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TOWNSQUARE SETS THIRD QUARTER RECORD BY ACHIEVING ALL-TIME Q3 HIGH FOR BOTH NET REVENUE (+8% YEAR-OVER-YEAR) AND ADJUSTED EBITDA (+6% YEAR-OVER-YEAR)

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Townsquare Media, Inc. reported strong Q3 2022 financial results, showcasing an 8.4% increase in net revenue year-over-year, reaching $120.6 million. Digital revenue grew significantly, with total digital net revenue rising 17% YOY, accounting for nearly 50% of total revenue. Adjusted EBITDA increased 6% to $30.9 million. Net income decreased by $10.1 million to $2.8 million due to impairment charges. The company achieved a record low net leverage of 4.54x. For Q4, net revenue is projected between $116 million and $122 million, indicating continued growth.

Positive
  • Net revenue increased 8.4% YOY to $120.6 million.
  • Total digital revenue rose 17% YOY, constituting nearly 50% of total revenue.
  • Adjusted EBITDA grew 6% to $30.9 million.
  • Net leverage dropped to an all-time low of 4.54x.
Negative
  • Net income decreased by $10.1 million to $2.8 million due to non-cash impairment charges.

Digital Transformation Evident with Digital Revenue Growth of +17% YOY in Q3 and September YTD 2022 Digital Revenue and Adjusted Operating Income ~50% of Total

Net Leverage Declined to All-Time Low 4.54x

PURCHASE, N.Y., Nov. 9, 2022 /PRNewswire/ -- Townsquare Media, Inc. (NYSE: TSQ) ("Townsquare", the "Company," "we," "us," or "our") announced today its financial results for the third quarter ended September 30, 2022.

"I am proud to report another record setting quarter of results that clearly demonstrate the undeniable success and differentiation of Townsquare's transformation into a Digital First Local Media company. The Townsquare Team reached all-time Q3 highs with net revenue growth of +8% year-over-year, and Adjusted EBITDA growth of +6% year-over-year, meeting our Q3 guidance. In addition, net leverage declined to an all-time low of 4.54x as we continue to make progress towards our 4x net leverage target," commented Bill Wilson, Chief Executive Officer of Townsquare Media, Inc. "Our growth engine has been and will continue to be our digital solutions, which were the primary driver of our third quarter growth, accounting for half of Townsquare's total revenue and total profit. Total digital revenue increased +17% year-over-year in the third quarter, and trailing twelve-month digital revenue grew to $225 million. As a uniquely positioned Digital First Local Media Company focused principally on markets outside of the Top 50 in the United States, Townsquare has a resilient digital growth engine supported by both a recurring subscription digital marketing solutions business, with a large addressable market and limited competition, and a highly differentiated digital advertising technology platform."

Segment Reporting
We have three reportable operating segments, Subscription Digital Marketing Solutions, Digital Advertising and Broadcast Advertising. The Subscription Digital Marketing Solutions segment includes our subscription digital marketing solutions business, Townsquare Interactive. The Digital Advertising segment, marketed externally as Townsquare Ignite, includes digital advertising on our owned and operated digital properties, our first data digital management platform and our digital programmatic advertising platform. The Broadcast Advertising segment includes our local, regional, and national advertising products and solutions delivered via terrestrial radio broadcast, and other miscellaneous revenue that is associated with our broadcast advertising platform. The remainder of our business is reported in the Other category, which includes our live events business. The Company has presented segment information for the three and nine months ended September 30, 2021 in conformity with the current period's segment information.

Third Quarter Highlights*

  • As compared to the third quarter of 2021:
    • Net revenue increased 8.4%
    • Net income decreased $10.1 million
    • Adjusted EBITDA increased 6.0%
    • Total Digital net revenue increased 16.6%
      • Subscription Digital Marketing Solutions ("Townsquare Interactive") net revenue increased 9.7%
      • Digital Advertising net revenue increased 21.3%
    • Total Digital Adjusted Operating Income increased 7.1%
      • Subscription Digital Marketing Solutions Adjusted Operating Income increased 4.3%
      • Digital Advertising Adjusted Operating Income increased 8.7%
    • Broadcast Advertising net revenue increased 3.4%
  • Diluted income per share was $0.13, and Adjusted Net Income per diluted share was $0.47

Year to Date Highlights*

  • As compared to the nine months ended September 30, 2021:
    • Net revenue increased 11.5%
    • Net income decreased $6.4 million
    • Adjusted EBITDA increased 7.3%
    • Total Digital net revenue increased 17.8%
      • Subscription Digital Marketing Solutions net revenue increased 12.7%
      • Digital Advertising net revenue increased 21.3%
    • Total Digital Adjusted Operating Income increased 9.5%
      • Subscription Digital Marketing Solutions Adjusted Operating Income increased 7.2%
      • Digital Advertising Adjusted Operating Income increased 11.0%
    • Broadcast Advertising net revenue increased 3.8%
  • Repurchased aggregate $19.2 million of our 2026 Secured Senior Notes at or below par
  • Completed the acquisition of Cherry Creek Broadcasting LLC ("Cherry Creek") for $18.4 million, net of closing adjustments

*See below for discussion of non-GAAP measures.

Guidance
For the fourth quarter of 2022, net revenue is expected to be between $116.0 million and $122.0 million (+5% to +10% as compared to the prior year), and Adjusted EBITDA is expected to be between $27.7 million and $30.7 million (+8% to +20% as compared to the prior year).

For the full year 2022, net revenue is expected to be between approximately $459 million and $465 million (+10% to +11% as compared to the prior year), and Adjusted EBITDA is expected to be between approximately $113 million and $116 million (+8% to +10% as compared to the prior year).

Quarter Ended September 30, 2022 Compared to the Quarter Ended September 30, 2021

Net Revenue
Net revenue for the three months ended September 30, 2022 increased $9.4 million, or 8.4%, to $120.6 million as compared to $111.3 million in the same period in 2021. Digital Advertising net revenue increased $6.5 million, or 21.3%, and Subscription Digital Marketing Solutions net revenue increased $2.1 million, or 9.7%, as compared to the same period in 2021 due in part to the addition of approximately 850 additional net subscribers during the third quarter of 2022. Broadcast Advertising net revenue increased $2.0 million, or 3.4%, as compared to the same period in 2021. Other net revenue decreased $1.2 million due to the timing of certain live events. Excluding political revenue, net revenue increased $8.3 million, or 7.5%, to $119.0 million, Digital Advertising net revenue increased $6.4 million, or 20.9%, to $36.9 million, and Broadcast Advertising net revenue increased $1.0 million, or 1.8%, to $57.8 million.

Adjusted EBITDA
Adjusted EBITDA for the three months ended September 30, 2022, increased $1.8 million, or 6.0%, to $30.9 million, as compared to $29.2 million in the same period last year. Adjusted EBITDA (Excluding Political) increased $0.9 million, or 3.1%, to $29.6 million, as compared to $28.7 million in the same period last year.

Net Income
Net income for the quarter ended September 30, 2022, decreased $10.1 million to $2.8 million, as compared to $12.9 million in the same period last year, primarily driven by non-cash impairment charges to our FCC licenses of $10.3 million. Adjusted Net Income decreased $2.2 million, primarily driven by an increase in the provision for income taxes of $4.0 million, partially offset by higher net revenue.

Nine Months Ended September 30, 2022 Compared to the Nine Months Ended September 30, 2021

Net Revenue
Net revenue for the nine months ended September 30, 2022, increased $35.4 million, or 11.5%, to $342.8 million as compared to $307.4 million in the same period in 2021. Digital Advertising net revenue increased $18.2 million, or 21.3% and Subscription Digital Marketing Solutions net revenue increased $7.7 million, or 12.7% as compared to the same period in 2021 due in part to the addition of approximately 3,050 additional net subscribers during the nine months ended September 30, 2022. Broadcast Advertising net revenue increased $6.0 million, or 3.8%. Other net revenue increased $3.5 million due to the increase in live events held during the period, as compared to the same period a year ago. Excluding political revenue, net revenue increased $33.7 million, or 11.0%, to $339.3 million, Digital Advertising net revenue increased $17.9 million, or 21.0%, to $103.2 million, and Broadcast Advertising net revenue increased $4.6 million, or 2.9%, to $161.2 million.

Adjusted EBITDA
Adjusted EBITDA for the nine months ended September 30, 2022 increased $5.8 million, or 7.3% to $85.3 million, as compared to $79.5 million in the same period last year. Adjusted EBITDA (Excluding Political) increased $4.3 million, or 5.5%, to $82.3 million, as compared to $78.0 million in the same period last year.

Net Income
Net income for the nine months ended September 30, 2022 decreased $6.4 million, or 38.0%, to $10.5 million, as compared to $16.9 million in the same period last year, primarily driven by non-cash impairment charges to our FCC licenses and other intangible assets of $20.2 million, partially offset by an increase in net revenue. Adjusted Net Income increased $2.9 million, primarily driven by higher net revenue, partially offset by an increase in the provision for income taxes of $3.4 million.

Liquidity and Capital Resources
As of September 30, 2022, we had a total of $27.0 million of cash and cash equivalents and $530.8 million of outstanding indebtedness, representing 4.79x and 4.54x gross and net leverage, respectively, based on Adjusted EBITDA for the twelve months ended September 30, 2022, of $110.9 million.

The table below presents a summary, as of November 4, 2022, of our outstanding common stock.

Security


Number
Outstanding


Description

Class A common stock


12,964,312


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

Total


17,240,949



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.

Conference Call
Townsquare Media, Inc. will host a conference call to discuss certain third quarter 2022 financial results and 2022 guidance on Wednesday, November 9, 2022 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 13733344. 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 November 16, 2022. To access the replay, please dial 1-844-512-2921 (U.S. and Canada) or 1-412-317-6671 (International) and enter confirmation code 13733344. 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 and digital marketing solutions company with market leading local radio stations, principally focused outside the top 50 markets in the U.S. Our assets include a subscription digital marketing services business, Townsquare Interactive, providing website design, creation and hosting, search engine optimization, social media and online reputation management as well as other digital monthly services for approximately 29,850 SMBs; a robust digital advertising division, Townsquare Ignite, a powerful combination of a) an owned and operated portfolio of more than 400 local news and entertainment websites and mobile apps along with a network of leading national music and entertainment brands, collecting valuable first party data and b) a proprietary digital programmatic advertising technology stack with an in-house demand and data management platform; and a portfolio of 357 local terrestrial radio stations in 74 U.S. markets strategically situated outside the Top 50 markets in the United States. Our portfolio includes local media brands such as WYRK.com, WJON.com and NJ101.5.com, and premier national music brands such as 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. Actual events or results may differ materially from the results anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, factors that could cause actual results to differ materially from those estimated by us include the impact of general economic conditions in the United States, or in the specific markets in which we currently do business including supply chain disruptions, inflation, labor shortages and the effect on advertising activity, industry conditions, including existing competition and future competitive technologies, the popularity of radio as a broadcasting and advertising medium, cancellations, disruptions or postponements of advertising schedules in response to national or world events, including the COVID-19 pandemic, our ability to develop and maintain digital technologies and hire and retain technical and sales talent, our dependence on key personnel, our capital expenditure requirements, our continued ability to identify suitable acquisition targets, and consummate and integrate any future acquisitions, legislative or regulatory requirements, risks and uncertainties relating to our leverage and changes in interest rates, our ability to obtain financing at times, in amounts and at rates considered appropriate by us, our ability to access the capital markets as and when needed and on terms that we consider favorable to us and other factors discussed in this section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations" in this report and under "Risk Factors" in our 2021 Annual Report on Form 10-K, as well as the Company's Form 10-K/A, for the year ended December 31, 2021, filed with the SEC on March 16, 2022, as well as other risks discussed from time to time in our filings with the SEC. Many of these factors are beyond our ability to predict or control. In addition, as a result of these and other factors, our past financial performance should not be relied on as an indication of future performance. The cautionary statements referred to in this section also should be considered in connection with any subsequent written or oral forward-looking statements that may be issued by us or persons acting on our behalf. The forward-looking statements included in this report are made only as of the date hereof or as of the date specified herein. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

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 (gain) loss on sale and retirement of assets. We define Adjusted EBITDA as net income before the deduction of income taxes, interest expense, net, (gain) loss on repurchases, extinguishment and modification of debt, transaction costs, depreciation and amortization, stock-based compensation, business realignment costs, impairment of long-lived assets, intangible assets and investments, change in fair value of investment, net (gain) loss 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 before the deduction of transaction costs, business realignment costs, impairment of long-lived assets, intangible assets and investments, change in fair value of investment, net (gain) loss on sale and retirement of assets, net, (gain) loss on repurchases, extinguishment and modification of debt, gain on insurance recoveries and net income attributable to non-controlling interest, 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 September 30, 2022, divided by our Adjusted EBITDA for the twelve months ended September 30, 2022. 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 (gain) loss on sale and retirement of assets, business realignment costs and certain impairments. 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)



September 30,
2022


December 31,
2021

ASSETS




Current assets:




   Cash and cash equivalents

$              27,046


$              50,505

Accounts receivable, net of allowance of $5,581 and $6,743, respectively

61,677


57,647

   Prepaid expenses and other current assets

12,649


12,086

Total current assets  

101,372


120,238

Property and equipment, net

110,018


106,717

Intangible assets, net

289,292


278,265

Goodwill

166,324


157,947

Investments

17,933


18,217

Operating lease right-of-use-assets

51,433


42,996

Other assets

2,354


1,437

Restricted cash

495


494

Total assets  

$            739,221


$            726,311

LIABILITIES AND STOCKHOLDERS' EQUITY




Current liabilities:




  Accounts payable

$                5,499


$                5,676

  Deferred revenue

10,702


10,208

  Accrued compensation and benefits

10,390


14,411

  Accrued expenses and other current liabilities

24,437


22,512

  Operating lease liabilities, current

8,814


7,396

  Accrued interest

6,080


15,754

Total current liabilities

65,922


75,957

Long-term debt, net of deferred finance costs of $6,844 and $8,479, respectively

523,922


541,521

Deferred tax liability

24,494


20,081

Operating lease liability, net of current portion

45,465


38,743

Other long-term liabilities

16,391


425

Total liabilities  

676,194


676,727

Stockholders' equity:




Class A common stock, par value $0.01 per share; 300,000,000 shares authorized; 12,881,711 and
12,573,654 shares issued and outstanding, respectively

129


126

Class B common stock, par value $0.01 per share; 50,000,000 shares authorized; 815,296 and
815,296 shares issued and outstanding, respectively

8


8

Class C common stock, par value $0.01 per share; 50,000,000 shares authorized; 3,461,341 and
3,461,341 shares issued and outstanding, respectively

35


35

   Total common stock

172


169

   Treasury stock, at cost; 25,623 and zero shares of Class A common stock, respectively

(225)


   Additional paid-in capital

307,751


302,724

   Accumulated deficit

(247,757)


(256,635)

   Non-controlling interest  

3,086


3,326

Total stockholders' equity  

63,027


49,584

Total liabilities and stockholders' equity  

$            739,221


$            726,311

 

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in Thousands, Except Per Share Data)
(unaudited)


Three Months Ended 

September 30,


Nine Months Ended 

September 30,


2022


2021


2022


2021

Net revenue

$       120,635


$         111,280


$      342,801


$         307,379

Operating costs and expenses:








Direct operating expenses, excluding depreciation, amortization, and stock-based
compensation

83,985


75,719


241,581


211,837

Depreciation and amortization

4,467


4,821


13,546


14,546

Corporate expenses

5,744


6,410


15,892


15,996

Stock-based compensation

722


877


2,430


2,833

Transaction and business realignment costs

1,004


486


2,280


5,847

Impairment of long-lived assets, intangible assets and investments

10,300



20,197


95

Net (gain) loss on sale and retirement of assets

(119)


(14)


(338)


613

    Total operating costs and expenses

106,103


88,299


295,588


251,767

    Operating income

14,532


22,981


47,213


55,612

Other expense (income):








Interest expense, net

9,967


9,816


30,038


29,780

(Gain) loss on repurchases, extinguishment and modification of debt



(108)


5,997

Other (income) expense, net

(508)


(3,078)


1,886


(3,455)

    Income from operations before tax

5,073


16,243


15,397


23,290

Income tax provision

2,275


3,349


4,939


6,431

Net income

$           2,798


$          12,894


$        10,458


$          16,859









Net income attributable to:








     Controlling interests

$           2,260


$           12,405


$          8,878


$           15,288

     Non-controlling interests

$              538


$               489


$          1,580


$             1,571









Basic income per share:








    Attributable to common shares

$             0.13


$              0.75


$            0.52


$              0.79

    Attributable to participating shares

$               —


$              0.75


$              —


$              0.79









Diluted income per share

$             0.13


$              0.64


$            0.48


$              0.71









Weighted average shares outstanding:








     Basic attributable to common shares

17,037


16,386


16,941


16,917

     Basic attributable to participating shares


88



2,333

     Diluted

17,482


19,384


18,645


21,657

 

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in Thousands)
(unaudited)



Nine Months Ended September 30,


2022


2021

Cash flows from operating activities:




Net income

$               10,458


$               16,859

Adjustments to reconcile net income to net cash provided by operating activities:




     Depreciation and amortization

13,546


14,546

     Amortization of deferred financing costs

1,359


1,129

     Non-cash lease income

(298)


(106)

     Net deferred taxes and other

4,413


6,070

     Provision for doubtful accounts

1,429


1,718

     Stock-based compensation expense

2,430


2,833

    (Gain) loss on repurchases, extinguishment and modification of debt

(108)


5,997

     Trade activity, net

(3,496)


(9,994)

     Impairment of long-lived assets, intangible assets and investments

20,197


95

     Unrealized loss (gain) on investment

1,934


(2,924)

     Content rights acquired

(19,320)


     Amortization of content rights

3,124


     Change in content rights liabilities

17,397


     Other

(815)


(199)

Changes in assets and liabilities, net of acquisitions:




Accounts receivable

(4,900)


(1,148)

Prepaid expenses and other assets

(1,253)


3,259

Accounts payable

(123)


1,409

Accrued expenses

(3,916)


(569)

Accrued interest

(9,674)


(49)

Other long-term liabilities

(278)


(789)

Net cash provided by operating activities - continuing operations 

32,106


38,137

Net cash used in operating activities - discontinued operations 


(33)

Net cash provided by operating activities

32,106


38,104

Cash flows from investing activities:




Payment for acquisition

(18,419)


Purchase of property and equipment

(13,100)


(7,840)

Purchase of investments

(100)


(278)

Purchase of digital assets

(4,997)


Proceeds from insurance recoveries

452


362

Proceeds from sale of assets and investment related transactions

810


1,671

Net cash used in investing activities

(35,354)


(6,085)

Cash flows from financing activities:




Repurchase of 2026 Notes

(18,850)


Repayment of term loans


(272,381)

Repurchase of 2023 Notes


(273,416)

Proceeds from the issuance of 2026 Notes


550,000

Prepayment fee on 2023 Notes


(4,443)

Deferred financing costs


(9,027)

Repurchase of Oaktree securities


(80,394)

Transaction costs related to Oaktree securities repurchase


(1,556)

Proceeds from stock options exercised

790


10,931

Repurchase of stock

(225)


(1,400)

Cash distribution to non-controlling interests

(1,820)


(2,216)

Repayments of capitalized obligations

(105)


(57)

      Net cash used in financing activities

(20,210)


(83,959)

Cash and cash equivalents and restricted cash:




      Net decrease in cash, cash equivalents and restricted cash

(23,458)


(51,940)

      Beginning of period

50,999


83,723

      End of period

$               27,541


$               31,783

 

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
(in Thousands)
(unaudited)



Nine Months Ended 
September 30,


2022


2021

Supplemental Disclosure of Cash Flow Information:




 Cash payments:




Interest  

$           38,284


$           28,693

Income taxes  

1,049


634





Supplemental Disclosure of Non-cash Activities:




   Investments acquired in exchange for advertising(1)

$             2,750


$             6,438

   Property and equipment acquired in exchange for advertising(1)

726


1,945

   Accrued capital expenditures

45


120

   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

$             7,982


$             7,695

Right-of-use assets obtained in exchange for operating lease obligations

8,923


2,246





Reconciliation of cash, cash equivalents and restricted cash




Cash and cash equivalents

$           27,046


$           31,289

Restricted cash

495


494


$           27,541


$           31,783


(1) Represents total advertising services provided by the Company in exchange for equity interests and property and equipment acquired during each of the nine months ended September 30, 2022 and 2021, respectively.

 

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS BY SEGMENT
(in Thousands)
(unaudited)



Three Months Ended 
September 30,




Nine Months Ended 
September 30,




2022


2021


% Change


2022


2021


% Change

Subscription Digital Marketing Solutions

$        23,188


$       21,130


9.7 %


$        68,021


$        60,347


12.7 %

Digital Advertising

37,015


30,521


21.3 %


103,452


85,252


21.3 %

Broadcast Advertising

59,267


57,314


3.4 %


164,447


158,422


3.8 %

Other

1,165


2,315


(49.7) %


6,881


3,358


104.9 %

Net revenue

120,635


111,280


8.4 %


342,801


307,379


11.5 %

Subscription Digital Marketing Solutions
Expenses

16,744


14,954


12.0 %


$        48,513


$        42,144


15.1 %

Digital Advertising expenses

25,949


20,341


27.6 %


73,064


57,884


26.2 %

Broadcast Advertising expenses

39,889


38,040


4.9 %


113,869


108,667


4.8 %

Other expenses

1,403


2,384


(41.1) %


6,135


3,142


95.3 %

Direct operating expenses

83,985


75,719


10.9 %


241,581


211,837


14.0 %

Depreciation and amortization

4,467


4,821


(7.3) %


13,546


14,546


(6.9) %

Corporate expenses

5,744


6,410


(10.4) %


15,892


15,996


(0.7) %

Stock-based compensation

722


877


(17.7) %


2,430


2,833


(14.2) %

Transaction and business realignment costs

1,004


486


106.6 %


2,280


5,847


(61.0) %

Impairment of long-lived assets, intangible
assets and investments

10,300



**


20,197


95


**

Net (gain) loss on sale and retirement of
assets

(119)


(14)


**


(338)


613


**

    Total operating costs and expenses

106,103


88,299


20.2 %


295,588


251,767


17.4 %

    Operating income

14,532


22,981


(36.8) %


47,213


55,612


(15.1) %

Other expense (income):












Interest expense, net

9,967


9,816


1.5 %


30,038


29,780


0.9 %

(Gain) loss on repurchases, extinguishment
and modification of debt



**


(108)


5,997


**

Other (income) expense, net

(508)


(3,078)


(83.5) %


1,886


(3,455)


**

    Income from operations before tax

5,073


16,243


(68.8) %


15,397


23,290


(33.9) %

Income tax provision

2,275


3,349


(32.1) %


4,939


6,431


(23.2) %

Net income

$          2,798


$       12,894


(78.3) %


$        10,458


$        16,859


(38.0) %

** not meaningful

 

-The following table presents Net revenue and Adjusted Operating Income by segment, for the three and nine months ended September 30, 2022, and 2021, respectively (in thousands):


Three Months Ended 

September 30,




Nine Months Ended 

September 30,




(Unaudited)




(Unaudited)




2022


2021


% Change


2022


2021


% Change

Subscription Digital Marketing Solutions

$       23,188


$       21,130


9.7 %


$       68,021


$       60,347


12.7 %

Digital Advertising

37,015


30,521


21.3 %


103,452


85,252


21.3 %

Digital

60,203


51,651


16.6 %


171,473


145,599


17.8 %

Broadcast Advertising

59,267


57,314


3.4 %


164,447


158,422


3.8 %

Other

1,165


2,315


(49.7) %


6,881


3,358


104.9 %

Net revenue

$     120,635


$     111,280


8.4 %


$     342,801


$     307,379


11.5 %

Subscription Digital Marketing Solutions

$         6,444


$         6,176


4.3 %


$       19,508


$       18,203


7.2 %

Digital Advertising

11,066


10,180


8.7 %


30,388


27,368


11.0 %

Digital

17,510


16,356


7.1 %


49,896


45,571


9.5 %

Broadcast Advertising

19,378


19,274


0.5 %


50,578


49,755


1.7 %

Other

(238)


(69)


**


746


216


**

Adjusted Operating Income

$      36,650


$      35,561


3.1 %


$     101,220


$       95,542


5.9 %

** not meaningful

 

The following table reconciles Net revenue to Net revenue, excluding political revenue on a GAAP basis by segment for the three and nine months ended September 30, 2022, and 2021, respectively (in thousands):


Three Months Ended 

September 30,




Nine Months Ended 

September 30,




(Unaudited)




(Unaudited)




2022


2021


% Change


2022


2021


% Change

Subscription Digital Marketing Solutions

$       23,188


$       21,130


9.7 %


$       68,021


$       60,347


12.7 %

Digital Advertising

37,015


30,521


21.3 %


103,452


85,252


21.3 %

Digital

60,203


51,651


16.6 %


171,473


145,599


17.8 %

Broadcast Advertising

59,267


57,314


3.4 %


164,447


158,422


3.8 %

Other

1,165


2,315


(49.7) %


6,881


3,358


104.9 %

Net revenue

$     120,635


$     111,280


8.4 %


$     342,801


$     307,379


11.5 %

Subscription Digital Marketing Solutions
political revenue



**




**

Digital Advertising political revenue

100



**


297



**

Broadcast Advertising political revenue

1,487


575


158.6 %


3,238


1,778


82.1 %

Other political revenue



**




**

Political revenue

$         1,587


$            575


176.0 %


$         3,535


$         1,778


98.8 %

Subscription Digital Marketing Solutions net
revenue (ex. political)

$       23,188


$       21,130


9.7 %


$       68,021


$       60,347


12.7 %

Digital Advertising net revenue (ex. political)

36,915


30,521


20.9 %


103,155


85,252


21.0 %

Digital net revenue (ex. political)

60,103


51,651


16.4 %


171,176


145,599


17.6 %

Broadcast Advertising political net revenue (ex.
political)

57,780


56,739


1.8 %


161,209


156,644


2.9 %

Other net revenue (ex. political)

1,165


2,315


(49.7) %


6,881


3,358


104.9 %

Net revenue (ex. political)

$     119,048


$     110,705


7.5 %


$     339,266


$     305,601


11.0 %

** not meaningful

 

The following table reconciles on a GAAP basis net income, the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted Net Income for the three and nine months ended September 30, 2022, and 2021, respectively (in thousands, except per share data):


Three Months Ended 

September 30,


Nine Months Ended 

September 30,


(Unaudited)


2022


2021


2022


2021

Net income

$         2,798


$       12,894


$       10,458


$       16,859

Income tax provision

2,275


3,349


4,939


6,431

Income from operations before income taxes

5,073


16,243


15,397


23,290

Transaction and business realignment costs

1,004


486


2,280


5,847

Impairment of long-lived assets, intangible assets and investments

10,300



20,197


95

Net (gain) loss on sale and retirement of assets

(119)


(14)


(338)


613

(Gain) loss on repurchases, extinguishment and modification of debt



(108)


5,997

Change in fair value of investment

(239)


(2,924)


1,934


(2,924)

Gain on insurance recoveries

(441)


(137)


(452)


(362)

Net income attributable to non-controlling interest, net of income taxes

(538)


(489)


(1,580)


(1,571)

Adjusted net income before income taxes

15,040


13,165


37,330


30,985

   Income tax provision

6,745


2,714


11,975


8,556

Adjusted Net Income

$         8,295


$       10,451


$      25,355


$       22,429









Adjusted Net Income Per Share:








   Basic

$          0.49


$          0.64


$          1.50


$          1.33

   Diluted

$           0.47


$           0.54


$           1.36


$           1.04









Weighted average shares outstanding:








     Basic

17,037


16,386


16,941


16,917

     Diluted

17,482


19,384


18,645


21,657

 

The following table reconciles on a GAAP basis net income, 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 nine months ended September 30, 2022, and 2021, respectively (dollars in thousands):


Three Months Ended 

September 30,


Nine Months Ended 

September 30,


(Unaudited)


2022


2021


2022


2021

Net income

$         2,798


$       12,894


$       10,458


$       16,859

Income tax provision

2,275


3,349


4,939


6,431

Interest expense, net

9,967


9,816


30,038


29,780

(Gain) loss on repurchases, extinguishment and modification of debt



(108)


5,997

Depreciation and amortization

4,467


4,821


13,546


14,546

Stock-based compensation

722


877


2,430


2,833

Transaction and business realignment costs

1,004


486


2,280


5,847

Impairment of long-lived assets, intangible assets and investments

10,300



20,197


95

Other (a)

(627)


(3,092)


1,548


(2,842)

Adjusted EBITDA

$       30,906


$       29,151


$       85,328


$       79,546

Political Adjusted EBITDA

(1,349)


(489)


(3,005)


(1,511)

Adjusted EBITDA (Excluding Political)

$       29,557


$       28,662


$       82,323


$       78,035

Political Adjusted EBITDA

1,349


489


3,005


1,511

Net cash paid for interest

(18,776)


(21,542)


(38,284)


(28,693)

Capital expenditures

(5,473)


(3,001)


(13,100)


(7,840)

Cash paid for taxes

(190)


(150)


(1,049)


(634)

Adjusted EBITDA Less Interest, Capex and Taxes

$        6,467


$        4,458


$      32,895


$       42,379

(a) Other includes net (gain) loss on sale and retirement of assets and other (income) expense, net.

 

The following table reconciles net income, 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 September 30, 2022 (dollars in thousands):


Three Months Ended


Twelve
Months
Ended


(Unaudited)


December 31,
2021


March 31,
2022


June 30, 2022


September
30, 2022


September
30, 2022

Net income

$           1,925


$            2,741


$             4,919


$             2,798


$           12,383

Income tax provision

3,920


1,458


1,206


2,275


8,859

Interest expense, net

10,066


10,027


10,044


9,967


40,104

Gain on repurchases, extinguishment and
modification of debt



(108)



(108)

Depreciation and amortization

4,552


4,765


4,314


4,467


18,098

Stock-based compensation

885


869


839


722


3,315

Transaction and business realignment costs

(542)


452


824


1,004


1,738

Impairment of long-lived assets, intangible assets
and investments

1,818


478


9,419


10,300


22,015

Other (a)

2,943


1,280


895


(627)


4,491

Adjusted EBITDA

$         25,567


$          22,070


$           32,352


$           30,906


$         110,895

(a) Other includes net (gain) loss on sale and retirement of assets and other (income) expense, 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 by segment for the three months ended September 30, 2022, and 2021 (in thousands):


Three Months Ended September 30, 2022


(Unaudited)


Subscription
Digital
Marketing
Solutions


Digital
Advertising


Broadcast
Advertising


Other


Corporate
and Other
Reconciling
Items


Total

Operating income (loss)

$             5,986


$           10,896


$             5,767


$              (272)


$           (7,845)


$           14,532

Depreciation and amortization

321


150


3,301


26


669


4,467

Corporate expenses





5,744


5,744

Stock-based compensation

137


20


109


2


454


722

Transaction and business
realignment costs




6


998


1,004

Impairment of long-lived assets,
intangible assets and
investments



10,300




10,300

Net gain on sale and retirement
of assets



(99)



(20)


(119)

Adjusted Operating Income (Loss)

$             6,444


$           11,066


$          19,378


$               (238)


$                 —


$          36,650

 


Three Months Ended September 30, 2021


(Unaudited)


Subscription
Digital
Marketing
Solutions


Digital
Advertising


Broadcast
Advertising


Other


Corporate
and Other
Reconciling
Items


Total

Operating income (loss)

$             5,905


$           10,087


$           15,986


$              (119)


$           (8,878)


$           22,981

Depreciation and amortization

143


82


3,224


41


1,331


4,821

Corporate expenses





6,410


6,410

Stock-based compensation

128


11


64


2


672


877

Transaction and business
realignment costs




7


479


486

Net gain on sale and retirement
of assets





(14)


(14)

Adjusted Operating Income
(Loss)

$             6,176


$           10,180


$           19,274


$                 (69)


$                  —


$           35,561

 

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 nine months ended September 30, 2022, and 2021 (in thousands):


Nine Months Ended September 30, 2022


(Unaudited)


Subscription
Digital
Marketing
Solutions


Digital
Advertising


Broadcast
Advertising


Other


Corporate
and Other
Reconciling
Items


Total

Operating income (loss)

$           18,195


$           29,978


$           24,719


$                487


$         (26,166)


$           47,213

Depreciation and amortization

911


360


9,603


113


2,559


13,546

Corporate expenses





15,892


15,892

Stock-based compensation

402


50


280


8


1,690


2,430

Transaction and business
realignment costs




18


2,262


2,280

Impairment of long-lived assets,
intangible assets and
investments



16,258


120


3,819


20,197

Net gain on sale and retirement
of assets



(282)



(56)


(338)

Adjusted Operating Income

$           19,508


$           30,388


$          50,578


$                746


$                 —


$        101,220

 


Nine Months Ended September 30, 2021


(Unaudited)


Subscription
Digital
Marketing
Solutions


Digital
Advertising


Broadcast
Advertising


Other


Corporate
and Other
Reconciling
Items


Total

Operating income (loss)

$           16,952


$           26,908


$           39,748


$                  53


$         (28,049)


$           55,612

Depreciation and amortization

840


417


9,753


127


3,409


14,546

Corporate expenses





15,996


15,996

Stock-based compensation

411


43


254


11


2,114


2,833

Transaction and business
realignment costs




25


5,822


5,847

Impairment of long-lived and
intangible assets





95


95

Net loss on sale and retirement
of assets





613


613

Adjusted Operating Income

$           18,203


$           27,368


$           49,755


$                216


$                  —


$           95,542

 

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/townsquare-sets-third-quarter-record-by-achieving-all-time-q3-high-for-both-net-revenue-8-year-over-year-and-adjusted-ebitda-6-year-over-year-301672359.html

SOURCE Townsquare Media, Inc.

FAQ

What were Townsquare Media's Q3 results for 2022?

Townsquare Media reported an 8.4% increase in net revenue to $120.6 million and a 6% rise in Adjusted EBITDA to $30.9 million.

How much did digital revenue grow for Townsquare Media in Q3 2022?

Digital revenue increased 17% year-over-year in Q3 2022.

What is Townsquare Media's projected revenue for Q4 2022?

Townsquare Media expects Q4 net revenue to be between $116 million and $122 million.

What is the net leverage ratio for Townsquare Media as of Q3 2022?

The net leverage ratio decreased to an all-time low of 4.54x.

What caused the decrease in net income for Townsquare Media in Q3 2022?

The net income fell by $10.1 million due to non-cash impairment charges.

TOWNSQUARE MEDIA, INC.

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