10-Q 1 ihrt-20240331.htm 10-Q ihrt-20240331
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2024
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM _________ TO __________
Commission File Number
001-38987
IHEARTMEDIA, INC.
(Exact name of registrant as specified in its charter)
Delaware26-0241222
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer Identification No.)
20880 Stone Oak Parkway
San Antonio, Texas78258
(Address of principal executive offices)(Zip Code)
(210822-2828
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, par value $0.001 per shareIHRTThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated Filer Non-accelerated filer Smaller reporting company Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No 
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
ClassOutstanding at May 6, 2024
~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~
Class A Common Stock, $.001 par value123,451,749 
Class B Common Stock, $.001 par value21,346,613 




IHEARTMEDIA, INC.
INDEX



PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)March 31,
2024
December 31,
2023
(Unaudited)
CURRENT ASSETS
Cash and cash equivalents$361,403 $346,382 
Accounts receivable, net of allowance of $37,742 in 2024 and $38,055 in 2023
878,353 1,041,214 
Prepaid expenses135,234 93,131 
Other current assets38,082 26,189 
Total Current Assets1,413,072 1,506,916 
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment, net529,114 558,865 
INTANGIBLE ASSETS AND GOODWILL
Indefinite-lived intangibles - licenses and other1,114,479 1,113,979 
Other intangibles, net1,111,236 1,173,210 
Goodwill1,721,349 1,721,483 
OTHER ASSETS
Operating lease right-of-use assets693,545 704,992 
Other assets175,517 173,166 
Total Assets$6,758,312 $6,952,611 
CURRENT LIABILITIES  
Accounts payable$215,410 $236,162 
Current operating lease liabilities73,775 73,832 
Accrued expenses196,110 317,575 
Accrued interest53,164 61,987 
Deferred revenue163,310 158,540 
Current portion of long-term debt289 340 
Total Current Liabilities702,058 848,436 
Long-term debt5,216,503 5,214,810 
Noncurrent operating lease liabilities749,365 762,820 
Deferred income taxes315,679 339,768 
Other long-term liabilities173,281 171,535 
Commitments and contingent liabilities (Note 6)
STOCKHOLDERS' DEFICIT
Noncontrolling interest6,400 9,397 
Preferred stock, par value $.001 per share, 100,000,000 shares authorized, no shares issued and outstanding
  
Class A Common Stock, par value $.001 per share, authorized 1,000,000,000 shares, issued and outstanding 124,416,225 and 124,299,288 shares in 2024 and 2023, respectively
125 125 
Class B Common Stock, par value $.001 per share, authorized 1,000,000,000 shares, issued and outstanding 21,346,613 and 21,347,363 shares in 2024 and 2023, respectively
21 21 
Special Warrants, 5,043,336 and 5,101,870 issued and outstanding in 2024 and 2023, respectively
  
Additional paid-in capital2,955,043 2,947,096 
Accumulated deficit(3,348,650)(3,330,142)
Accumulated other comprehensive loss(1,347)(1,128)
Cost of shares (999,647 in 2024 and 983,589 in 2023) held in treasury
(10,166)(10,127)
Total Stockholders' Deficit(398,574)(384,758)
Total Liabilities and Stockholders' Deficit$6,758,312 $6,952,611 
See Notes to Consolidated Financial Statements
1


IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(UNAUDITED)
(In thousands, except per share data)Three Months Ended March 31,
20242023
Revenue$799,038 $811,239 
Operating expenses:
Direct operating expenses (excludes depreciation and amortization)341,360 344,620 
Selling, general and administrative expenses (excludes depreciation and amortization)385,144 402,801 
Depreciation and amortization105,162 108,512 
Impairment charges1,508 3,947 
Other operating expense, net572 221 
Operating loss(34,708)(48,862)
Interest expense, net95,515 95,457 
Gain (loss) on investments, net91,994 (6,505)
Equity in earnings (loss) of nonconsolidated affiliates(45)40 
Gain on extinguishment of debt 4,625 
Other expense, net(496)(99)
Loss before income taxes(38,770)(146,258)
Income tax benefit (expense)20,662 (76,105)
Net loss(18,108)(222,363)
Less amount attributable to noncontrolling interest400 (103)
Net loss attributable to the Company$(18,508)$(222,260)
Other comprehensive loss, net of tax:
Foreign currency translation adjustments(219)(46)
Other comprehensive loss, net of tax(219)(46)
Comprehensive loss(18,727)(222,306)
Less amount attributable to noncontrolling interest  
Comprehensive loss attributable to the Company$(18,727)$(222,306)
Net loss attributable to the Company per common share:
     Basic$(0.12)$(1.50)
Weighted average common shares outstanding - Basic149,795 148,365 
     Diluted$(0.12)$(1.50)
Weighted average common shares outstanding - Diluted149,795 148,365 

See Notes to Consolidated Financial Statements
2


IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
(UNAUDITED)
(In thousands, except share data)Controlling Interest
Common Shares(1)
Non-
controlling
Interest
Common
Stock
Additional
Paid-in
Capital
Accumulated DeficitAccumulated
Other
Comprehensive Loss
Treasury
Stock
Class A SharesClass B
Shares
Special WarrantsTotal
Balances at
December 31, 2023
124,299,288 21,347,363 5,101,870 $9,397 $146 $2,947,096 $(3,330,142)$(1,128)$(10,127)$(384,758)
Net income (loss)400 — — (18,508)— — (18,108)
Vesting of restricted stock and other57,653 — — — — — (39)(39)
Share-based compensation
— — 7,947 — — — 7,947 
Dividends declared and paid to noncontrolling interests(3,397)— — — — — (3,397)
Conversion of Special Warrants to Class A and Class B Shares
58,534 — (58,534)— — — — — — — 
Conversion of Class B Shares to Class A Shares750 (750)— — — — — — — 
Other comprehensive loss— — — — (219)— (219)
Balances at
March 31, 2024
124,416,225 21,346,613 5,043,336 $6,400 $146 $2,955,043 $(3,348,650)$(1,347)$(10,166)$(398,574)

(In thousands, except share data)Controlling Interest
Common Shares(1)
Non-
controlling
Interest
Common
Stock
Additional
Paid-in
Capital
Accumulated DeficitAccumulated
Other
Comprehensive Loss
Treasury
Stock
Class A SharesClass B
Shares
Special WarrantsTotal
Balances at
December 31, 2022
122,370,425 21,477,181 5,111,312 $9,609 $144 $2,912,500 $(2,227,482)$(1,331)$(8,934)$684,506 
Net loss(103)— — (222,260)— — (222,363)
Vesting of restricted stock and other7,513 — — — — — (24)(24)
Share-based compensation
— — 10,152 — — — 10,152 
Dividends declared and paid to noncontrolling interests(321)— — — — — (321)
Conversion of Class B Shares to Class A Shares7,262 (7,262)— — — — — — — 
Other comprehensive loss— — — — (46)— (46)
Balances at
March 31, 2023
122,385,200 21,469,919 5,111,312 $9,185 $144 $2,922,652 $(2,449,742)$(1,377)$(8,958)$471,904 
(1) The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2024, 2023 or 2022.
See Notes to Consolidated Financial Statements
3


IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(In thousands)Three Months Ended March 31,
20242023
Cash flows from operating activities:
Net loss$(18,108)$(222,363)
Reconciling items:
Impairment charges1,508 3,947 
Depreciation and amortization105,162 108,512 
Deferred taxes(24,080)72,620 
Provision for doubtful accounts2,906 6,441 
Amortization of deferred financing charges and note discounts, net1,730 1,656 
Share-based compensation7,947 10,152 
(Gain) Loss on disposal of operating and other assets132 (278)
(Gain) Loss on investments(91,994)6,505 
Equity in (earnings) loss of nonconsolidated affiliates45 (40)
Gain on extinguishment of debt (4,625)
Barter and trade income(8,749)(8,007)
Other reconciling items, net507 89 
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
Decrease in accounts receivable153,799 94,759 
Increase in prepaid & other current assets(54,484)(37,032)
(Increase) Decrease in other long-term assets368 (1,521)
Decrease in accounts payable(12,267)(63,187)
Decrease in accrued expenses(122,864)(71,459)
Decrease in accrued interest(8,823)(6,222)
Increase in deferred revenue8,260 16,829 
Increase in other long-term liabilities(272)(759)
Cash used for operating activities(59,277)(93,983)
Cash flows from investing activities:
Proceeds from sale of investments101,405  
Purchases of property, plant and equipment(21,582)(39,165)
Change in other, net(1,808)744 
Cash provided by (used for) investing activities78,015 (38,421)
Cash flows from financing activities:
Payments on long-term debt and credit facilities(111)(15,593)
Dividends and other payments to noncontrolling interests(3,397)(321)
Change in other, net(40)(24)
Cash used for financing activities(3,548)(15,938)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(169)39 
Net increase (decrease) in cash, cash equivalents and restricted cash15,021 (148,303)
Cash, cash equivalents and restricted cash at beginning of period346,382 336,661 
Cash, cash equivalents and restricted cash at end of period$361,403 $188,358 
SUPPLEMENTAL DISCLOSURES:
Cash paid for interest$105,863 $101,759 
Cash paid for income taxes1,033 3,160 
See Notes to Consolidated Financial Statements
4



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 – BASIS OF PRESENTATION
Preparation of Interim Financial Statements
All references in this Quarterly Report on Form 10-Q to the “Company,” “we,” “us” and “our” refer to iHeartMedia, Inc. and its consolidated subsidiaries. The accompanying consolidated financial statements were prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, in the opinion of management, include all normal and recurring adjustments necessary to present fairly the results of the interim periods shown. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such SEC rules and regulations. Management believes that the disclosures made are adequate to make the information presented not misleading. The financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
The Company reports based on three reportable segments:
the Multiplatform Group, which includes the Company's Broadcast radio, Networks and Sponsorships and Events businesses;
the Digital Audio Group, which includes all of the Company's Digital businesses, including Podcasting; and
the Audio & Media Services Group, which includes Katz Media Group (“Katz Media”), a full-service media representation business, and RCS Sound Software ("RCS"), a provider of scheduling and broadcast software and services.
The consolidated financial statements include the accounts of the Company and its subsidiaries. Also included in the consolidated financial statements are entities for which the Company has a controlling interest or is the primary beneficiary. Investments in companies which the Company does not control but exercises significant influence over operating and financial policies of the company are accounted for under the equity method. All significant intercompany transactions are eliminated in the consolidation process.
Economic Conditions
The Company's advertising revenue, cash flows, and cost of capital are impacted by changes in economic conditions. Higher interest rates and inflation have contributed to a challenging macroeconomic environment since 2022. This challenging environment has led to broader market uncertainty and has delayed the Company's expected recovery and has had an adverse impact on the Company's revenues, cash flows, and trading values of the Company's debt and equity securities. The current market uncertainty and macroeconomic conditions, a recession, or a downturn in the U.S. economy could have a significant impact on the Company's ability to generate revenue and cash flows.
As of March 31, 2024, the Company had approximately $361.4 million in cash and cash equivalents, and the $450.0 million senior secured asset-based revolving credit facility entered into on May 17, 2022 (the "ABL Facility") had a facility size of $450.0 million, no outstanding borrowings and $23.2 million of outstanding letters of credit, resulting in $426.8 million of borrowing base availability. The Company's total available liquidity as of March 31, 2024 was approximately $788.2 million. Based on current available liquidity, the Company expects to be able to meet its obligations as they become due over the coming year.
Reclassifications
Certain prior period amounts have been reclassified to conform to the 2024 presentation.
Restricted Cash 
As of March 31, 2024 and December 31, 2023, the Company did not have any restricted cash balances on the Consolidated Balance Sheets.
Certain Relationships and Related Party Transactions
From time to time, certain companies in which the Company holds minority equity interests, purchase advertising in the ordinary course. None of these ordinary course transactions have had a material impact on the Company.
5



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
New Accounting Pronouncements Not Yet Adopted
In December 2023, the FASB issued Update 2023-07 - Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of the title and position of the Chief Operating Decision Maker (“CODM”), an explanation of how the CODM uses the reported measure of segment profit or loss in assessing segment performance and deciding how to allocate resources, and disclosure of expenses provided to the CODM that are included within the reported measure of segment profit or loss. The amendments of ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted, and should be applied retrospectively to all periods presented. We are currently evaluating the impact of this standard on our disclosures, including timing of adoption.
In December 2023, the FASB issued Update 2023-09 - Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances the disclosure requirements for income tax rate reconciliation, domestic and foreign income taxes, and unrecognized tax benefits. The amendments of ASU 2023-09 are effective for annual periods beginning after December 15, 2024. Early adoption is permitted, and should be applied prospectively. We are currently evaluating the impact of this standard on our annual disclosures, including timing of adoption.

NOTE 2 – REVENUE
Disaggregation of Revenue
The following tables show revenue streams for the three months ended March 31, 2024 and 2023:
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupEliminationsConsolidated
Three Months Ended March 31, 2024
Revenue from contracts with customers:
  Broadcast Radio(1)
$359,338 $ $ $ $359,338 
  Networks(2)
102,051    102,051 
  Sponsorship and Events(3)
27,829    27,829 
  Digital, excluding Podcast(4)
 148,344  (1,185)147,159 
  Podcast(5)
 90,624   90,624 
  Audio & Media Services(6)
  69,168 (1,376)67,792 
  Other(7)
4,095    4,095 
     Total493,313 238,968 69,168 (2,561)798,888 
Revenue from leases(8)
150    150 
Revenue, total$493,463 $238,968 $69,168 $(2,561)$799,038 
Three Months Ended March 31, 2023
Revenue from contracts with customers:
  Broadcast Radio(1)
$383,238 $ $ $ $383,238 
  Networks(2)
107,954    107,954 
  Sponsorship and Events(3)
32,587    32,587 
  Digital, excluding Podcast(4)
 146,585  (1,189)145,396 
  Podcast(5)
 76,811   76,811 
  Audio & Media Services(6)
  61,351 (1,332)60,019 
  Other(7)
4,924    4,924 
Total528,703 223,396 61,351 (2,521)810,929 
Revenue from leases(8)
310 310 
Revenue, total$529,013 $223,396 $61,351 $(2,521)$811,239 
(1)Broadcast Radio revenue is generated through the sale of advertising time on the Company’s domestic radio stations.
(2)Networks revenue is generated through the sale of advertising on the Company’s Premiere and Total Traffic & Weather network programs and through the syndication of network programming to other media companies.
6



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(3)Sponsorship and events revenue is generated through local events and major nationally-recognized tent pole events and include sponsorship and other advertising revenue, ticket sales, and licensing, as well as endorsement and appearance fees generated by on-air talent.
(4)Digital, excluding Podcast revenue is generated through the sale of streaming and display advertisements on digital platforms and through subscriptions to iHeartRadio streaming services.
(5)Podcast revenue is generated through the sale of advertising on the Company's podcast network.
(6)Audio & Media Services revenue is generated by services provided to broadcast industry participants through the Company’s Katz Media and RCS businesses. As a media representation firm, Katz Media generates revenue via commissions on media sold on behalf of the radio and television stations that it represents, while RCS generates revenue by providing broadcast software and media streaming, along with research services for radio stations, broadcast television stations, cable channels, record labels, ad agencies and Internet stations worldwide.
(7)Other revenue represents fees earned for miscellaneous services, including on-site promotions, activations, and local marketing agreements.
(8)Revenue from leases is primarily generated by the lease of towers to other media companies, which are all categorized as operating leases.

Trade and Barter
Trade and barter transactions represent the exchange of advertising spots for merchandise, services, advertising and promotion or other assets in the ordinary course of business. The transaction price for these contracts is measured at the estimated fair value of the non-cash consideration received unless this is not reasonably estimable, in which case the consideration is measured based on the standalone selling price of the advertising spots promised to the customer. The revenues and expenses may not be recognized in the same period depending on the timing of the services, advertising or promotion received in exchange for advertising spots. Trade and barter revenues and expenses, which are included in consolidated revenue and selling, general and administrative expenses, respectively, were as follows:
Three Months Ended
March 31,
(In thousands)20242023
  Trade and barter revenues$41,305 $45,029 
  Trade and barter expenses34,181 47,386 

In addition to the trade and barter revenue in the table above, the Company recognized $8.7 million and $8.0 million during the three months ended March 31, 2024 and 2023, respectively, in connection with investments made in companies in exchange for advertising services.

The following tables show the Company’s deferred revenue balance from contracts with customers:
Three Months Ended
March 31,
(In thousands)20242023
Deferred revenue from contracts with customers:
  Beginning balance(1)
$181,899 $157,910 
    Revenue recognized, included in beginning balance(73,928)(56,133)
    Additions, net of revenue recognized during period, and other77,864 68,904 
  Ending balance$185,835 $170,681 
(1) Deferred revenue from contracts with customers, which excludes other sources of deferred revenue that are not related to contracts with customers, is included within deferred revenue and other long-term liabilities on the Consolidated Balance Sheets, depending upon when revenue is expected to be recognized.

7



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The Company’s contracts with customers generally have terms of one year or less; however, as of March 31, 2024, the Company expects to recognize $253.1 million of revenue in future periods for remaining performance obligations from current contracts with customers that have an original expected duration greater than one year, with substantially all of this amount to be recognized over the next five years. Commissions related to the Company’s media representation business have been excluded from this amount as they are contingent upon future sales.
Revenue from Leases
As of March 31, 2024, the future lease payments to be received by the Company are as follows:
(In thousands)
2024$185 
2025132 
202672 
202730 
202815 
Thereafter 
  Total$434 

NOTE 3 – LEASES
The Company enters into operating lease contracts for land, buildings, structures and other equipment. Arrangements are evaluated at inception to determine whether such arrangements contain a lease. Operating leases primarily include land and building lease contracts and leases of radio towers. Arrangements to lease building space consist primarily of the rental of office space, but may also include leases of other equipment, including automobiles and copiers. Operating leases are reflected on the Company's balance sheet within Operating lease right-of-use assets ("ROU assets") and the related short-term and long-term liabilities are included within Current and Noncurrent operating lease liabilities, respectively.
The Company's finance leases are included within Property, plant and equipment with the related liabilities included within Long-term debt.
ROU assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the respective lease term. Lease expense is recognized on a straight-line basis over the lease term.
The Company tests for impairment of assets whenever events and circumstances indicate that such assets might be impaired.
During the three months ended March 31, 2024, and 2023, we recognized non-cash impairment charges of $1.5 million and $3.9 million, respectively, due to changes in sublease assumptions for ROU assets related to certain operating leases for which management has made proactive decisions to abandon and sublease in connection with strategic actions to streamline the Company’s real estate footprint.
The implicit rate within the Company's lease agreements is generally not determinable. As such, the Company uses the incremental borrowing rate ("IBR") to determine the present value of lease payments at the commencement of the lease. The IBR, as defined in ASC 842, is "the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment."
8



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The following table provides supplemental cash flow information related to leases for the periods presented:
Three Months Ended March 31,
(In thousands)20242023
Cash paid for amounts included in measurement of operating lease liabilities$37,293 $32,963 
Lease liabilities arising from obtaining right-of-use assets(1)
5,751 4,821 
(1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the three months ended March 31, 2024 and 2023, respectively.
The Company reflects changes in the lease liability and changes in the ROU asset on a net basis in the Statements of Cash Flows. The non-cash operating lease expense was $15.6 million and $18.1 million for the three months ended March 31, 2024 and March 31, 2023, respectively.

NOTE 4– PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL
Property, Plant and Equipment
The Company’s property, plant and equipment consisted of the following classes of assets:
(In thousands)March 31,
2024
December 31,
2023
Land, buildings and improvements$319,589 $316,655 
Towers, transmitters and studio equipment197,895 195,609 
Computer equipment and software690,470 685,417 
Furniture and other equipment47,872 47,684 
Construction in progress18,321 16,473 
1,274,147 1,261,838 
Less: accumulated depreciation745,033 702,973 
Property, plant and equipment, net$529,114 $558,865 
Indefinite-lived Intangible Assets
The Company’s indefinite-lived intangible assets primarily consist of Federal Communications Commission ("FCC") broadcast licenses in its Multiplatform Group segment.
Other Intangible Assets
Other intangible assets consists of definite-lived intangible assets, which primarily include customer and advertiser relationships, talent and representation contracts, trademarks and tradenames and other contractual rights, all of which are amortized over the shorter of either the respective lives of the agreements or over the period of time that the assets are expected to contribute directly or indirectly to the Company’s future cash flows. The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets. These assets are recorded at amortized cost.

9



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets.
(In thousands)March 31, 2024December 31, 2023
Gross Carrying AmountAccumulated AmortizationGross Carrying AmountAccumulated Amortization
Customer / advertiser relationships$1,652,623 $(842,639)$1,652,623 $(800,377)
Talent and other contracts338,900 (214,143)338,900 (203,479)
Trademarks and tradenames335,912 (164,963)335,912 (156,468)
Other18,003 (12,457)18,003 (11,904)
Total$2,345,438 $(1,234,202)$2,345,438 $(1,172,228)
Total amortization expense related to definite-lived intangible assets for the Company for the three months ended March 31, 2024 and 2023 was $61.9 million and $61.8 million, respectively.
As acquisitions and dispositions occur in the future, amortization expense may vary. The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets:
(In thousands)
2025$213,758 
2026201,512 
2027176,171 
2028160,395 
2029121,622 

Goodwill
The following table presents the changes in the carrying amount of goodwill:
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupConsolidated
Balance as of December 31, 2023(1)
$1,340,459 $311,426 $69,598 $1,721,483 
Foreign currency (73)(61)(134)
Balance as of March 31, 2024
$1,340,459 $311,353 $69,537 $1,721,349 
(1) Beginning goodwill balance is presented net of prior accumulated impairment losses of $1.3 billion related to our Multiplatform Group, $439.4 million related to our Digital Audio Group and $34.5 million related to our Audio & Media Services Group.
10



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 5 – LONG-TERM DEBT
Long-term debt outstanding for the Company consisted of the following:
(In thousands)March 31, 2024December 31, 2023
Term Loan Facility due 2026$1,864,032 $1,864,032 
Incremental Term Loan Facility due 2026401,220 401,220 
Asset-based Revolving Credit Facility due 2027(1)
  
6.375% Senior Secured Notes due 2026
800,000 800,000 
5.25% Senior Secured Notes due 2027
750,000 750,000 
4.75% Senior Secured Notes due 2028
500,000 500,000 
Other secured subsidiary debt(2)
3,429 3,367 
Total consolidated secured debt4,318,681 4,318,619 
8.375% Senior Unsecured Notes due 2027
916,357 916,357 
Original issue discount(6,785)(7,558)
Long-term debt fees(11,461)(12,268)
Total debt5,216,792 5,215,150 
Less: Current portion289 340 
Total long-term debt$5,216,503 $5,214,810 
(1)As of March 31, 2024, the ABL Facility had a facility size of $450.0 million, no outstanding borrowings and $23.2 million of outstanding letters of credit, resulting in $426.8 million of borrowing base availability.
(2)Other secured subsidiary debt consists of finance lease obligations maturing at various dates from 2025 through 2045.
The Company’s weighted average interest rate was 7.3% as of March 31, 2024 and December 31, 2023. The aggregate market value of the Company’s debt based on market prices for which quotes were available was approximately $4.0 billion and $4.2 billion as of March 31, 2024 and December 31, 2023, respectively. Under the fair value hierarchy established by ASC 820-10-35, the market value of the Company’s debt is classified as either Level 1 or Level 2. As of March 31, 2024, we were in compliance with all covenants related to our debt agreements.
On June 15, 2023, iHeartCommunications, Inc. ("iHeartCommunications"), a wholly-owned subsidiary of iHeartMedia, entered into an amendment to the credit agreement governing its term loan credit facilities (the "Term Loan Facility"). The amendment replaces the prior Eurocurrency interest rate, based upon LIBOR, with the Secured Overnight Financing Rate (“SOFR”) successor rate plus a SOFR adjustment as specified in the credit agreement. The Term Loan Facility margins remain the same with the Term Loan Facility due 2026 containing margins of 3.00% for Term SOFR Loans (as defined in the credit agreement) and 2.00% for Base Rate Loans (as defined in the credit agreement), and the incremental Term Loan Facility due 2026 containing margins of 3.25% for Term SOFR Loans with a floor of 0.50% and 2.25% for Base Rate Loans with a floor of 1.50%.
Surety Bonds and Letters of Credit
As of March 31, 2024, the Company and its subsidiaries had outstanding surety bonds and commercial standby letters of credit of $10.1 million and $23.2 million, respectively. These surety bonds and letters of credit relate to various operational matters including insurance, lease and performance bonds as well as other items.

11



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

NOTE 6 – COMMITMENTS AND CONTINGENCIES
The Company and its subsidiaries are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in the Company’s assumptions or the effectiveness of its strategies related to these proceedings. Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on the Company’s financial condition or results of operations.
Although the Company is involved in a variety of legal proceedings in the ordinary course of business, a large portion of the Company’s litigation arises in the following contexts: commercial/contract disputes; defamation matters; employment and benefits related claims; intellectual property claims; real estate matters; governmental investigations; and tax disputes.
Alien Ownership Restrictions and FCC Declaratory Ruling
The Communications Act and FCC regulation prohibit foreign entities and individuals from having direct or indirect ownership or voting rights of more than 25 percent in a corporation controlling the licensee of a radio broadcast station unless the FCC finds greater foreign ownership to be in the public interest. On November 5, 2020, the FCC issued a declaratory ruling, which permits the Company to be up to 100% foreign owned, subject to certain conditions (the "2020 Declaratory Ruling").

NOTE 7 – INCOME TAXES
The Company’s income tax benefit (expense) consisted of the following components:
(In thousands)Three Months Ended
March 31,
20242023
Current tax expense$(3,418)$(3,485)
Deferred tax benefit (expense)24,080 (72,620)
Income tax benefit (expense)$20,662 $(76,105)

The effective tax rates for the three months ended March 31, 2024 and 2023 were 53.3% and (52.0)%, respectively. The effective tax rates were primarily impacted by the forecasted increase in valuation allowance against certain deferred tax assets, related primarily to disallowed interest expense carryforwards, due to uncertainty regarding the Company’s ability to utilize those assets in future periods.

NOTE 8 – STOCKHOLDERS' DEFICIT
Pursuant to the Company's 2019 Equity Incentive Plan (the "2019 Plan"), the Company historically granted restricted stock units and options to purchase shares of the Company's Class A common stock to certain key individuals. On April 21, 2021, the 2021 Long-Term Incentive Award Plan (the “2021 Plan”) was approved by stockholders and replaced the 2019 Plan. Pursuant to the 2021 Plan, the Company will continue to grant equity awards covering shares of the Company's Class A common stock to certain key individuals.

12



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Share-based Compensation
Share-based compensation expenses are recorded in Selling, general and administrative expenses and were $8.5 million and $10.2 million for the three months ended March 31, 2024 and 2023, respectively.
The Company periodically issues restricted stock units ("RSUs") and performance-based RSUs ("Performance RSUs") to certain key employees, some of which are settled in cash. The RSUs vest solely due to continued service over time. The Performance RSUs generally vest upon the achievement of certain market goals, performance goals, and continued service. The majority of these awards are being measured over an approximately 3-year period from the date of issuance, while certain Performance RSUs are measured over a 50-month period from the date of issuance. On February 25, 2024, the Company issued RSUs and Performance RSUs to certain key employees.

The following table presents the Company's total share based compensation expense by award type for the three months ended March 31, 2024 and 2023:

(In thousands)Three Months Ended
March 31,
20242023
RSUs$4,926 $6,102 
Performance RSUs2,789 1,931 
Options765 2,119 
Total Share Based Compensation Expense(1)
$8,480 $10,152 
(1) Total share based compensation expense includes $0.5 million of expense from cash settled awards for the three months ended March 31, 2024

As of March 31, 2024, there was $51.3 million of unrecognized compensation cost related to share-based compensation arrangements. This cost is expected to be recognized over a weighted average period of approximately 1.9 years and assumes Performance RSUs will be fully earned at target.
Special Warrants
Each Special Warrant issued under the special warrant agreement entered into in connection with the Company's emergence from bankruptcy in 2019 may be exercised by its holder to purchase one share of Class A common stock or Class B common stock at an exercise price of $0.001 per share, unless the Company in its sole discretion believes such exercise would, alone or in combination with any other existing or proposed ownership of common stock, result in, subject to certain exceptions, (a) such exercising holder owning more than 4.99 percent of the Company's outstanding Class A common stock, (b) more than 22.5 percent of the Company's capital stock or voting interests being owned directly or indirectly by foreign individuals or entities, (c) the Company exceeding any other applicable foreign ownership threshold or (d) violation of any provision of the Communications Act or restrictions on ownership or transfer imposed by the Company's certificate of incorporation or the decisions, rules and policies of the FCC. Any holder exercising Special Warrants must complete and timely deliver to the warrant agent the required exercise forms and certifications required under the special warrant agreement. The Communications Act and FCC regulations prohibit foreign entities or individuals from indirectly (i.e., through a parent company) owning or voting more than 25 percent of a licensee’s equity, unless the FCC determines that greater indirect foreign ownership is in the public interest. As mentioned in Note 6 above, on November 5, 2020, the FCC issued the 2020 Declaratory Ruling, which permits the Company to be up to 100% foreign owned.

During the three months ended March 31, 2024, there were 58,534 Special Warrants exercised for shares of Class A common stock and none exercised for Class B common stock. During the three months ended March 31, 2023, there were no Special Warrants exercised for shares of Class A or Class B common stock.

13



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Computation of Loss per Share
(In thousands, except per share data)Three Months Ended
March 31,
 20242023
NUMERATOR:  
Net loss attributable to the Company – common shares$(18,508)$(222,260)
DENOMINATOR(1):
 
Weighted average common shares outstanding - basic149,795 148,365 
  Stock options and restricted stock(2):
  
Weighted average common shares outstanding - diluted149,795 148,365 
Net loss attributable to the Company per common share: 
Basic$(0.12)$(1.50)
Diluted(0.12)(1.50)
(1) All of the outstanding Special Warrants are included in both the basic and diluted weighted average common shares outstanding of the Company for the three months ended March 31, 2024 and 2023.
(2) Outstanding equity service awards representing 15.8 million and 11.7 million shares of Class A common stock of the Company for the three months ended March 31, 2024 and 2023, respectively, were not included in the computation of diluted earnings per share because to do so would have been antidilutive.

NOTE 9 – SEGMENT DATA
The Company’s primary businesses are included in its Multiplatform Group and Digital Audio Group segments. Revenue and expenses earned and charged between Multiplatform Group, Digital Audio Group, Audio & Media Services Group, and Corporate are eliminated in consolidation. The Multiplatform Group provides media and entertainment services via broadcast delivery and also includes the Company’s events and national syndication businesses. The Digital Audio Group provides media and entertainment services via digital delivery. The Audio & Media Services Group provides other audio and media services, including the Company’s media representation business (Katz Media) and its provider of scheduling and broadcast software (RCS). Corporate includes infrastructure and support, including executive, information technology, human resources, legal, finance and administrative functions for the Company’s businesses. Share-based payments are recorded in Selling, general and administrative expense.

14



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The following tables present the Company's segment results for the Company for the three months ended March 31, 2024 and 2023:
Segments
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupCorporate and other reconciling itemsEliminationsConsolidated
Three Months Ended March 31, 2024
Revenue$493,463 238,968 $69,168 $ $(2,561)$799,038 
Operating expenses(1)
416,281 170,841 45,473 64,387 (2,561)694,421 
Segment Adjusted EBITDA(2)
$77,182 $68,127 $23,695 $(64,387)$ $104,617 
Depreciation and amortization(105,162)
Impairment charges(1,508)
Other operating expense, net(572)
Restructuring expenses(23,603)
Share-based compensation expense(8,480)
Operating loss$(34,708)
Intersegment revenues$ $1,185 $1,376 $— $— $2,561 
Capital expenditures11,704 5,427 2,257 2,194  21,582 
Share-based compensation expense   8,480  8,480 

Segments
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupCorporate and other reconciling itemsEliminationsConsolidated
Three Months Ended March 31, 2023
Revenue$529,013 $223,396 $61,351 $ $(2,521)$811,239 
Operating expenses(1)
441,961 169,277 46,007 63,091 (2,521)717,815 
Segment Adjusted EBITDA(2)
$87,052 $54,119 $15,344 $(63,091)$ $93,424 
Depreciation and amortization(108,512)
Impairment charges(3,947)
Other operating expense, net(221)
Restructuring expenses(19,454)
Share-based compensation expense(10,152)
Operating loss$(48,862)
Intersegment revenues$ $1,189 $1,332 $— $— $2,521 
Capital expenditures26,424 5,777 3,887 3,077  39,165 
Share-based compensation expense   10,152  10,152 
(1) Consolidated operating expenses consist of Direct operating expenses and Selling, general and administrative expenses and exclude Restructuring expenses, share-based compensation expenses and depreciation and amortization.
(2) For a definition of Adjusted EBITDA for the consolidated company and a reconciliation to Operating loss, the most closely comparable GAAP measure, and to Net loss, please see "Reconciliation of Operating loss to Adjusted EBITDA" and "Reconciliation of Net loss to EBITDA and Adjusted EBITDA" in Item 2 of this Quarterly Report on Form 10-Q.
15


ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Format of Presentation
Management’s discussion and analysis of financial condition and results of operations (“MD&A”) should be read in conjunction with the consolidated financial statements and related footnotes contained in Part I, Item 1 of this Quarterly Report on Form 10-Q of iHeartMedia, Inc. (the "Company," "iHeartMedia," "we," "our," or "us"). 
We report based on three reporting segments:
the Multiplatform Group, which includes our Broadcast radio, Networks and Sponsorships and Events businesses;
the Digital Audio Group, which includes our Digital businesses, including Podcasting; and
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.
These reporting segments reflect how senior management operates the Company. This structure provides visibility into the underlying performance, results, and margin profiles of our distinct businesses and enables senior management to monitor trends at the operational level and address opportunities or issues as they arise via regular review of segment-level results and forecasts with operational leaders.

Our segment profitability metric is Segment Adjusted EBITDA, which is reported to the Company's Chief Operating Decision Maker for purposes of making decisions about allocation of resources to, and assessing performance of, each reportable segment. Segment Adjusted EBITDA is calculated as Revenue less operating expenses, excluding Restructuring expenses (as defined below) and share-based compensation expenses.

We believe the presentation of our results by segment provides insight into our broadcast radio business and our digital business. We believe that our ability to generate cash flow from operations from our businesses and our current cash on hand will provide sufficient resources to fund and operate our business, fund capital expenditures and other obligations and make interest payments on our long-term debt for at least the next twelve months.
Description of our Business
Our strategy centers on delivering entertaining and informative content where our listeners want to find us across our various platforms.
Multiplatform Group

The primary source of revenue for our Multiplatform Group is from selling local and national advertising time on our radio stations, with contracts typically less than one year in duration. The programming formats of our radio stations are designed to reach audiences with targeted demographic characteristics. We work closely with our advertising and marketing partners to develop tools and leverage data to enable advertisers to effectively reach their desired audiences. Our Multiplatform Group also generates revenue from network syndication, nationally recognized events and other miscellaneous transactions.

Management looks at our Multiplatform Group's operations’ overall revenue as well as the revenue from each revenue stream including Broadcast Radio, Networks, and Sponsorship and Events. We periodically review and refine our selling structures in all regions and markets in an effort to maximize the value of our offering to advertisers and, therefore, our revenue.

Management also looks at Multiplatform Group's revenue by region and market size. Typically, larger markets can reach larger audiences with wider demographics than smaller markets. Additionally, management reviews our share of audio advertising revenues in markets where such information is available, as well as our share of target demographics listening in an average quarter hour. This metric gauges how well our formats are attracting and retaining listeners.

Management also monitors revenue generated through our programmatic ad-buying platform, and our data analytics advertising product, to measure the success of our enhanced marketing optimization tools. We have made significant
16


investments so we can provide the same ad-buying experience that once was only available from digital-only companies and enable our clients to better understand how our assets can successfully reach their target audiences.

Management monitors average advertising rates and cost per mille, the cost of every 1,000 advertisement impressions (“CPM”), which are principally based on the length of the spot and how many people in a targeted audience listen to our stations, as measured by an independent ratings service. In addition, our advertising rates are influenced by the time of day the advertisement airs, with morning and evening drive-time hours typically priced the highest. Our price and yield information systems enable our station managers and sales teams to adjust commercial inventory and pricing based on local market demand, as well as to manage and monitor different commercial durations in order to provide more effective advertising for our customers at what we believe are optimal prices given market conditions. Yield is measured by management in a variety of ways, including revenue earned divided by minutes of advertising sold.

A portion of our Multiplatform Group segment’s expenses vary in connection with changes in revenue. These variable expenses primarily relate to costs in our programming and sales departments, including profit sharing fees, and commissions.

Digital Audio Group

The primary source of revenue in the Digital Audio Group segment is the sale of advertising on our podcast network, iHeartRadio mobile application and website, and station websites. Revenues for digital advertising are recognized over time based on impressions delivered or time elapsed, depending upon the terms of the contract. Digital Audio Group’s contracts with advertisers are typically a year or less in duration and are generally billed monthly upon satisfaction of the performance obligations.

Through our Digital Audio Group, we continue to expand the choices for listeners. We derive revenue in this segment by developing and delivering our content and selling advertising across multiple digital distribution channels, including via our iHeartRadio mobile application, our station websites and other digital platforms that reach national, regional and local audiences.

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.

A portion of our Digital Audio Group segment’s expenses vary in connection with changes in revenue. These variable expenses primarily relate to our content costs including profit sharing fees and third-party content costs, as well as sales commissions. Certain of our content costs, including digital music performance royalties, vary with the volume of listening hours on our digital platforms.

Audio & Media Services Group

Audio & Media Services Group revenue is generated by services provided to broadcast industry participants through our Katz Media and RCS businesses. As a media representation firm, Katz Media generates revenue via commissions on media sold on behalf of the radio and television stations that it represents, while RCS generates revenue by providing broadcast software and media streaming, along with research services for radio stations, broadcast television stations, cable channels, record labels, ad agencies and Internet stations worldwide.

Economic Conditions

Our advertising revenue, cash flows, and cost of capital are impacted by changes in economic conditions. Higher interest rates and inflation have contributed to a challenging macroeconomic environment since 2022. This challenging environment has led to broader market uncertainty which has impacted our revenues and cash flows. The current market uncertainty and macroeconomic conditions, a recession, or a downturn in the U.S. economy could have a significant impact on our ability to generate revenue and cash flows.

17


Cost Savings Initiatives

We have implemented key modernization initiatives and operating-expense-saving initiatives to take advantage of the significant investments we have made in new technologies to deliver incremental cost efficiencies. We continue to explore opportunities for further efficiencies.

Impairment Charges

As part of our operating-expense-savings initiatives, we have taken proactive steps to streamline our real estate footprint and reduce related lease and operating expenses incurred by the Company. These strategic actions resulted in impairment charges due to the write-down of the affected right-of-use assets when changes to sublease assumptions occur.
    
18


Executive Summary
Consolidated revenues for the first quarter of 2024 decreased due to continued lower spending on radio advertising in connection with continued uncertain market conditions, partially offset by continued increases in demand for digital advertising and by increased political revenues as 2024 is a presidential election year.
The key developments that impacted our business during the quarter are summarized below:
Consolidated Revenue of $799.0 million decreased $12.2 million, or 1.5%, during the quarter ended March 31, 2024 compared to Consolidated Revenue of $811.2 million in the prior year's first quarter.
Multiplatform Group Revenue decreased $35.6 million, or 6.7%, and Segment Adjusted EBITDA decreased $9.9 million, or 11.3%, compared to the prior year's first quarter, respectively.
Digital Audio Group Revenue increased $15.6 million, or 7.0%, and Segment Adjusted EBITDA increased $14.0 million, or 25.9%, compared to the prior year's first quarter, respectively.
Audio & Media Services Group Revenue increased $7.8 million, or 12.7%, and Segment Adjusted EBITDA increased $8.4 million, or 54.4%, compared to the prior year's first quarter, respectively.
Operating loss of $34.7 million improved $14.2 million from $48.9 million in the prior year’s first quarter driven primarily by a decrease in operating expenses, including trade and other variable expenses.
Net loss of $18.1 million decreased $204.3 million from $222.4 million in the prior year's first quarter mainly due to the $101.4 million gain recognized on the sale of our investment in Broadcast Music, Inc. ("BMI") in the first quarter of 2024 and the income tax benefit recognized during the period compared to income tax expense recognized in the prior year's first quarter.
Cash flows used for operating activities of $59.3 million decreased from $94.0 million in the prior year's first quarter.
Adjusted EBITDA(1) of $104.6 million, was up $11.2 million from $93.4 million in prior year's first quarter.
Free cash flow(2) of $(80.9) million improved from $(133.1) million in the prior year's first quarter.

The table below presents a summary of our historical results of operations for the periods presented:
(In thousands)Three Months Ended
March 31,
20242023
Revenue$799,038 $811,239 
Operating loss(34,708)(48,862)
Net loss(18,108)(222,363)
Cash used for operating activities(59,277)(93,983)
Adjusted EBITDA(1)
$104,617 $93,424 
Free cash flow(2)
(80,859)(133,148)
(1) For a definition of Adjusted EBITDA and a reconciliation to Operating loss, the most closely comparable GAAP measure, and to Net loss, please see "Reconciliation of Operating loss to Adjusted EBITDA" and "Reconciliation of Net loss to EBITDA and Adjusted EBITDA" in this MD&A.
(2) For a definition of Free cash flow and a reconciliation to Cash used for operating activities, the most closely comparable GAAP measure, please see “Reconciliation of Cash used for operating activities to Free cash flow” in this MD&A.

19


Results of Operations
The tables below present the comparison of our historical results of operations for the three months ended March 31, 2024 to the three months ended March 31, 2023:
(In thousands)Three Months Ended
March 31,
20242023
Revenue$799,038 $811,239 
Operating expenses:
Direct operating expenses (excludes depreciation and amortization)
341,360 344,620 
Selling, general and administrative expenses (excludes depreciation and amortization)
385,144 402,801 
Depreciation and amortization105,162 108,512 
Impairment charges1,508 3,947 
Other operating expense, net572 221 
Operating loss(34,708)(48,862)
Interest expense, net95,515 95,457 
Gain (loss) on investments, net91,994 (6,505)
Equity in earnings (loss) of nonconsolidated affiliates(45)40 
Gain on extinguishment of debt— 4,625 
Other expense, net(496)(99)
Loss before income taxes(38,770)(146,258)
Income tax benefit (expense)20,662 (76,105)
Net loss(18,108)(222,363)
Less amount attributable to noncontrolling interest
400 (103)
Net loss attributable to the Company$(18,508)$(222,260)

The table below presents the comparison of our revenue streams for the three months ended March 31, 2024 to the three months ended March 31, 2023:
(In thousands)Three Months Ended
March 31,
%
20242023Change
Broadcast Radio$359,338 $383,238 (6.2)%
Networks102,051 107,954 (5.5)%
Sponsorship and Events27,829 32,587 (14.6)%
Other4,245 5,234 (18.9)%
Multiplatform Group493,463 529,013 (6.7)%
Digital, excluding Podcast148,344 146,585 1.2 %
Podcast90,624 76,811 18.0 %
Digital Audio Group238,968 223,396 7.0 %
Audio & Media Services Group69,168 61,351 12.7 %
Eliminations(2,561)(2,521)
Revenue, total$799,038 $811,239 (1.5)%

20


Consolidated results for the three months ended March 31, 2024 compared to the consolidated results for the three months ended March 31, 2023 were as follows:

Revenue
Consolidated revenue decreased $12.2 million during the three months ended March 31, 2024 compared to the same period of 2023. Multiplatform Group revenue decreased $35.6 million, or 6.7%, primarily resulting from a decrease in broadcast advertising in connection with continued uncertain market conditions and a decrease in non cash trade revenues related to the 2024 iHeartRadio Music Awards, partially offset by an increase in political revenues as 2024 is a presidential election year. Digital Audio Group revenue increased $15.6 million, or 7.0%, driven primarily by continuing increases in demand for podcast advertising. Audio & Media Services revenue increased $7.8 million primarily as a result of contract termination fees earned by Katz Media and due to higher political revenue.
Direct Operating Expenses
Consolidated direct operating expenses decreased $3.2 million during the three months ended March 31, 2024 compared to the same period of 2023. The decrease was primarily driven by certain lower variable content costs including broadcast profit sharing expense, third-party digital costs in connection with COVID-19 related advertisers, and event costs related to the timing of the 2024 iHeartRadio Music Awards, partially offset by certain higher variable content costs, including higher third-party digital costs and sales commissions related to the increase in digital revenues and an increase in broadcast music license fees.
Selling, General and Administrative (“SG&A”) Expenses
Consolidated SG&A expenses decreased $17.7 million during the three months ended March 31, 2024 compared to the same period of 2023. The decrease was driven primarily by lower non-cash trade expense due to the timing of the 2024 iHeartRadio Music Awards and lower bonus expense based on results, partially offset by an increase in certain costs incurred in connection with executing on our cost savings initiatives.

Depreciation and Amortization
Depreciation and amortization decreased $3.4 million during the three months ended March 31, 2024 compared to the same period of 2023, primarily as a result of a lower fixed asset base due to properties sold in 2022 and 2023 in connection with our real estate optimization initiatives.
Impairment Charges
During the three months ended March 31, 2024 and 2023, we recognized non-cash impairment charges of $1.5 million and $3.9 million, respectively, primarily related to changes in sublease assumptions for certain operating leases previously determined to be subleased as part of strategic actions to streamline our real estate footprint.

Interest Expense
Interest expense increased $0.1 million during the three months ended March 31, 2024 compared to the same period of 2023, primarily as a result of the increase in floating borrowing rates, largely offset by the lower outstanding aggregate principal of iHeartCommunications, Inc.'s 8.375% Senior Unsecured Notes due 2027 due to the repurchases of $204.0 million of the notes for $147.3 million in cash made during 2023.

Gain (Loss) on Investments, Net
During the three months ended March 31, 2024, we recognized a gain on investments, net of $92.0 million due to the $101.4 million gain recognized on the sale of our investment in BMI in the first quarter of 2024, partially offset by declines in the value of certain investments. During the three months ended March 31, 2023, we recognized a loss on investments, net of $6.5 million, related to declines in the value of our investments.

Gain on Extinguishment of Debt

During the three months ended March 31, 2023, we recognized a gain on extinguishment of debt of $4.6 million in connection with the open market repurchases of $20.0 million aggregate principal amount of iHeartCommunications, Inc.'s 8.375% Senior Unsecured Notes due 2027 for $15.4 million in cash. There were no repurchases during the three months ended March 31, 2024.

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Income Tax Benefit (Expense)

The effective tax rates for the Company for the three months ended March 31, 2024 and 2023 were 53.3% and (52.0)%, respectively. The effective tax rates were primarily impacted by the forecasted increase in valuation allowance against certain deferred tax assets, related primarily to disallowed interest expense carryforwards due to uncertainty regarding the Company’s ability to utilize those assets in future periods.

Net Loss Attributable to the Company
Net loss attributable to the Company of $18.5 million during the three months ended March 31, 2024 reflected a decrease of $203.8 million compared to Net loss attributable to the Company of $222.3 million during the three months ended March 31, 2023, primarily due to the $101.4 million gain recognized on the sale of our investment in BMI in the first quarter of 2024 and the income tax benefit recognized during the period compared to income tax expense recognized in the prior year's first quarter.
Multiplatform Group Results
(In thousands)Three Months Ended
March 31,
%
20242023Change
Revenue$493,463 $529,013 (6.7)%
Operating expenses(1)
416,281 441,961 (5.8)%
Segment Adjusted EBITDA$77,182 $87,052 (11.3)%
Segment Adjusted EBITDA margin15.6 %16.5 %
(1) Operating expenses consist of Direct operating expenses and Selling, general and administrative expenses, excluding Restructuring expenses.
Revenue from our Multiplatform Group decreased $35.6 million compared to the prior year primarily due to a decrease in broadcast advertising in connection with continued uncertain market conditions and a decrease in non cash trade and barter revenues related to the 2024 iHeartRadio Music Awards, partially offset by an increase in political revenues. Broadcast revenue declined $23.9 million, or 6.2%, year-over-year, driven by lower spot revenue, partially offset by an increase political advertising. Networks declined $5.9 million, or 5.5%, year-over-year. Revenue from Sponsorship and Events decreased $4.8 million, or 14.6%, year-over-year.

Operating expenses decreased $25.7 million, driven primarily by lower non cash trade expense and live event costs due to the timing of the 2024 iHeartRadio Music Awards, as well as lower bonus expense based on results, partially offset by higher broadcast music license fees.

Digital Audio Group Results
(In thousands)Three Months Ended
March 31,
%
20242023Change
Revenue$238,968 $223,396 7.0 %
Operating expenses(1)
170,841 169,277 0.9 %
Segment Adjusted EBITDA$68,127 $54,119 25.9 %
Segment Adjusted EBITDA margin28.5 %24.2 %
(1) Operating expenses consist of Direct operating expenses and Selling, general and administrative expenses, excluding Restructuring expenses.
Revenue from our Digital Audio Group increased $15.6 million compared to the prior year, driven by Podcast revenue which increased by $13.8 million, or 18.0% year-over-year, driven primarily by continued increase in demand for podcasting from advertisers, and Digital, excluding Podcast revenue, which grew $1.8 million, or 1.2% year-over-year, driven by an increase in demand for digital advertising, partially offset by a decrease in COVID-19 related advertisers.
22


Operating expenses increased $1.6 million primarily driven by higher variable content costs, including higher third-party digital costs and sales commissions related to the increase in revenues, as well as higher merchandising and event costs, partially offset by lower third-party digital costs in connection with COVID-19 related advertisers and lower compensation expense.
Audio & Media Services Group Results
(In thousands)Three Months Ended
March 31,
%
20242023Change
Revenue$69,168 $61,351 12.7 %
Operating expenses(1)
45,473 46,007 (1.2)%
Segment Adjusted EBITDA$23,695 $15,344 54.4 %
Segment Adjusted EBITDA margin34.2 %24.9 %
(1) Operating expenses consist of Direct operating expenses and Selling, general and administrative expenses, excluding Restructuring expenses.
Revenue from our Audio & Media Services Group increased $7.8 million compared to the prior year period primarily due to contract termination fees earned by Katz Media and due to higher political revenue as 2024 is a presidential election year.
Operating expenses decreased $0.5 million primarily as a result of a favorable shift in the sales mix toward services.

Reconciliation of Operating loss to Adjusted EBITDA
(In thousands)Three Months Ended
March 31,
20242023
Operating loss$(34,708)$(48,862)
Depreciation and amortization105,162 108,512 
Impairment charges1,508 3,947 
Other operating expense, net572 221 
Restructuring expenses23,603 19,454 
Share-based compensation expense8,480 10,152 
Adjusted EBITDA(1)
$104,617 $93,424 

23



Reconciliation of Net loss to EBITDA and Adjusted EBITDA
(In thousands)Three Months Ended
March 31,
20242023
Net loss$(18,108)$(222,363)
Income tax (benefit) expense(20,662)76,105 
Interest expense, net95,515 95,457 
Depreciation and amortization105,162 108,512 
EBITDA $161,907 $57,711 
(Gain) loss on investments, net(91,994)6,505 
Gain on extinguishment of debt— (4,625)
Other expense, net496 99 
Equity in (earnings) loss of nonconsolidated affiliates45 (40)
Impairment charges1,508 3,947 
Other operating expense, net572 221 
Restructuring expenses23,603 19,454 
Share-based compensation expense8,480 10,152 
Adjusted EBITDA(1)
$104,617 $93,424 
(1)We define Adjusted EBITDA as consolidated Operating loss 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, net. Alternatively, Adjusted EBITDA is calculated as Net loss, adjusted to exclude Income tax (benefit) expense, Interest expense, net, Depreciation and amortization, (Gain) loss on investments, net, Gain on extinguishment of debt, Other expense, net, Equity in (earnings) loss of nonconsolidated affiliates, Impairment charges, Other operating expense, net, Share-based compensation expense, and restructuring expenses. 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. It is also a primary measure used by management in evaluating companies as potential acquisition targets. 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 income (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 income (loss), the most directly comparable GAAP financial measures, users of this financial information should consider the types of events and transactions which are excluded.
24


Reconciliation of Cash used for operating activities to Free Cash Flow