Townsquare Reports An All-Time Record Adjusted EBITDA And Strong Net Revenue Growth
Townsquare Media reported strong Q2 2021 results, with net revenue up 45% to $107.3 million, achieving 99.4% of pre-pandemic levels when excluding Live Events revenue. Adjusted EBITDA reached a record $30.3 million, exceeding expectations and pre-pandemic figures. Digital revenue grew 36%, representing 47% of total revenue for the first half of 2021. Net income increased to $10.1 million, a turnaround from a loss the prior year. The company anticipates continued double-digit growth in digital revenue, with projected revenue rising from $180 million to $250 million over the next three years.
- Net revenue increased 44.9% year-over-year to $107.3 million.
- Adjusted EBITDA reached a record $30.3 million, up $28.2 million from the previous year.
- Net income rose to $10.1 million compared to a loss of $26.8 million in the prior year.
- Digital revenue increased 36%, contributing approximately 47% to total net revenue.
- Projected growth in digital revenue from $180 million to $250 million over three years.
- Live Events net revenue decreased 50% year-over-year.
- Outstanding indebtedness was $550 million, with a gross leverage of 5.8x.
PURCHASE, N.Y., Aug. 3, 2021 /PRNewswire/ -- Townsquare Media, Inc. (NYSE: TSQ) ("Townsquare", the "Company," "we," "us," or "our") announced today financial results for the second quarter ended June 30, 2021.
"Townsquare's strong performance continued in the second quarter of 2021, with significant growth in net revenue, Adjusted EBITDA, net subscribers and net income. In the second quarter of 2021, net revenue increased +
Mr. Wilson continued, "As a Digital First Company, our digital revenue and profit growth has accelerated, driving the diversification of our business, total Company growth and separation from our local competition. I am incredibly optimistic about Townsquare's future, and very proud that we are on the path to achieving 2019's Adjusted EBITDA in 2021, on the verge of a full revenue recovery in 2021, and plan on delivering strong revenue and profit growth in 2022."
Second Quarter Highlights*
- As compared to the second quarter of 2020:
- Net revenue increased
44.9% , and45.7% excluding political revenue - Net income increased
$36 .9 million to$10 .1 million - Adjusted EBITDA increased
$28.2 million to$30 .3 million, an all-time Company high - Digital net revenue increased
36.0% - Townsquare Interactive net subscription revenue increased
19.7% to$20 .2 million - Townsquare Interactive Adjusted Operating Income increased
18.5% to$6 .1 million - Advertising net revenue increased
50.4% , and51.4% excluding political revenue - Live Events net revenue increased
$1.2 million to$1.2 million - Net revenue excluding Live Events achieved
99.4% of Q2 2019 levels - Diluted income per share was
$0.50 , and Adjusted Net Income per diluted share was$0.53 - Townsquare Interactive added approximately 1,350 net subscribers, achieving an all-time record high number of quarterly net subscribers
Year to Date Highlights*
- As compared to the six months ended June 30, 2020:
- Net revenue increased
17.1% , and17.9% excluding political revenue - Net income increased
$90.4 million to$4.0 million - Adjusted EBITDA increased
$32 .8 million to$50 .4 million - Digital net revenue increased
24.2% to represent46.8% of total net revenue - Townsquare Interactive net subscription revenue increased
17.4% to$39.2 million - Townsquare Interactive Adjusted Operating Income increased
24.1% to$12 .0 million - Advertising net revenue increased
18.2% , and19.3% excluding political revenue - Live Events net revenue decreased
50.0% - Net revenue excluding Live Events achieved
99.8% of 1H 2019 levels - Generated Cash Flows from Operations of
$31 .2 million - Issued
$550.0 million of6.875% senior secured notes due 2026 - Completed the repurchase of
100% of Oaktree Capital's equity interest in the Company for$6.40 per security, representing a19% discount to the pre-announcement share price (39% as of the March 9, 2021 closing date) - Townsquare Interactive added approximately 2,200 net subscribers
*See below for discussion of non-GAAP measures.
Segment Reporting
We have three reportable operating segments, Townsquare Interactive, our digital marketing solutions subscription business, Advertising, which includes broadcast and digital advertising products and solutions, and Live Events, which is comprised of the Company's live events, including concerts, expositions and other experiential events.
Quarter Ended June 30, 2021 Compared to the Quarter Ended June 30, 2020
Net Revenue
Net revenue for the quarter ended June 30, 2021 increased
Adjusted EBITDA
Adjusted EBITDA for the quarter ended June 30, 2021 increased
Net Income (Loss)
Net income for the quarter ended June 30, 2021 increased
Six Months Ended June 30, 2021 Compared to the Six Months Ended June 30, 2020
Net Revenue
Net revenue for the six months ended June 30, 2021, increased
Adjusted EBITDA
Adjusted EBITDA for the six months ended June 30, 2021, increased
Net Income (Loss)
Net income for the six months ended June 30, 2021, increased
Liquidity and Capital Resources
As of June 30, 2021, we had a total of
The table below presents a summary, as of July 30, 2021, of our outstanding common stock, and securities convertible into common stock, excluding options issued under our 2014 Omnibus Incentive Plan.
Security | Number Outstanding | Description | |||
Class A common stock | 12,176,369 | One vote per share. | |||
Class B common stock | 815,296 | 10 votes per share.1 | |||
Class C common stock | 3,461,341 | No votes.1 | |||
Warrants | 162,696 | Each warrant is exercisable for one share of Class A common stock, at an exercise price of | |||
Total | 16,615,702 | ||||
1 Each share converts into one share of Class A common stock upon transfer or at the option of the holder, subject to certain conditions, including compliance with FCC rules. | |||||
2 The warrants are fully vested and exercisable for shares of Class A common stock, subject to certain conditions, including compliance with FCC rules. |
Conference Call
Townsquare Media, Inc. will host a conference call to discuss certain second quarter 2021 financial results on Tuesday, August 3, 2021 at 8:00 a.m. Eastern Time. The conference call dial-in number is 1-877-407-0784 (U.S. & Canada) or 1-201-689-8560 (International) and the confirmation code is 13721452. A live webcast of the conference call will also be available on the investor relations page of the Company's website at www.townsquaremedia.com.
A replay of the conference call will be available through August 10, 2021. To access the replay, please dial 1-844-512-2921 (U.S. and Canada) or 1-412-317-6671 (International) and enter confirmation code 13721452. A web-based archive of the conference call will also be available at the above website.
About Townsquare Media, Inc.
Townsquare is a community-focused digital media, digital marketing solutions and radio company focused outside the Top 50 markets in the U.S. Our assets include Townsquare Interactive, a digital marketing services subscription business providing websites, search engine optimization, social platforms and online reputation management for approximately 24,950 SMBs; Townsquare IGNITE, a proprietary digital programmatic advertising technology with an in-house demand and data management platform; and Townsquare Media, our portfolio of 322 local terrestrial radio stations in 67 cities with corresponding local news and entertainment websites and apps including legendary brands such as WYRK.com, WJON.com, and NJ101.5.com along with a network of national music brands including XXLmag.com, TasteofCountry.com, UltimateClassicRock.com and Loudwire.com. For more information, please visit www.townsquaremedia.com, www.townsquareinteractive.com, and www.townsquareignite.com.
Forward-Looking Statements
Except for the historical information contained in this press release, the matters addressed are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements often discuss our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as "aim," "anticipate," "estimate," "expect," "forecast," "outlook," "potential," "project," "projection," "plan," "intend," "seek," "believe," "may," "could," "would," "will," "should," "can," "can have," "likely," the negatives thereof and other words and terms. By nature, forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or implied by the forward-looking statement. Forward-looking statements are based on current expectations and assumptions and currently available data and are neither predictions nor guarantees of future events or performance. You should not place undue reliance on forward-looking statements, which speak only as of the date hereof or as of the date specified herein. Risks and uncertainties that could have a material impact on our business and financial results include, but are not limited to, general economic conditions in the United States, or in the specific markets in which we currently do business, industry conditions, legislative or regulatory requirements, the continuation or worsening of the effects from the COVID-19 pandemic, its scope, duration and impact on our business, financial results, cash flows and liquidity, as well as the impact on our clients and customers, the success of our mitigation efforts in response to the COVID-19 pandemic, our performance in any recovery from the COVID-19 pandemic, the performance of financial and credit markets, our ability to comply with the covenants and obligations under our outstanding debt, including meeting required payments of principal and interest, our ability to access debt or equity capital on attractive terms or at all, potential downgrades to our credit ratings, and certain other events, including future disease outbreaks and pandemics. See "Risk Factors" and "Forward-Looking Statements" included in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 16, 2021, for a discussion of additional factors that could cause our actual results to differ from those expressed or implied by forward-looking statements. Townsquare Media, Inc. assumes no responsibility to update any forward-looking statement as a result of new information, future events or otherwise.
Non-GAAP Financial Measures and Definitions
In this press release, we refer to Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA (Excluding Political), Adjusted Net Income and Adjusted Net Income Per Share which are financial measures that have not been prepared in accordance with generally accepted accounting principles in the United States ("GAAP").
We define Adjusted Operating Income as operating income before the deduction of depreciation and amortization, stock-based compensation, corporate expenses, transaction costs, business realignment costs, impairment of goodwill, long-lived and intangible assets and net loss (gain) on sale and retirement of assets. We define Adjusted EBITDA as net income (loss) before the deduction of income taxes, interest expense, net, repurchase of debt, transaction costs, depreciation and amortization, stock-based compensation, business realignment costs, impairment of goodwill, impairment of long-lived and intangible assets, impairment of investments, net (income) loss from discontinued operations, net of income taxes, net (loss) gain on sale and retirement of assets and other expense (income) net. We define Adjusted EBITDA (Excluding Political) as Adjusted EBITDA less political net revenue, net of a fifteen percent deduction to account for estimated national representative firm fees, music licensing fees and sales commissions expense. Adjusted Net Income is defined as net income (loss) before the deduction of transaction costs, business realignment costs, impairment goodwill, impairment of long-lived and intangible assets, impairment of investments, net loss (gain) on sale and retirement of assets, gain on repurchase of debt and insurance recoveries, net income attributable to non-controlling interest, net of income taxes, and net loss from discontinued operations, net of income taxes. Adjusted Net Income Per Share is defined as Adjusted Net Income divided by the weighted average shares outstanding. We define Net Leverage as our total outstanding indebtedness, net of our total cash balance as of June 30, 2021, divided by our Adjusted EBITDA for the twelve months ended June 30, 2021. These measures do not represent, and should not be considered as alternatives to or superior to, financial results and measures determined or calculated in accordance with GAAP. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. You should be aware that in the future we may incur expenses or charges that are the same as or similar to some of the adjustments in the presentation, and we do not infer that our future results will be unaffected by unusual or non-recurring items. In addition, these non-GAAP measures may not be comparable to similarly-named measures reported by other companies.
We use Adjusted Operating Income to evaluate the operating performance of our business segments. We use Adjusted EBITDA and Adjusted EBITDA (Excluding Political) to facilitate company-to-company operating performance comparisons by backing out potential differences caused by variations in capital structures (affecting interest expense), taxation and the age and book depreciation of facilities and equipment (affecting relative depreciation expense), which may vary for different companies for reasons unrelated to operating performance, and to facilitate year over year comparisons, by backing out the impact of political revenue which varies depending on the election cycle and may be unrelated to operating performance. We use Adjusted Net Income and Adjusted Net Income Per Share to assess total company operating performance on a consistent basis. We use Net Leverage to measure the Company's ability to handle its debt burden. We believe that these measures, when considered together with our GAAP financial results, provide management and investors with a more complete understanding of our business operating results, including underlying trends, by excluding the effects of transaction costs, net loss (gain) on sale and retirement of assets, business realignment costs, certain impairments, and net income (loss) from discontinued operations. Further, while discretionary bonuses for members of management are not determined with reference to specific targets, our board of directors may consider Adjusted Operating Income, Adjusted EBITDA, Adjusted EBITDA (Excluding Political), Adjusted Net Income, Adjusted Net Income Per Share and Net Leverage when determining discretionary bonuses.
Investor Relations
Claire Yenicay
(203) 900-5555
investors@townsquaremedia.com
TOWNSQUARE MEDIA, INC. CONSOLIDATED BALANCE SHEETS (in Thousands, except share and per share data) (unaudited) | |||||||
June 30, | December 31, | ||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 25,146 | $ | 83,229 | |||
Accounts receivable, net of allowance of | 54,689 | 58,634 | |||||
Prepaid expenses and other current assets | 11,455 | 12,428 | |||||
Current assets held for sale | 629 | — | |||||
Total current assets | 91,919 | 154,291 | |||||
Property and equipment, net | 107,764 | 111,871 | |||||
Intangible assets, net | 280,510 | 281,160 | |||||
Goodwill | 157,947 | 157,947 | |||||
Investments | 17,609 | 11,501 | |||||
Operating lease right-of-use-assets | 46,274 | 48,290 | |||||
Other assets | 1,503 | 2,948 | |||||
Restricted cash | 494 | 494 | |||||
Total assets | $ | 704,020 | $ | 768,502 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 9,259 | $ | 9,056 | |||
Deferred revenue | 8,585 | 8,847 | |||||
Accrued compensation and benefits | 9,094 | 12,462 | |||||
Accrued expenses and other current liabilities | 21,365 | 21,524 | |||||
Operating lease liabilities, current | 7,387 | 7,517 | |||||
Accrued interest | 18,485 | 6,350 | |||||
Total current liabilities | 74,175 | 65,756 | |||||
Long-term debt, less current portion (net of deferred finance costs of | 540,464 | 543,428 | |||||
Deferred tax liability | 13,167 | 10,326 | |||||
Operating lease liability, net of current portion | 41,860 | 44,661 | |||||
Other long-term liabilities | 3,435 | 3,576 | |||||
Total liabilities | 673,101 | 667,747 | |||||
Stockholders' equity: | |||||||
Class A common stock, par value | 121 | 144 | |||||
Class B common stock, par value | 8 | 30 | |||||
Class C common stock, par value | 35 | 17 | |||||
Total common stock | 164 | 191 | |||||
Additional paid-in capital | 298,883 | 369,672 | |||||
Accumulated deficit | (270,488) | (272,602) | |||||
Non-controlling interest | 2,360 | 3,494 | |||||
Total stockholders' equity | 30,919 | 100,755 | |||||
Total liabilities and stockholders' equity | $ | 704,020 | $ | 768,502 |
TOWNSQUARE MEDIA, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in Thousands, Except Per Share Data) (unaudited) | |||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2021 | 2020 | 2021 | 2020 | ||||||||||||
Net revenue | $ | 107,338 | $ | 74,055 | $ | 196,099 | $ | 167,488 | |||||||
Operating costs and expenses: | |||||||||||||||
Direct operating expenses, excluding depreciation, amortization, and stock-based compensation | 71,591 | 64,408 | 136,118 | 135,958 | |||||||||||
Depreciation and amortization | 4,996 | 4,761 | 9,725 | 10,045 | |||||||||||
Corporate expenses | 5,452 | 7,570 | 9,586 | 13,960 | |||||||||||
Stock-based compensation | 894 | 657 | 1,956 | 1,181 | |||||||||||
Transaction costs | 390 | 1,213 | 5,105 | 2,240 | |||||||||||
Business realignment costs | 66 | 456 | 256 | 2,167 | |||||||||||
Impairment of long-lived and intangible assets | 95 | 28,655 | 95 | 107,715 | |||||||||||
Net loss (gain) on sale and retirement of assets | 34 | (10) | 627 | (12) | |||||||||||
Total operating costs and expenses | 83,518 | 107,710 | 163,468 | 273,254 | |||||||||||
Operating income (loss) | 23,820 | (33,655) | 32,631 | (105,766) | |||||||||||
Other expense (income): | |||||||||||||||
Interest expense, net | 9,809 | 7,892 | 19,964 | 16,021 | |||||||||||
(Gain) loss on extinguishment and modification of debt | — | (1,159) | 5,997 | (1,159) | |||||||||||
Other income, net | (40) | (961) | (377) | (734) | |||||||||||
Income (loss) from operations before tax | 14,051 | (39,427) | 7,047 | (119,894) | |||||||||||
Income tax provision (benefit) | 3,977 | (12,605) | 3,082 | (33,495) | |||||||||||
Net income (loss) | $ | 10,074 | $ | (26,822) | $ | 3,965 | $ | (86,399) | |||||||
Net income (loss) attributable to: | |||||||||||||||
Controlling interests | $ | 9,432 | $ | (27,178) | $ | 2,883 | $ | (87,332) | |||||||
Non-controlling interests | $ | 642 | $ | 356 | $ | 1,082 | $ | 933 | |||||||
Basic income (loss) per share: | |||||||||||||||
Attributable to common shares | $ | 0.58 | $ | (1.46) | $ | 0.14 | $ | (4.73) | |||||||
Attributable to participating shares | $ | 0.58 | $ | — | $ | 0.14 | $ | 0.08 | |||||||
Diluted income (loss) per share: | $ | 0.50 | $ | (1.46) | $ | 0.13 | $ | (4.73) | |||||||
Weighted average shares outstanding: | |||||||||||||||
Basic attributable to common shares | 16,087 | 18,616 | 17,187 | 18,599 | |||||||||||
Basic attributable to participating shares | 163 | 8,978 | 3,474 | 8,978 | |||||||||||
Diluted | 18,837 | 27,594 | 22,730 | 27,577 | |||||||||||
Cash dividend declared per share | $ | — | $ | — | $ | — | $ | 0.075 |
TOWNSQUARE MEDIA, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (in Thousands) (unaudited) | |||||||
Six Months Ended June 30, | |||||||
2021 | 2020 | ||||||
Cash flows from operating activities: | |||||||
Net income (loss) | $ | 3,965 | $ | (86,399) | |||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||
Depreciation and amortization | 9,725 | 10,045 | |||||
Amortization of deferred financing costs | 674 | 759 | |||||
Non-cash lease (income) expense | (261) | 94 | |||||
Net deferred taxes and other | 2,841 | (33,734) | |||||
Provision for doubtful accounts | 901 | 2,246 | |||||
Stock-based compensation expense | 1,956 | 1,181 | |||||
Loss (gain) on extinguishment and modification of debt | 5,997 | (1,159) | |||||
Write-off of deferred financing costs | — | 79 | |||||
Trade activity, net | (7,876) | (4,352) | |||||
Impairment of long-lived and intangible assets | 95 | 107,715 | |||||
Net loss on sale and retirement of assets | 627 | (12) | |||||
Gain on repurchase of notes | — | — | |||||
Gain on insurance recoveries | (225) | (1,065) | |||||
Gain on lease settlement | (233) | — | |||||
Gain on sale of investments | (262) | ||||||
Other | 6 | — | |||||
Changes in assets and liabilities, net of acquisitions: | |||||||
Accounts receivable | 2,799 | 17,993 | |||||
Prepaid expenses and other assets | 2,309 | (774) | |||||
Accounts payable | 88 | 420 | |||||
Accrued expenses | (3,301) | (826) | |||||
Accrued interest | 12,135 | (85) | |||||
Other long-term liabilities | (729) | (274) | |||||
Net cash provided by operating activities - continuing operations | 31,231 | 11,852 | |||||
Net cash used in operating activities - discontinued operations | (33) | (175) | |||||
Net cash provided by operating activities | 31,198 | 11,677 | |||||
Cash flows from investing activities: | |||||||
Purchase of property and equipment | (4,839) | (8,343) | |||||
Purchase of investments | (278) | (400) | |||||
Proceeds from insurance recoveries | 225 | 1,172 | |||||
Proceeds from sale of investments | 532 | — | |||||
Proceeds from sale of assets | 307 | 102 | |||||
Net cash used in investing activities | (4,053) | (7,469) | |||||
Cash flows from financing activities: | |||||||
Repayment of term loans | (272,381) | (9,951) | |||||
Repurchase of 2023 Notes | (273,416) | (3,573) | |||||
Proceeds from the issuance of 2026 Notes | 550,000 | — | |||||
Prepayment fee on 2023 Notes | (4,443) | — | |||||
Deferred financing cost | (9,027) | — | |||||
Repurchase of Oaktree securities | (80,394) | — | |||||
Transaction costs related to Oaktree securities repurchase | (1,556) | — | |||||
Borrowings under the revolving credit facility | — | 50,000 | |||||
Repayment of borrowings under the revolving credit facility | — | (50,000) | |||||
Dividend payments | (60) | (4,201) | |||||
Proceeds from stock options exercised | 9,702 | 49 | |||||
Repurchase of stock | (1,400) | — | |||||
Cash distribution to non-controlling interests | (2,216) | (1,164) | |||||
Repayments of capitalized obligations | (37) | (20) | |||||
Net cash used in financing activities | (85,228) | (18,860) | |||||
Cash and cash equivalents and restricted cash: | |||||||
Net decrease in cash, cash equivalents and restricted cash | (58,083) | (14,652) | |||||
Beginning of period | 83,723 | 85,161 | |||||
End of period | $ | 25,640 | $ | 70,509 |
TOWNSQUARE MEDIA, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (continued) (in Thousands) (unaudited) | |||||||
Six Months Ended June 30, | |||||||
2021 | 2020 | ||||||
Supplemental Disclosure of Cash Flow Information: | |||||||
Cash payments: | |||||||
Interest | $ | 7,151 | $ | 15,746 | |||
Income taxes | 484 | 444 | |||||
Supplemental Disclosure of Non-cash Activities: | |||||||
Dividends declared, but not paid during the period | — | 22 | |||||
Investments acquired in exchange for advertising(1) | $ | 6,100 | $ | 2,300 | |||
Property and equipment acquired in exchange for advertising(1) | 1,642 | 2,574 | |||||
Accrued capital expenditures | 183 | 810 | |||||
Accrued financing fees | 150 | — | |||||
Supplemental Disclosure of Cash Flow Information relating to Leases: | |||||||
Cash paid for amounts included in the measurement of operating lease liabilities, included in operating cash flows | $ | 5,243 | $ | 5,412 | |||
Right-of-use assets obtained in exchange for operating lease obligations | $ | 1,662 | $ | 3,193 | |||
Reconciliation of cash, cash equivalents and restricted cash | |||||||
Cash and cash equivalents | $ | 25,146 | $ | 70,015 | |||
Restricted cash | 494 | 494 | |||||
$ | 25,640 | $ | 70,509 |
(1) Represents total advertising services to be provided by the Company in exchange for equity interests and property and equipment acquired during each of the six months ended June 30, 2021 and 2020, respectively. As the advertising services are performed, revenue related to the services provided is reflected as a component of Trade activity, net within net cash provided by operating activities. As of June 30, 2021 and June 30, 2020, respectively, |
TOWNSQUARE MEDIA, INC. CONSOLIDATED STATEMENTS OF OPERATIONS BY SEGMENT (in Thousands) (unaudited) | |||||||||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||
2021 | 2020 | % Change | 2021 | 2020 | % Change | ||||||||||||||||
Advertising net revenue | $ | 85,924 | $ | 57,137 | 50.4 | % | $ | 155,681 | $ | 131,672 | 18.2 | % | |||||||||
Townsquare Interactive net revenue | 20,220 | 16,886 | 19.7 | % | 39,217 | 33,413 | 17.4 | % | |||||||||||||
Live Events net revenue | 1,194 | 32 | ** | 1,201 | 2,403 | (50.0) | % | ||||||||||||||
Net revenue | 107,338 | 74,055 | 44.9 | % | 196,099 | 167,488 | 17.1 | % | |||||||||||||
Advertising direct operating expenses | 56,775 | 52,572 | 8.0 | % | 108,170 | 110,292 | (1.9) | % | |||||||||||||
Townsquare Interactive direct operating expenses | 14,125 | 11,742 | 20.3 | % | 27,190 | 23,720 | 14.6 | % | |||||||||||||
Live Events direct operating expenses | 691 | 94 | 635.1 | % | 758 | 1,946 | (61.0) | % | |||||||||||||
Direct operating expenses | 71,591 | 64,408 | 11.2 | % | 136,118 | 135,958 | 0.1 | % | |||||||||||||
Depreciation and amortization | 4,996 | 4,761 | 4.9 | % | 9,725 | 10,045 | (3.2) | % | |||||||||||||
Corporate expenses | 5,452 | 7,570 | (28.0) | % | 9,586 | 13,960 | (31.3) | % | |||||||||||||
Stock-based compensation | 894 | 657 | 36.1 | % | 1,956 | 1,181 | 65.6 | % | |||||||||||||
Transaction costs | 390 | 1,213 | (67.8) | % | 5,105 | 2,240 | 127.9 | % | |||||||||||||
Business realignment costs | 66 | 456 | (85.5) | % | 256 | 2,167 | (88.2) | % | |||||||||||||
Impairment of long-lived and intangible assets | 95 | 28,655 | (99.7) | % | 95 | 107,715 | (99.9) | % | |||||||||||||
Net loss (gain) on sale and retirement of assets | 34 | (10) | ** | 627 | (12) | ** | |||||||||||||||
Total operating costs and expenses | 83,518 | 107,710 | (22.5) | % | 163,468 | 273,254 | (40.2) | % | |||||||||||||
Operating income (loss) | 23,820 | (33,655) | ** | 32,631 | (105,766) | ** | |||||||||||||||
Other expense (income): | |||||||||||||||||||||
Interest expense, net | 9,809 | 7,892 | 24.3 | % | 19,964 | 16,021 | 24.6 | % | |||||||||||||
(Gain) loss on extinguishment and modification of debt | — | (1,159) | ** | 5,997 | (1,159) | ** | |||||||||||||||
Other income, net | (40) | (961) | (95.8) | % | (377) | (734) | (48.6) | % | |||||||||||||
Income (loss) from operations before tax | 14,051 | (39,427) | ** | 7,047 | (119,894) | ** | |||||||||||||||
Income tax provision (benefit) | 3,977 | (12,605) | ** | 3,082 | (33,495) | ** | |||||||||||||||
Net income (loss) | $ | 10,074 | $ | (26,822) | ** | $ | 3,965 | $ | (86,399) | ** | |||||||||||
** not meaningful |
The following table presents net revenue and Adjusted Operating Income by segment, for the three and six months ended June 30, 2021, and 2020, respectively (in thousands):
Three Months Ended | Six Months Ended June 30, | ||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
2021 | 2020 | %Change | 2021 | 2020 | %Change | ||||||||||||||||
Advertising net revenue | $ | 85,924 | $ | 57,137 | 50.4 | % | $ | 155,681 | $ | 131,672 | 18.2 | % | |||||||||
Townsquare Interactive net revenue | 20,220 | 16,886 | 19.7 | % | 39,217 | 33,413 | 17.4 | % | |||||||||||||
Live Events net revenue | 1,194 | 32 | ** | 1,201 | 2,403 | (50.0) | % | ||||||||||||||
Net revenue | $ | 107,338 | $ | 74,055 | 44.9 | % | $ | 196,099 | $ | 167,488 | 17.1 | % | |||||||||
Advertising Adjusted Operating Income | 29,149 | 4,565 | 538.5 | % | 47,511 | 21,380 | 122.2 | % | |||||||||||||
Townsquare Interactive Adjusted Operating Income | 6,095 | 5,144 | 18.5 | % | 12,027 | 9,693 | 24.1 | % | |||||||||||||
Live Events Adjusted Operating Income (Loss) | 503 | (62) | ** | 443 | 457 | (3.1) | % | ||||||||||||||
Adjusted Operating Income | $ | 35,747 | $ | 9,647 | 270.6 | % | $ | 59,981 | $ | 31,530 | 90.2 | % | |||||||||
** not meaningful |
The following table reconciles Net revenue to Net revenue, excluding political revenue on a GAAP basis by segment for the three and six months ended June 30, 2021, and 2020, respectively (in thousands):
Three Months Ended | Six Months Ended June 30, | ||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||
2021 | 2020 | %Change | 2021 | 2020 | %Change | ||||||||||||||||
Advertising net revenue | $ | 85,924 | $ | 57,137 | 50.4 | % | $ | 155,681 | $ | 131,672 | 18.2 | % | |||||||||
Townsquare Interactive net revenue | 20,220 | 16,886 | 19.7 | % | 39,217 | 33,413 | 17.4 | % | |||||||||||||
Live Events net revenue | 1,194 | 32 | ** | 1,201 | 2,403 | (50.0) | % | ||||||||||||||
Net revenue | $ | 107,338 | $ | 74,055 | 44.9 | % | $ | 196,099 | $ | 167,488 | 17.1 | % | |||||||||
Advertising political revenue | 764 | 886 | (13.8) | % | 1,203 | 2,213 | (45.6) | % | |||||||||||||
Townsquare Interactive political revenue | — | — | — | — | — | — | |||||||||||||||
Live Events political revenue | — | — | — | — | — | — | |||||||||||||||
Political revenue | $ | 764 | $ | 886 | (13.8) | % | $ | 1,203 | $ | 2,213 | (45.6) | % | |||||||||
Advertising net revenue (ex. political) | 85,160 | 56,251 | 51.4 | % | $ | 154,478 | $ | 129,459 | 19.3 | % | |||||||||||
Townsquare Interactive net revenue (ex. political) | 20,220 | 16,886 | 19.7 | % | 39,217 | 33,413 | 17.4 | % | |||||||||||||
Live Events net revenue (ex. political) | 1,194 | 32 | ** | 1,201 | 2,403 | (50.0) | % | ||||||||||||||
Net revenue (ex. political) | $ | 106,574 | $ | 73,169 | 45.7 | % | $ | 194,896 | $ | 165,275 | 17.9 | % | |||||||||
** not meaningful |
The following table reconciles on a GAAP basis net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted Net Income (Loss) for the three and six months ended June 30, 2021, and 2020, respectively (in thousands, except per share data):
Three Months Ended | Six Months Ended June 30, | ||||||||||||||
(Unaudited) | |||||||||||||||
2021 | 2020 | 2021 | 2020 | ||||||||||||
Net income (loss) | $ | 10,074 | $ | (26,822) | $ | 3,965 | $ | (86,399) | |||||||
Income tax provision (benefit) | 3,977 | (12,605) | 3,082 | (33,495) | |||||||||||
Net income (loss) from operations before income taxes | 14,051 | (39,427) | 7,047 | (119,894) | |||||||||||
Transaction costs | 390 | 1,213 | 5,105 | 2,240 | |||||||||||
Business realignment costs | 66 | 456 | 256 | 2,167 | |||||||||||
Impairment of long-lived and intangible assets | 95 | 28,655 | 95 | 107,715 | |||||||||||
Net loss (gain) on sale and retirement of assets | 34 | (10) | 627 | (12) | |||||||||||
(Gain) loss on extinguishment and modification of debt | — | (1,159) | 5,997 | (1,159) | |||||||||||
Gain on insurance recoveries | — | (1,065) | (225) | (1,065) | |||||||||||
Net income attributable to non-controlling interest, net of income taxes | (642) | (356) | (1,082) | (933) | |||||||||||
Adjusted net income (loss) before income taxes | 13,994 | (11,693) | 17,820 | (10,941) | |||||||||||
Income tax provision (benefit) | 3,961 | (3,738) | 7,794 | (3,057) | |||||||||||
Adjusted Net Income (Loss) | $ | 10,033 | $ | (7,955) | $ | 10,026 | $ | (7,884) | |||||||
Adjusted Net Income (Loss) Per Share: | |||||||||||||||
Basic | $ | 0.62 | $ | (0.43) | $ | 0.58 | $ | (0.42) | |||||||
Diluted | $ | 0.53 | $ | (0.43) | $ | 0.44 | $ | (0.42) | |||||||
Weighted average shares outstanding: | |||||||||||||||
Basic | 16,087 | 18,616 | 17,187 | 18,599 | |||||||||||
Diluted | 18,837 | 27,594 | 22,730 | 27,577 |
The following table reconciles on a GAAP basis net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted EBITDA, Adjusted EBITDA (Excluding Political), and Adjusted EBITDA Less Interest, Capex and Taxes for the three and six months ended June 30, 2021, and 2020, respectively (dollars in thousands):
Three Months Ended | Six Months Ended June 30, | ||||||||||||||
(Unaudited) | |||||||||||||||
2021 | 2020 | 2021 | 2020 | ||||||||||||
Net income (loss) | $ | 10,074 | $ | (26,822) | $ | 3,965 | $ | (86,399) | |||||||
Income tax provision (benefit) | 3,977 | (12,605) | 3,082 | (33,495) | |||||||||||
Interest expense, net | 9,809 | 7,892 | 19,964 | 16,021 | |||||||||||
(Gain) loss on extinguishment and modification of debt | — | (1,159) | 5,997 | (1,159) | |||||||||||
Depreciation and amortization | 4,996 | 4,761 | 9,725 | 10,045 | |||||||||||
Stock-based compensation | 894 | 657 | 1,956 | 1,181 | |||||||||||
Transaction costs | 390 | 1,213 | 5,105 | 2,240 | |||||||||||
Business realignment costs | 66 | 456 | 256 | 2,167 | |||||||||||
Impairment of long-lived and intangible assets | 95 | 28,655 | 95 | 107,715 | |||||||||||
Other (a) | (6) | (971) | 250 | (746) | |||||||||||
Adjusted EBITDA | $ | 30,295 | $ | 2,077 | $ | 50,395 | $ | 17,570 | |||||||
Political Adjusted EBITDA | (649) | (753) | (1,023) | (1,881) | |||||||||||
Adjusted EBITDA (Excluding Political) | $ | 29,646 | $ | 1,324 | $ | 49,372 | $ | 15,689 | |||||||
Political Adjusted EBITDA | 649 | 753 | 1,023 | 1,881 | |||||||||||
Net cash paid for interest | (1) | (12,309) | (7,151) | (15,746) | |||||||||||
Capital expenditures | (2,979) | (2,717) | (4,839) | (8,343) | |||||||||||
Cash paid for taxes | (414) | (444) | (484) | (444) | |||||||||||
Adjusted EBITDA Less Interest, Capex and Taxes | $ | 26,901 | $ | (13,393) | $ | 37,921 | $ | (6,963) | |||||||
(a) Other includes net loss (gain) on sale and retirement of assets and other income, net. |
The following table reconciles net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted EBITDA on a quarterly basis for the twelve months ended June 30, 2021 (dollars in thousands):
Three Months Ended | Twelve Months Ended | ||||||||||||||||||
(Unaudited) | |||||||||||||||||||
September 30, | December 31, | March 31, | June 30, | June 30, | |||||||||||||||
Net income (loss) | $ | 1,311 | $ | 4,537 | $ | (6,109) | $ | 10,074 | $ | 9,813 | |||||||||
Income tax provision (benefit) | 451 | 9,186 | (895) | 3,977 | 12,719 | ||||||||||||||
Interest expense, net | 7,692 | 7,707 | 10,155 | 9,809 | 35,363 | ||||||||||||||
Loss on extinguishment and modification of debt | — | — | 5,997 | — | 5,997 | ||||||||||||||
Depreciation and amortization | 5,248 | 4,814 | 4,729 | 4,996 | 19,787 | ||||||||||||||
Stock-based compensation | 430 | 473 | 1,062 | 894 | 2,859 | ||||||||||||||
Transaction costs | 384 | 29 | 4,715 | 390 | 5,518 | ||||||||||||||
Business realignment costs | 472 | 450 | 190 | 66 | 1,178 | ||||||||||||||
Impairment of long-lived and intangible assets | 1,343 | — | — | 95 | 1,438 | ||||||||||||||
Other (a) | 173 | (164) | 256 | (6) | 259 | ||||||||||||||
Adjusted EBITDA | $ | 17,504 | $ | 27,032 | $ | 20,100 | $ | 30,295 | $ | 94,931 | |||||||||
(a) Other includes net loss (gain) on sale and retirement of assets and other income, net. |
The following tables reconcile Operating income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted Operating Income (Loss) by segment for the three months ended June 30, 2021 and 2020 (in thousands):
Three Months ended June 30, 2021 | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
Advertising | Townsquare | Live Events | Corporate | Total | |||||||||||||||
Operating income (loss) | $ | 25,705 | $ | 5,686 | $ | 455 | $ | (8,026) | $ | 23,820 | |||||||||
Depreciation and amortization | 3,370 | 281 | 41 | 1,304 | 4,996 | ||||||||||||||
Corporate expenses | — | — | — | 5,452 | 5,452 | ||||||||||||||
Stock-based compensation | 74 | 128 | 3 | 689 | 894 | ||||||||||||||
Transaction costs | — | — | — | 390 | 390 | ||||||||||||||
Business realignment costs | — | — | 4 | 62 | 66 | ||||||||||||||
Impairment of long-lived and intangible assets | — | — | — | 95 | 95 | ||||||||||||||
Net loss on sale and retirement of assets | — | — | — | 34 | 34 | ||||||||||||||
Adjusted Operating Income | $ | 29,149 | $ | 6,095 | $ | 503 | $ | — | $ | 35,747 | |||||||||
Three Months ended June 30, 2020 | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
Advertising | Townsquare | Live Events | Corporate | Total | |||||||||||||||
Operating (loss) income | $ | (27,840) | $ | 4,989 | $ | (194) | $ | (10,610) | $ | (33,655) | |||||||||
Depreciation and amortization | 3,722 | 133 | 130 | 776 | 4,761 | ||||||||||||||
Corporate expenses | — | — | — | 7,570 | 7,570 | ||||||||||||||
Stock-based compensation | 28 | 22 | 2 | 605 | 657 | ||||||||||||||
Transaction costs | — | — | — | 1,213 | 1,213 | ||||||||||||||
Business realignment costs | — | — | — | 456 | 456 | ||||||||||||||
Impairment of long-lived and intangible assets | 28,655 | — | — | — | 28,655 | ||||||||||||||
Net gain on sale and retirement of assets | — | — | — | (10) | (10) | ||||||||||||||
Adjusted Operating Income (Loss) | $ | 4,565 | $ | 5,144 | $ | (62) | $ | — | $ | 9,647 |
The following tables reconcile Operating income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted Operating Income by segment for the six months ended June 30, 2021, and 2020 (in thousands):
Six Months ended June 30, 2021 | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
Advertising | Townsquare | Live Events | Corporate | Total | |||||||||||||||
Operating income (loss) | $ | 40,425 | $ | 11,047 | $ | 330 | $ | (19,171) | $ | 32,631 | |||||||||
Depreciation and amortization | 6,864 | 697 | 86 | 2,078 | 9,725 | ||||||||||||||
Corporate expenses | — | — | — | 9,586 | 9,586 | ||||||||||||||
Stock-based compensation | 222 | 283 | 9 | 1,442 | 1,956 | ||||||||||||||
Transaction costs | — | — | — | 5,105 | 5,105 | ||||||||||||||
Business realignment costs | — | — | 18 | 238 | 256 | ||||||||||||||
Impairment of long-lived and intangible assets | — | — | — | 95 | 95 | ||||||||||||||
Net loss on sale and retirement of assets | — | — | — | 627 | 627 | ||||||||||||||
Adjusted Operating Income | $ | 47,511 | $ | 12,027 | $ | 443 | $ | — | $ | 59,981 | |||||||||
Six Months ended June 30, 2020 | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
Advertising | Townsquare | Live Events | Corporate | Total | |||||||||||||||
Operating income (loss) | $ | (93,299) | $ | 9,380 | $ | 188 | $ | (22,035) | $ | (105,766) | |||||||||
Depreciation and amortization | 6,884 | 267 | 265 | 2,629 | 10,045 | ||||||||||||||
Corporate expenses | — | — | — | 13,960 | 13,960 | ||||||||||||||
Stock-based compensation | 80 | 46 | 4 | 1,051 | 1,181 | ||||||||||||||
Transaction costs | — | — | — | 2,240 | 2,240 | ||||||||||||||
Business realignment costs | — | — | — | 2,167 | 2,167 | ||||||||||||||
Impairment of long-lived and intangible assets | 107,715 | — | — | — | 107,715 | ||||||||||||||
Net gain on sale and retirement of assets | — | — | — | (12) | (12) | ||||||||||||||
Adjusted Operating Income | $ | 21,380 | $ | 9,693 | $ | 457 | $ | — | $ | 31,530 |
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SOURCE Townsquare Media, Inc.
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