. Given the relevance to our overall value, management believes that investors consider the metric to be extremely useful.
Adjusted EBITDA should not be considered in isolation or as a substitute for net loss, operating loss, cash flows from operating activities or any other measure for determining our operating performance or liquidity that is calculated in accordance with GAAP. In addition, Adjusted EBITDA may be defined or calculated differently by other companies, and comparability may be limited.
Consolidated Results of Operations
Analysis of Consolidated Results of Operations
The following selected data from our unaudited Condensed Consolidated Statements of Operations and other supplementary data provides information that our management believes is relevant to an assessment and understanding of our results of operations and financial condition. This discussion should be read in conjunction with our unaudited Condensed Consolidated Statements of Operations and notes thereto appearing elsewhere herein (dollars in thousands).
Three Months Ended September 30,
2025 2024
2025 vs 2024 Change
$ %
STATEMENT OF OPERATIONS DATA:
Net revenue $ 180,255 $ 203,598 $ (23,343) (11.5) %
Content costs 60,251 76,368 (16,117) (21.1) %
Selling, general and administrative expenses 93,797 93,890 (93) (0.1) %
Depreciation and amortization 12,726 14,721 (1,995) (13.6) %
Corporate expenses 20,656 11,934 8,722 73.1 %
(Gain) loss on sale or disposal of assets or stations (2,866) 6 (2,872) N/A
Operating (loss) income (4,309) 6,679 (10,988) N/A
Interest expense (16,612) (17,043) 431 2.5 %
Interest income 377 34 343 1,008.8 %
Other expense, net (30) (32) 2 (6.3) %
Loss before income taxes (20,574) (10,362) (10,212) (98.6) %
Income tax benefit 167 41 126 307.3 %
Net loss $ (20,407) $ (10,321) $ (10,086) (97.7) %
KEY NON-GAAP FINANCIAL METRIC:
Adjusted EBITDA $ 16,653 $ 24,051 $ (7,398) (30.8) %
Nine Months Ended September 30,
2025 2024
2025 vs 2024 Change
$ %
STATEMENT OF OPERATIONS DATA:
Net revenue $ 553,621 $ 608,500 $ (54,879) (9.0) %
Content costs 199,008 235,056 (36,048) (15.3) %
Selling, general and administrative expenses 280,403 283,009 (2,606) (0.9) %
Depreciation and amortization 41,516 44,270 (2,754) (6.2) %
Corporate expenses 49,423 59,483 (10,060) (16.9) %
(Gain) loss on sale or disposal of assets or stations (2,744) 60 (2,804) N/A
Impairment of assets held for sale 1,420 - 1,420 N/A
Operating loss (15,405) (13,378) (2,027) (15.2) %
Interest expense (48,941) (52,029) 3,088 5.9 %
Interest income 665 526 139 26.4 %
Gain on early extinguishment of debt - 170 (170) N/A
Other (expense) income, net (62) 14,774 (14,836) N/A
Loss before income taxes (63,743) (49,937) (13,806) (27.6) %
Income tax expense (1,852) (2,237) 385 17.2 %
Net loss $ (65,595) $ (52,174) $ (13,421) (25.7) %
KEY NON-GAAP FINANCIAL METRIC:
Adjusted EBITDA $ 42,530 $ 57,669 $ (15,139) (26.3) %
Three Months Ended September 30, 2025 compared to the Three Months Ended September 30, 2024
Net Revenue
Net revenue for the three months ended September 30, 2025, compared to net revenue for the three months ended September 30, 2024, decreased $23.3 million, or 11.5%. The decrease was primarily driven by a reduction in spot and network revenues of $12.7 million and $11.2 million, respectively, resulting from current macroeconomic conditions. In addition, digital revenue decreased $1.1 million largely driven by lower podcasting revenue from the loss of certain podcast relationships in 2025 and lower streaming revenues, which were partially offset by growth in digital marketing services. Lastly, other revenue increased $1.7 million primarily from higher trade and barter revenues.
Content Costs
Content costs consist of all costs related to the licensing, acquisition and development of our programming. Content costs for the three months ended September 30, 2025, compared to content costs for the three months ended September 30, 2024, decreased $16.1 million, or 21.1%, primarily resulting from a reduction in revenue share expenses, decreased personnel costs including incentive-based compensation, reduced broadcast rights resulting from a contract renegotiation, and lower third-party station inventory costs. These decreases were partially offset by higher digital expense.
Selling, General & Administrative Expenses
Selling, general and administrative expenses consist of expenses related to our sales efforts and distribution of our content across our platform and overhead in our markets. Selling, general and administrative expenses for the three months ended September 30, 2025, compared to selling, general and administrative expenses for the three months ended September 30, 2024, decreased $0.1 million, or 0.1%. Selling, general and administrative expenses decreased slightly as lower personnel costs and reduced rent and facility expenses resulting from actions taken to reduce our real estate footprint were almost entirely offset by higher trade and bad debt expenses.
Depreciation and Amortization
Depreciation and amortization expense for the three months ended September 30, 2025, as compared to depreciation and amortization expense for the three months ended September 30, 2024 decreased $2.0 million, or 13.6%. Depreciation and amortization expenses decreased primarily as a result of assets that were fully depreciated in 2025.
Corporate Expenses
Corporate expenses consist primarily of compensation and related costs for our executive, accounting, finance, human resources, information technology and legal personnel, and fees for professional services. Professional services principally consist of audit, consulting and outside legal services. Corporate expenses also include restructuring costs and stock-based compensation expense. Corporate expenses for the three months ended September 30, 2025, compared to corporate expenses for the three months ended September 30, 2024, increased $8.7 million, or 73.1%. Corporate expenses increased primarily from $8.0 million of royalty settlements recorded during the third quarter of 2025 and increased restructuring charges. These increases were partially offset by lower stock compensation expense in 2025.
(Gain) Loss on Sale or Disposal of Assets or Stations
The gain on sale or disposal of assets or stations for the three months ended September 30, 2025, was primarily related to the Company's tower sale-leaseback arrangement with Vertical Bridge, including a $2.0 million gain from Vertical Bridge's sale of land and a $1.2 million gain from the termination of certain site leases. See Part I, "Item 1 - Financial Statements - Notes to Unaudited Condensed Consolidated Financial Statements - Note 2 - Dispositions," for further discussion of the land sale and site terminations.
The loss on sale or disposal of assets or stations for the three months ended September 30, 2024, was not material.
Interest Expense
Total interest expense for the three months ended September 30, 2025, decreased $0.4 million, or 2.5%, when compared to the total interest expense for the three months ended September 30, 2024. The below table details the components of our interest expense by debt instrument (dollars in thousands):
Three Months Ended September 30,
2025 2024 $ Change
Term Loan due 2026 $ 25 $ 28 $ (3)
Term Loan due 2029 7,410 8,050 (640)
Senior Notes due 2026 383 383 -
2020 Revolving Credit Facility 761 - 761
Senior Notes due 2029 6,127 6,127 -
Financing liabilities 3,135 3,551 (416)
Amortization of debt discount (1,489) (1,370) (119)
Other, including amortization of debt issuance costs 260 274 (14)
Interest expense $ 16,612 $ 17,043 $ (431)
Income Tax (Expense) Benefit
For the three months ended September 30, 2025, the Company recorded an income tax benefit of $0.2 million on pre-tax book loss of $20.6 million, resulting in an effective tax rate of approximately 0.8%. For the three months ended September 30, 2024, the Company recorded an immaterial income tax benefit on pre-tax book loss of $10.4 million, resulting in an effective tax rate of approximately 0.4%.
The differences between the effective tax rates and the federal statutory rate of 21.0% for the three month periods ended September 30, 2025 and 2024, primarily relate to the valuation allowance recognized, state and local income taxes, and the effect of certain statutory non-deductible expenses.
Net Loss and Adjusted EBITDA
As a result of the factors described above, the Company recorded net losses of $20.4 million and $10.3 million for the three months ended September 30, 2025, and 2024, respectively. Adjusted EBITDA of $16.7 million for the three months ended September 30, 2025, compared to the Adjusted EBITDA of $24.1 million for the three months ended September 30, 2024, decreased $7.4 million.
Nine Months Ended September 30, 2025 compared to the Nine Months Ended September 30, 2024
Net Revenue
Net revenue for the nine months ended September 30, 2025, compared to net revenue for the nine months ended September 30, 2024, decreased $54.9 million, or 9.0%. The decrease was primarily driven by a reduction in spot and network revenues of $32.9 million and $23.5 million, respectively, resulting from current macroeconomic conditions. These decreases were partially offset by $1.1 million of higher other revenue, resulting from increased trade and barter revenues reduced by lower affiliate fee, event and remote revenues. Digital revenue increased $0.5 million primarily from growth in digital marketing services, which was partially offset by lower podcasting revenue from the loss of certain podcast relationships in 2025.
Content Costs
Content costs consist of all costs related to the licensing, acquisition and development of our programming. Content costs for the nine months ended September 30, 2025, compared to content costs for the nine months ended September 30, 2024, decreased $36.0 million, or 15.3%, primarily as a result of lower revenue share expenses, decreased personnel costs including incentive-based compensation, lower broadcast rights expense resulting from a contract renegotiation, and lower third-party station inventory costs. These decreases were partially offset by higher digital expenses, which grew in line with digital advertising revenue.
Selling, General & Administrative Expenses
Selling, general and administrative expenses consist of expenses related to our sales efforts and distribution of our
content across our platform and overhead in our markets. Selling, general and administrative expenses for the nine months ended September 30, 2025, compared to selling, general and administrative expenses for the nine months ended September 30, 2024, decreased $2.6 million, or 0.9%. Selling, general and administrative expenses decreased primarily from lower personnel costs, including incentive-based compensation, and lower rent and facilities expenses arising from actions taken to reduce our real estate footprint. These decreases were partially offset by higher trade expense, increased health insurance claims, and higher bad debt expense in 2025.
Depreciation and Amortization
Depreciation and amortization expense for the nine months ended September 30, 2025, as compared to depreciation and amortization expense for the nine months ended September 30, 2024, decreased $2.8 million, or 6.2%. Depreciation and amortization expenses decreased primarily as a result of assets that were fully depreciated in 2025.
Corporate Expenses
Corporate expenses consist primarily of compensation and related costs for our executive, accounting, finance, human resources, information technology and legal personnel, and fees for professional services. Professional services principally consist of audit, consulting and outside legal services. Corporate expenses also include restructuring costs and stock-based compensation expense. Corporate expenses for the nine months ended September 30, 2025, compared to corporate expenses for the nine months ended September 30, 2024, decreased $10.1 million, or 16.9%. Corporate expenses decreased primarily from lower debt exchange costs ($16.4 million in 2024), reduced stock compensation expense and lower personnel costs. These decreases were partially offset by $8.0 million of royalty settlements recorded in 2025 and increased restructuring charges primarily related to employee severance.
(Gain) Loss on Sale or Disposal of Assets or Stations
The gain on sale or disposal of assets or stations for the nine months ended September 30, 2025, was primarily related to the Company's tower sale-leaseback arrangement with Vertical Bridge, including a $2.0 million gain from Vertical Bridge's sale of land and a $1.2 million gain from the termination of certain site leases. See Part I, "Item 1 - Financial Statements - Notes to Unaudited Condensed Consolidated Financial Statements - Note 2 - Dispositions," for further discussion of the land sale and site terminations.
The loss on sale or disposal of assets or stations for the nine months ended September 30, 2025, was not material.
Impairment of assets held for sale
During the second quarter of 2025, the Company entered into agreements to sell certain assets, including land and a building in Nashville, Tennessee. For the nine months ended September 30, 2025, the Company recorded a $1.4 million impairment to adjust the carrying amount of the assets to fair value less estimated costs to sell. The impairment is included in the Impairment of assets held for sale financial statement line item in the Company's unaudited Condensed Consolidated Statements of Operations.
Interest Expense
Total interest expense for the nine months ended September 30, 2025, decreased $3.1 million, or 5.9%, when compared to the total interest expense for the nine months ended September 30, 2024. The below table details the components of our interest expense by debt instrument (dollars in thousands):
Nine Months Ended September 30,
2025 2024 $ Change
Term Loan due 2026 $ 75 $ 10,423 $ (10,348)
Term Loan due 2029 22,049 13,554 8,495
Senior Notes due 2026 1,149 8,493 (7,344)
2020 Revolving Credit Facility 1,224 - 1,224
Senior Notes due 2029 18,314 10,144 8,170
Financing liabilities 9,712 10,545 (833)
Amortization of debt discount (4,383) (2,261) (2,122)
Other, including amortization of debt issuance costs 801 1,131 (330)
Interest expense $ 48,941 $ 52,029 $ (3,088)
Other (Expense) Income
Other expense for the nine months ended September 30, 2025, was not material.
Other income for the nine months ended September 30, 2024, of $14.8 million, represents the gain recognized on the February 2024 sale of Broadcast Music, Inc. (the "BMI Sale") to a shareholder group led by New Mountain Capital, LLC.
Income Tax Expense
For the nine months ended September 30, 2025, the Company recorded an income tax expense of $1.9 million on pre-tax book loss of $63.7 million, resulting in an effective tax rate of approximately (2.9)%. For the nine months ended September 30, 2024, the Company recorded an income tax expense of $2.2 million on pre-tax book loss of $49.9 million, resulting in an effective tax rate of approximately (4.5)%.
The differences between the effective tax rates and the federal statutory rate of 21.0% for the nine month periods ended September 30, 2025 and 2024, primarily relate to the valuation allowance recognized, state and local income taxes, and the effect of certain statutory non-deductible expenses.
Net Loss and Adjusted EBITDA
As a result of the factors described above, the Company recorded net losses of $65.6 million and $52.2 million for the nine months ended September 30, 2025, and 2024, respectively. Adjusted EBITDA of $42.5 million for the nine months ended September 30, 2025, compared to the Adjusted EBITDA of $57.7 million for the nine months ended September 30, 2024, decreased $15.1 million.
Reconciliation of Non-GAAP Financial Measure
The following tables reconcile Adjusted EBITDA to net loss (the most directly comparable financial measure calculated and presented in accordance with GAAP) as presented in the accompanying unaudited Condensed Consolidated Statements of Operations (dollars in thousands):
Three Months Ended September 30,
2025 2024
GAAP net loss $ (20,407) $ (10,321)
Income tax benefit (167) (41)
Non-operating expense, net (includes net interest expense) 16,265 17,041
Depreciation and amortization 12,726 14,721
Stock-based compensation expense 577 1,049
(Gain) loss on sale or disposal of assets or stations (2,866) 6
Restructuring costs 1,732 357
Debt exchange costs - 98
Non-routine legal expenses 8,623 960
Franchise taxes 170 181
Adjusted EBITDA $ 16,653 $ 24,051
Nine Months Ended September 30,
2025 2024
GAAP net loss $ (65,595) $ (52,174)
Income tax expense 1,852 2,237
Non-operating expense, net (includes net interest expense) 48,338 36,729
Depreciation and amortization 41,516 44,270
Stock-based compensation expense 2,000 3,457
(Gain) loss on sale or disposal of assets or stations (2,744) 60
Impairment of assets held for sale 1,420 -
Gain on early extinguishment of debt - (170)
Restructuring costs 6,558 4,475
Debt exchange costs - 16,369
Non-routine legal expenses 8,665 1,848
Franchise taxes 520 568
Adjusted EBITDA $ 42,530 $ 57,669
Liquidity and Capital Resources
As of September 30, 2025, we had $90.4 million of cash and cash equivalents. The Company used $8.2 million and $20.1 million of cash for operating activities in the nine months ended September 30, 2025 and 2024, respectively.
Historically, our principal sources of funds have been cash flow from operations and borrowings under credit facilities in existence from time to time. Our cash flow from operations remains subject to factors such as fluctuations in advertising media preferences and changes in demand caused by shifts in population, station listenership, demographics and audience tastes. In addition, our cash flows may be affected if customers are not able to pay, or delay payment of, accounts receivable that are owed to us, which risks may also be exacerbated in challenging or otherwise uncertain economic periods. In certain periods, the Company has experienced reductions in revenue and profitability from prior historical periods because of market
revenue pressures and cost escalations built into certain contracts. Notwithstanding this, we believe that our various content platforms, including an extensive number of local stations, national reach, and growing digital businesses, represent a broad diversity in format, listener base, geography, and advertiser base which help us maintain a more stable revenue stream by reducing our dependence on any single demographic, region or industry. However, future reductions in revenue or profitability are possible and could have a material adverse effect on the Company's business, results of operations, financial condition or liquidity.
We are a party to many contractual obligations involving commitments to make payments to third parties. These obligations impact our short-term and long-term liquidity and capital resource needs. Certain contractual obligations are reflected on the Consolidated Balance Sheet as of September 30, 2025, while others are considered future commitments. Our contractual obligations primarily consist of long-term debt and related interest payments, commitments under non-cancelable operating lease agreements, and employment and talent contracts. In addition to our contractual obligations, we expect that our primary anticipated uses of liquidity in 2025 will be to fund our working capital, make interest and tax payments, fund capital expenditures, execute our strategic plan and maintain operations.
Although there remains uncertainty related to the current macroeconomic conditions on the Company's future results, we believe our business model, our current cash reserves and borrowings from time to time under the Revolving Credit Agreement (or any such other credit facility as may be in place at the appropriate time) will help us manage our business and anticipated liquidity needs for at least the next twelve months. This expectation is based on a number of assumptions, including the performance of our business model, successful execution of our operating plans, and current macroeconomic forecasts. If these assumptions are not realized or if macroeconomic conditions deteriorate materially, our cash flows could be adversely affected and could require us to develop and implement alternative plans to satisfy our liquidity needs, the success of which may be uncertain.
We continually monitor our capital structure, including with respect to anticipated longer-term capital needs, and from time to time, we have evaluated, and expect that we will continue to evaluate, opportunities to obtain additional capital from the divestiture of radio stations or other assets, when we determine that it would further our strategic and financial objectives, as well as from the issuance of equity and/or debt securities, in each case, subject to market and other conditions in existence at that time. There can be no assurance that any such financing would be available on commercially acceptable terms, or at all. Future volatility in the capital and credit markets, caused by the current macroeconomic conditions or otherwise, may increase costs associated with issuing debt instruments or affect our ability to access those markets. In addition, it is possible that our ability to access the capital and credit markets could be limited at a time when we would like, or need, to do so, which could have an adverse impact on our ability to refinance maturing debt on terms or at times acceptable to us, or at all, and/or react to changing economic and business conditions.
2026 Credit Agreement (Term Loan due 2026)
On September 26, 2019, Holdings entered into the 2026 Credit Agreement providing for the Term Loan due 2026. See Part I, "Item 1 - Financial Statements - Notes to unaudited Condensed Consolidated Financial Statements - Note 5 - Debt," for further discussion of the 2026 Credit Agreement.
2029 Credit Agreement (Term Loan Due 2029)
On May 2, 2024, Holdings completed its offer (the "Term Loan Exchange Offer" and, together with the Notes Exchange Offer, the "Exchange Offer") to exchange its Term Loan due 2026, for new senior secured term loans due May 2, 2029 (the "Term Loan due 2029") issued under a new credit agreement. In connection with the Term Loan Exchange Offer, Holdings exchanged $328.3 million in aggregate principal amount of its Term Loan due 2026 for $311.8 million in aggregate principal amount of Term Loan due 2029.
See Part I, "Item 1 - Financial Statements - Notes to Unaudited Condensed Consolidated Financial Statements - Note 5 - Debt," for further discussion of the Term Loan Exchange Offer.
2020 Revolving Credit Agreement
On March 6, 2020, we entered into the Revolving Credit Facility which was amended on June 3, 2022 (and further amended on May 2, 2024). See Part I, "Item 1 - Financial Statements - Notes to unaudited Condensed Consolidated Financial Statements - Note 5 - Debt," for further discussion of our 2020 Revolving Credit Agreement.
Senior Notes due 2026
On June 26, 2019, we entered into an indenture under which the Senior Notes due 2026 were issued. See Part I, "Item 1 - Financial Statements - Notes to Unaudited Condensed Consolidated Financial Statements - Note 5 - Debt," for further discussion of the indenture and the Senior Notes due 2026.
Senior Notes due 2029
On May 2, 2024, Holdings consummated its Notes Exchange Offer to exchange any and all of its outstanding Senior Notes due 2026 for new 8.00% Senior Secured First-Lien Notes due 2029 (the "Senior Notes due 2029"). In connection with the Notes Exchange Offer, Holdings accepted $323.0 million in aggregate principal amount of Senior Notes due 2026 tendered in the Notes Exchange Offer in exchange for approximately $306.4 million in aggregate principal amount of Senior Notes due 2029. See Part I, "Item 1 - Financial Statements - Notes to Unaudited Condensed Consolidated Financial Statements - Note 5 - Debt," for further discussion of the Notes Exchange Offer.
Share Repurchase Program
On October 27, 2023, the Company announced that the Board of Directors authorized a new share repurchase program (the "Current Share Repurchase Authorization") for up to $25.0 million of outstanding Class A common stock. The Current Share Repurchase Authorization expired on May 15, 2025 and superseded and replaced our Prior Share Repurchase Authorization, which expired on November 3, 2023. The repurchase program did not require the Company to repurchase a minimum number of shares. We are currently subject to significant restrictions under the terms of our debt agreements with respect to payment to repurchase shares of our common stock. For a more detailed discussion of the restrictions in our debt agreements, See Part I, "Item 1 - Financial Statements - Notes to Unaudited Condensed Consolidated Financial Statements - Note 5 - Debt."
During the nine months ended September 30, 2025 and 2024, the Company did not repurchase any shares of its outstanding Class A Common stock in the open market.
Prior to its expiration, $25.0 million of the Company's outstanding Class A common stock remained available for repurchase under the share repurchase program, subject to restrictions under the terms of our debt agreements.
Royalty Agreements
We must pay royalties to song composers and publishers whenever we broadcast copyrighted musical compositions in accordance with U.S. copyright law. Such copyright owners of musical compositions most often rely on intermediaries known as performing rights organizations ("PROs") to negotiate licenses with copyright users for the public performance of their compositions, collect royalties under such licenses and distribute them to copyright owners. We have obtained public performance licenses from, and pay license fees to, the four major PROs in the U.S., which include the American Society of Composers, Authors and Publishers ("ASCAP") and Broadcast Music, Inc. ("BMI").
On August 19, 2025, the Radio Music Licensing Committee ("RMLC"), of which the Company is a represented participant, announced (as did each of ASCAP and BMI, respectively) that RMLC had entered into separate settlement agreements with each of ASCAP and BMI to resolve rate-setting proceedings pending in the United States District Court for the Southern District of New York. The settlements establish final license fee rates which apply retroactively for the period from January 1, 2022 through December 31, 2029.
During the third quarter of 2025, the Company accrued an aggregate of $8.0 million related to the ASCAP and BMI settlements in the Corporate expenses financial statement line item of the Company's Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2025.
Cash Flows Used in Operating Activities
Nine Months Ended September 30,
2025 2024
(Dollars in thousands)
Net cash used in operating activities $ (8,186) $ (20,130)
Net cash used in operating activities for the nine months ended September 30, 2025, compared to net cash used in operating activities for the nine months ended September 30, 2024, decreased primarily as a result of changes in working capital which were partially offset by lower operating results.
Cash Flows Used in Investing Activities
Nine Months Ended September 30,
2025 2024
(Dollars in thousands)
Net cash used in investing activities $ (14,474) $ (979)
For the nine months ended September 30, 2025, net cash used in investing activities consisted primarily of capital expenditures.
For the nine months ended September 30, 2024, net cash used in investing activities consists primarily of capital expenditures which were largely offset by proceeds from the BMI Sale.
Cash Flows Provided by (Used in) Financing Activities
Nine Months Ended September 30,
2025 2024
(Dollars in thousands)
Net cash provided by (used in) financing activities $ 49,238 $ (7,397)
For the nine months ended September 30, 2025, net cash provided by financing activities primarily reflects $55.0 million of proceeds received from borrowings under the 2020 Revolving Credit Agreement slightly offset by repayments of financing obligations.
For the nine months ended September 30, 2024, net cash used in financing activities primarily relates to repayments of financing obligations and shares returned in lieu of tax payments for vested restricted stock.
Off-Balance Sheet Arrangements
We did not have any off-balance sheet arrangements as of September 30, 2025.
Critical Accounting Policies and Estimates
For a description of our critical accounting policies and estimates, see our Annual Report on Form 10-K for the fiscal year ended December 31, 2024. Our critical accounting policies and estimates have not changed materially during the nine months ended September 30, 2025.
Cumulus Media Inc. published this content on October 30, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on October 30, 2025 at 12:05 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]