Core Insights - MediaCo Holding Inc. announced that EstrellaTV is experiencing significant audience growth in the 2025–26 broadcast season, leading among its competitors in the Spanish language market [1] Audience Performance - EstrellaTV has achieved a +29% year-over-year increase in the Adults 18–49 demographic during prime time from Monday to Sunday, marking the highest percentage increase among Spanish language competitors [1] - In contrast, Unimás and Telemundo have only seen a +3% increase, while Univision's performance was not specified [1]

Group 1 - MediaCo Holding Inc. has launched its 2026 Political Team, consisting of over 100 personnel dedicated to political advertising and engagement [1] - The focus of the team will be on local markets, particularly swing states, to maximize political advertising effectiveness [1] - The initiative will utilize MediaCo's owned and operated stations, affiliates, and digital platforms, along with advanced data and analytics for targeted engagement [1]

Core Insights - The Hip Hop Museum (THHM) is hosting its Black Tie Annual Benefit Gala on October 15th, 2023, at Cipriani Wall Street, aimed at raising funds and awareness for the museum's future [1] - The gala will honor pioneers, innovators, and cultural leaders who have significantly influenced Hip Hop and its global legacy [1] - This event is part of the lead-up to the grand opening of The Hip Hop Museum, scheduled for Fall 2026 [1] Event Details - The gala is titled "Building Hip Hop's Forever Home" and is highly anticipated within the community [1] - It serves as a tribute to individuals whose contributions have shaped the Hip Hop culture [1] - The event is expected to generate momentum for the museum's establishment and its mission [1]

Core Viewpoint - EstrellaTV, owned by MediaCo Holding Inc., is experiencing strong ratings and competitive gains as the broadcast season approaches its end, outperforming UniMás in key audience demographics [1] Group 1 - EstrellaTV has outperformed UniMás in 52 separate hours of weekday prime time (Monday–Friday, 7–11pm) [1] - This performance marks a significant increase from only nine hours in the same period last year [1]

Financial & Operational Highlights [Second Quarter 2025 Financial Performance](index=1&type=section&id=Second%20Quarter%202025%20Financial%20Performance) MediaCo's Q2 2025 financial performance showed significant year-over-year improvement, with net revenue increasing **19%** to **$31.2 million**, net loss reduced by **82%** to **$(8.8) million**, and Adjusted EBITDA turning positive at **$1.8 million** Q2 2025 Financial Summary (in thousands) | Metric | Q2 2025 | Q2 2024 | Change (%) | | :--- | :--- | :--- | :--- | | **Net Revenues** | $31,245 | $26,202 | 19% | | **Net Loss** | $(8,800) | $(48,307) | 82% (Improvement) | | **Adjusted EBITDA** | $1,791 | $(5,222) | 134% (Improvement) | | **Net Loss Margin** | (28)% | (184)% | - | | **Adjusted EBITDA Margin** | 6% | (20)% | - | [First Half 2025 Financial Performance](index=1&type=section&id=First%20Half%202025%20Financial%20Performance) MediaCo's first half 2025 financial performance saw net revenue surge **80%** to **$59.3 million**, net loss improve **67%** to **$(17.4) million**, and Adjusted EBITDA turn positive at **$2.9 million**, largely due to the Estrella Acquisition H1 2025 Financial Summary (in thousands) | Metric | H1 2025 | H1 2024 | Change (%) | | :--- | :--- | :--- | :--- | | **Net Revenues** | $59,275 | $32,908 | 80% | | **Net Loss** | $(17,406) | $(51,984) | 67% (Improvement) | | **Adjusted EBITDA** | $2,918 | $(4,499) | 165% (Improvement) | | **Net Loss Margin** | (29)% | (158)% | - | | **Adjusted EBITDA Margin** | 5% | (14)% | - | - The **80%** year-to-date revenue growth was primarily driven by new Audio and Video segment assets from the April 2024 Estrella Acquisition[4](index=4&type=chunk) - The improvement in Net Loss was mainly due to higher revenue and lower corporate costs related to the Estrella Acquisition, partially offset by increased operating, depreciation, and amortization expenses from the same acquisition[4](index=4&type=chunk) [Management Commentary](index=2&type=section&id=Management%20Commentary) Management highlighted a **19%** Q2 revenue increase and a **345%** surge in first-half digital revenue, now **33.0%** of total ad income, attributing strong results to growth in radio/TV advertising, digital performance, and Estrella Media integration - CEO Albert Rodriguez emphasized the **19%** YoY revenue increase and a **345%** surge in first-half digital revenue, which now accounts for **33.0%** of total ad income[8](index=8&type=chunk) - CFO Debra DeFelice noted that growth was driven by increases in radio and TV advertising, record digital performance, and disciplined expense management[9](index=9&type=chunk) - The successful integration of Estrella Media assets and the realization of synergies are fueling strong, sustainable results[9](index=9&type=chunk) [Company and Business Highlights](index=2&type=section&id=Company%20and%20Business%20Highlights) MediaCo, a diverse-owned media company, achieved significant operational milestones across its segments, including new programming, sold-out events, and substantial growth in digital, radio, and TV viewership, reaching over **20 million** multicultural individuals monthly - MediaCo is a multi-platform media company serving multicultural audiences, reaching over **20 million** people monthly via television, radio, digital, and streaming platforms[10](index=10&type=chunk) [New Programming & Events](index=2&type=section&id=New%20Programming%20%26%20Events) The company enhanced content by securing multi-year Liga MX soccer rights and renewing shows, while successfully executing sold-out events like the **31st** annual Summer Jam and Cinco de Mayo music festivals, attracting over **40,000** attendees - EstrellaTV secured multi-year rights to all home games for Tigres, Tigres Femenil, Juarez, and Juarez Femenil Liga MX teams[11](index=11&type=chunk) - The **31st** annual Summer Jam sold out the Prudential Center, and Spanish-language radio stations hosted sold-out music festivals with over **40,000** in attendance for Cinco de Mayo[11](index=11&type=chunk) [Digital & Streaming](index=3&type=section&id=Digital%20%26%20Streaming) The digital and streaming segment achieved remarkable growth in Q2, with FAST monthly watch time exceeding **310 million** minutes and monetized premium CTV ad inventory surging **290%** year-over-year, alongside plans for a new Hot 97 TV FAST channel - In Q2, FAST monthly watch time exceeded **310 million** minutes, and monetized premium CTV ad inventory increased by **290%** YoY[13](index=13&type=chunk) - HOT 97's digital platforms saw record engagement around Summer Jam, with social reach up **1,000%** to **38 million** users[13](index=13&type=chunk) - A new FAST channel, Hot 97 TV, is set to launch in the summer to expand Afro-Urban content globally[13](index=13&type=chunk) [Radio](index=3&type=section&id=Radio) MediaCo's radio division outperformed the market in early 2025, growing its primetime A25-54 audience by **24%** compared to the market's **18%**, with significant gains in key markets like Los Angeles (**+56%**) and Riverside/San Bernardino (**+46%**) - The radio division's primetime A25-54 audience grew **24%** in early 2025, outpacing the market's **18%** growth[13](index=13&type=chunk) - Key market audience growth includes: KBUE/LA (**+56%**), KRQB/Riverside (**+46%**), Dallas stations (**+38%**), Houston (**+19%**), and New York (**+14%**)[13](index=13&type=chunk) [Broadcast & Local TV](index=3&type=section&id=Broadcast%20%26%20Local%20TV) EstrellaTV achieved year-over-year prime-time growth in Q2, with P18-49 viewership up **23%**, while local owned-and-operated stations saw substantial P18-49 audience growth, including KRCA/LA (**+96%**) and KZJL/Houston (**+143%**) - EstrellaTV's Q2 P18-49 Mon–Sun prime viewership averaged **15.3k** viewers, a **23%** increase YoY[13](index=13&type=chunk) - A Liga MX match on May 14 delivered the network's largest P18-49 audience ever, up **157%** versus the season average[13](index=13&type=chunk) - Local stations posted significant weekday prime P18-49 audience growth: KRCA/LA (**+96%**), QFAA/Dallas (**+49%**), and KZJL/Houston (**+143%**)[13](index=13&type=chunk) Financial Statements (Appendix) [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section presents MediaCo's unaudited income statements for the three and six months ended June 30, 2025, detailing revenues, operating expenses, other income/expenses, and net loss compared to prior-year periods [Three Months Ended June 30, 2025](index=7&type=section&id=Three%20Months%20Ended%20June%2030%2C%202025) For Q2 2025, Net Revenues increased **19%** to **$31.2 million**, Operating Loss improved **49%** to **$(6.8) million**, and Net Loss significantly improved **82%** to **$(8.8) million**, primarily due to the non-recurrence of a **$31.0 million** warrant shares liability Q2 2025 Statement of Operations (in thousands) | Line Item | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | **Net Revenues** | $31,245 | $26,202 | | Total operating expenses | $38,030 | $39,528 | | **Operating Loss** | $(6,785) | $(13,326) | | Total other expense | $(1,736) | $(34,799) | | **Net Loss** | $(8,800) | $(48,307) | [Six Months Ended June 30, 2025](index=8&type=section&id=Six%20Months%20Ended%20June%2030%2C%202025) For the first half of 2025, Net Revenues grew **80%** to **$59.3 million**, Operating Loss improved **32%** to **$(11.5) million**, and Net Loss improved **67%** to **$(17.4) million**, despite a **42%** increase in total operating expenses H1 2025 Statement of Operations (in thousands) | Line Item | H1 2025 | H1 2024 | | :--- | :--- | :--- | | **Net Revenues** | $59,275 | $32,908 | | Total operating expenses | $70,743 | $49,701 | | **Operating Loss** | $(11,468) | $(16,793) | | Total other expense | $(5,379) | $(34,925) | | **Net Loss** | $(17,406) | $(51,984) | [Non-GAAP Financial Measures Reconciliation](index=9&type=section&id=Non-GAAP%20Financial%20Measures%20Reconciliation) This section details the reconciliation from GAAP Net Loss to non-GAAP EBITDA and Adjusted EBITDA, showing Q2 2025 Adjusted EBITDA of **$1.8 million** from a **$(8.5) million** Net Loss, and H1 2025 Adjusted EBITDA of **$2.9 million** from a **$(17.4) million** Net Loss Reconciliation of Net Loss to Adjusted EBITDA (Q2 2025, in thousands) | Line Item | Amount | | :--- | :--- | | **Net Loss** | $(8,521) | | Provision for income taxes | $279 | | Interest expense, net | $3,855 | | Depreciation and amortization | $1,697 | | **EBITDA** | **$(2,690)** | | Other adjustments | $4,481 | | **Adjusted EBITDA** | **$1,791** | Reconciliation of Net Loss to Adjusted EBITDA (H1 2025, in thousands) | Line Item | Amount | | :--- | :--- | | **Net Loss** | $(17,406) | | Provision for income taxes | $559 | | Interest expense, net | $7,609 | | Depreciation and amortization | $3,466 | | **EBITDA** | **$(5,772)** | | Other adjustments | $8,690 | | **Adjusted EBITDA** | **$2,918** | Other Information [Forward-Looking Statements](index=4&type=section&id=Forward-Looking%20Statements) This section cautions that the report contains forward-looking statements based on management's current estimates, emphasizing that actual results may differ materially due to various risks and uncertainties, and advises against undue reliance - The company states that forward-looking statements are based on management's current estimates and beliefs and are not guarantees of future performance[15](index=15&type=chunk) - Investors are cautioned that actual results could differ materially from expectations and are advised to consult MediaCo's SEC filings for more details on potential risks[16](index=16&type=chunk) [Definitions and Disclosures Regarding Non-GAAP Financial Information](index=4&type=section&id=Definitions%20and%20Disclosures%20Regarding%20Non-GAAP%20Financial%20Information) Adjusted EBITDA is defined as Net Loss adjusted for specific non-cash and non-recurring items, used by management for internal planning and performance evaluation, and considered a useful metric for investors to assess operational strength and peer comparability - Adjusted EBITDA is defined as Net Loss excluding items like income taxes, interest, D&A, loss on asset disposal, change in fair value of warrant shares liability, other income, and other specific adjustments[17](index=17&type=chunk) - Management uses Adjusted EBITDA as a primary measure for planning, forecasting, and evaluating operating performance, and believes it is a relevant metric for investors to compare results with other companies[17](index=17&type=chunk) [About MediaCo Holding Inc.](index=5&type=section&id=About%20MediaCo%20Holding%20Inc.) MediaCo Holding Inc. (Nasdaq: MDIA) is a diverse-owned, multi-platform media company serving multicultural audiences across the U.S. with iconic brands like Hot 97 and EstrellaTV, reaching over **20 million** people monthly via television, radio, digital, and streaming platforms - MediaCo is a diverse-owned media company with brands including Hot 97, WBLS, EstrellaTV, Estrella News, and Que Buena Los Angeles[20](index=20&type=chunk) - The company reaches over **20 million** people monthly across television, radio, digital, and streaming platforms[20](index=20&type=chunk)

PART I — FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) The company presents unaudited condensed consolidated financial statements for the periods ended June 30, 2025 [Condensed Consolidated Statements of Operations](index=3&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company reports a significant revenue increase driven by the Estrella Acquisition but continues to post a net loss Consolidated Statements of Operations Highlights (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | **Net Revenues** | $31,245 | $26,202 | $59,275 | $32,908 | | **Operating Loss** | $(6,785) | $(13,326) | $(11,468) | $(16,793) | | **Net Loss** | $(8,800) | $(48,307) | $(17,406) | $(51,984) | | **Net Loss Attributable to Common Shareholders** | $(9,078) | $(49,263) | $(17,881) | $(53,663) | | **Net Loss Per Share (basic and diluted)** | $(0.11) | $(0.75) | $(0.23) | $(1.19) | [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased while total equity increased, primarily due to warrant reclassification and lower liabilities Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Current Assets** | $37,783 | $39,276 | | **Goodwill** | $28,338 | $28,338 | | **Other Intangible Assets, Net** | $177,322 | $178,889 | | **Total Assets** | $315,150 | $325,501 | | **Total Current Liabilities** | $70,055 | $57,291 | | **Long Term Debt, Net** | $66,698 | $70,172 | | **Total Liabilities** | $217,899 | $242,980 | | **Total Equity** | $97,251 | $82,521 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operations decreased significantly, while financing activities shifted from a source to a use of cash Consolidated Cash Flow Highlights (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | **Net Cash Used in Operating Activities** | $(893) | $(24,711) | | **Net Cash Used in Investing Activities** | $(277) | $(6,986) | | **Net Cash (Used in) Provided by Financing Activities** | $(320) | $37,012 | | **Change in Cash, Cash Equivalents and Restricted Cash** | $(1,490) | $5,315 | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail the Estrella Acquisition, new debt facilities, and the establishment of new Audio and Video segments - On April 17, 2024, the company completed the **Estrella Acquisition**, purchasing substantially all assets of Estrella Broadcasting, Inc, including its network, content, digital, and commercial operations[22](index=22&type=chunk) - On May 1, 2025, a Put Right was exercised by Estrella Media, Inc, resulting in MediaCo acquiring **100% of the equity interests** of Estrella's broadcast assets in exchange for 7,051,538 shares of Class A common stock, making Estrella a wholly-owned subsidiary[29](index=29&type=chunk)[59](index=59&type=chunk) - The company now manages its operations through two business segments: **Audio** (radio stations in NYC, LA, Houston, Dallas) and **Video** (Estrella's television stations)[120](index=120&type=chunk) Disaggregated Revenue - Six Months Ended June 30, 2025 (in thousands) | Revenue Source | Audio | Video | Consolidated | | :--- | :--- | :--- | :--- | | Spot Radio & TV Advertising | $23,330 | $11,779 | $35,109 | | Digital | $1,255 | $17,731 | $18,986 | | Syndication | $1,314 | $— | $1,314 | | Events and Sponsorships | $637 | $50 | $687 | | Other | $2,392 | $787 | $3,179 | | **Total net revenues** | **$28,928** | **$30,347** | **$59,275** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses significant revenue growth and a narrower operating loss driven by the Estrella Acquisition - Net revenues **increased by $26.4 million (80%)** for the six months ended June 30, 2025, compared to the same period in 2024, primarily due to the Estrella Acquisition[142](index=142&type=chunk) - Operating loss for the six months ended June 30, 2025, **decreased by $5.3 million (32%) to $11.5 million**, reflecting revenue growth and a significant reduction in corporate expenses related to the prior year's acquisition[142](index=142&type=chunk)[147](index=147&type=chunk) - The company's **Audio segment revenue increased by $5.0 million**, and the **Video segment revenue increased by $21.4 million** for the six months ended June 30, 2025, compared to the prior year, driven by the acquisition[156](index=156&type=chunk)[158](index=158&type=chunk) - As of June 30, 2025, the company had **cash of $5.4 million** and **negative working capital of $32.3 million**, with management anticipating meeting liquidity needs for the next twelve months[162](index=162&type=chunk)[163](index=163&type=chunk) Reconciliation of Net Loss to Adjusted EBITDA (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | **Net Loss** | $(8,521) | $(48,125) | $(17,406) | $(51,984) | | **EBITDA** | $(2,690) | $(42,730) | $(5,772) | $(46,236) | | **Adjusted EBITDA** | $1,791 | $(5,222) | $2,918 | $(4,499) | [Quantitative and Qualitative Disclosures about Market Risk](index=34&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company is exempt from these disclosures as a smaller reporting company - As a smaller reporting company, MediaCo is **not required to provide** quantitative and qualitative disclosures about market risk[169](index=169&type=chunk) [Controls and Procedures](index=34&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls were deemed ineffective due to a material weakness related to the Estrella acquisition accounting - The CEO and CFO concluded that disclosure controls and procedures were **not effective** as of June 30, 2025[171](index=171&type=chunk) - A **material weakness** was identified related to the accounting for the Estrella business combination, including insufficient oversight of valuation specialists and lack of competent resources for complex accounting[174](index=174&type=chunk) - Remediation efforts include hiring additional qualified accounting personnel, enhancing training, implementing new controls for complex transactions, and engaging third-party experts[175](index=175&type=chunk) PART II — OTHER INFORMATION [Legal Proceedings](index=35&type=section&id=Item%201.%20Legal%20Proceedings) Management reports no pending legal proceedings expected to have a material adverse effect on the company - The company reports **no pending legal proceedings** that are expected to have a material adverse effect on the business[179](index=179&type=chunk) [Risk Factors](index=35&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors have occurred since the last annual report - **No material changes** to the risk factors disclosed in the Annual Report on Form 10-K for the year ended December 31, 2024, have occurred[180](index=180&type=chunk) [Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities](index=35&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%2C%20Use%20of%20Proceeds%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company reports no unregistered sales, use of proceeds, or issuer purchases of equity securities - **None reported** for the quarter[181](index=181&type=chunk) [Other Information](index=35&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted, modified, or terminated Rule 10b5-1 trading arrangements during the quarter - No company directors or officers adopted, modified, or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the quarter[184](index=184&type=chunk) [Exhibits](index=36&type=section&id=Item%206.%20Exhibits) This section lists filed exhibits, including officer certifications and Inline XBRL data files - The report includes certifications from the Principal Executive Officer and Principal Financial Officer, as well as Inline XBRL documents[186](index=186&type=chunk)

Revenue Performance - Net revenues increased to $28.0 million, a rise of $21.3 million or 318% compared to $6.7 million in the same period last year[136]. - Net revenues for the Audio Segment rose to $13.7 million in Q1 2025, up from $6.7 million in Q1 2024, reflecting a $7.0 million increase[149]. - The Video Segment reported net revenues of $14.3 million in Q1 2025, with operating expenses of $18.1 million, resulting in a segment operating loss of $3.8 million[150]. - Spot Radio & TV Advertising accounted for 57% of total net revenues, while Digital revenues surged to 34% of total net revenues[128]. Operating Performance - Operating loss for the three months ended March 31, 2025, was $4.7 million, an increase of $1.2 million or 35% from a loss of $3.5 million in the prior year[136]. - Adjusted EBITDA for the three months ended March 31, 2025, was $1.4 million, reflecting a 55% increase from $0.9 million in the same period last year[136]. - Adjusted EBITDA for Q1 2025 was $1.4 million, compared to $0.9 million in Q1 2024, indicating improved operational performance[152]. Expenses - Operating expenses increased to $29.2 million, up $22.6 million or 340% from $6.7 million in the prior year[138]. - Corporate expenses decreased to $1.6 million, down $1.8 million or 53% from $3.4 million in the previous year[138]. - Operating expenses related to Corporate and other decreased to $1.6 million in Q1 2025 from $3.4 million in Q1 2024, due to lower professional service fees[151]. Cash Flow and Liquidity - Cash flows from operating activities rose by $1.6 million, or 399%, to $2.1 million compared to $0.4 million in the prior year[136]. - Cash flows provided by operating activities increased to $2.1 million in Q1 2025, compared to $0.4 million in Q1 2024, primarily due to increased deferred revenue[156]. - The company had cash, cash equivalents, and restricted cash of $8.8 million as of March 31, 2025, up from $6.9 million at the end of 2024[154]. - The company anticipates meeting its liquidity needs for the next twelve months through cash on hand and projected cash flows from operations[153]. Losses - Net loss increased to $8.6 million, up $4.9 million or 134% from a net loss of $3.7 million during the same period last year[136]. - Consolidated net loss increased to $8.6 million for the three months ended March 31, 2025, compared to a net loss of $3.7 million in the same period of 2024[148]. Interest Expense - Interest expense increased to $3.8 million, up $3.6 million from $0.1 million in the prior year, reflecting the impact of rising interest rates[138]. - Interest expense increased to $3.8 million in Q1 2025, attributed to additional long-term debt from the Estrella Acquisition[145]. Acquisition Impact - The Estrella Acquisition in April 2024 significantly contributed to the increase in both net revenues and operating expenses[139][140]. Working Capital - Negative working capital increased to $22.3 million as of March 31, 2025, compared to $18.0 million at the end of 2024, driven by increased accounts payable and accrued expenses[154].

Financial Performance - MediaCo's total net revenues for the year ended December 31, 2024, were $95.571 million, a significant increase from $32.391 million in 2023[176]. - MediaCo's net revenue for 2024 was $95.6 million, an increase of $63.2 million or 195% compared to $32.4 million in 2023[196]. - Operating loss for 2024 was $28.2 million, an increase of $21.4 million or 316% from an operating loss of $6.8 million in 2023[196]. - Net loss decreased to $1.3 million in 2024, down $6.1 million or 82% from a net loss of $7.4 million in 2023[196]. - Cash flows used in operating activities increased to $19.9 million, up $14.3 million or 257% compared to 2023[196]. - Total operating expenses for 2024 were $123.8 million, an increase of $84.6 million or 216% from $39.2 million in 2023[199]. - Adjusted EBITDA for 2024 was $(2.2) million, remaining consistent with $(2.2) million in 2023[196]. Revenue Sources - Spot Radio & TV Advertising accounted for 64.0% of total net revenues in 2024, while Digital revenues increased to 21.2% from 11.4% in 2023[176]. - Digital and streaming initiatives contributed to a 452% year-over-year increase in revenue from digital platforms[196]. - Revenue from the Audio Segment increased by $25.1 million to $57.5 million in 2024, primarily due to the Estrella Acquisition[211]. - The Video Segment generated $38.0 million in revenue in 2024, all attributed to the Estrella Acquisition[213]. Acquisitions and Integration - The Estrella Acquisition significantly expanded MediaCo's national footprint and diversified its content portfolio[196]. - The company incurred $1.4 million in involuntary termination costs related to the Estrella Acquisition integration during the twelve months ended December 31, 2024[179]. Assets and Liabilities - As of December 31, 2024, MediaCo recorded approximately $166.0 million for FCC licenses, representing about 51% of total assets[182]. - Approximately 56% of the aggregate principal amount of long-term debt bore interest at floating rates as of December 31, 2024[225]. - The company does not have any material off-balance sheet financings or liabilities[228]. Interest Rates and Financial Impact - The company has been affected by rising interest rates, impacting the interest accrued on its convertible promissory note and variable interest loans[180]. - A 100 basis points change in floating interest rates would have changed interest expense by an estimated $0.5 million for the year ended December 31, 2024[225]. - Management may take actions to mitigate exposure to adverse changes in interest rates, but the effects of such actions are uncertain[226]. Market Conditions - The U.S. traditional radio and television broadcasting industries are experiencing stalled growth due to competition from new media and audience fragmentation[177]. - The long-term revenue growth rate for the New York market is projected at 0.5%, consistent with the previous year[188]. - Inflation has impacted performance through higher costs for employee compensation, equipment, and third-party services[227]. Financing Activities - Cash provided by continuing financing activities was $33.9 million for the year ended December 31, 2024, primarily from $43.7 million in proceeds from the First Lien Term Loan[220]. - Cash used in continuing financing activities was $1.2 million for the year ended December 31, 2023, mainly due to repurchases of Class A common stock of $0.8 million[221]. - The company entered into a First Lien Term Loan and a Second Lien Term Loan on April 17, 2024[224]. Seasonal Fluctuations - Results of operations are subject to seasonal fluctuations, with typically higher revenues and operating income in the second quarter[222]. Impairment Assessment - The discount rate used in the impairment assessment for FCC licenses decreased from 12.7% in 2023 to 12.5% in 2024[188].

Revenue Performance - For the three months ended September 30, 2024, total net revenues were $29,859,000, a significant increase from $6,447,000 in the same period of 2023[92] - Spot advertising revenue accounted for 65.9% of total net revenues in Q3 2024, amounting to $19,637,000, compared to $4,328,000 in Q3 2023[92] - Digital revenue increased to $5,780,000 in Q3 2024, representing 19.3% of total net revenues, up from $608,000 in Q3 2023[92] - Net revenues for the three months ended September 30, 2024, increased by 30% to $13,108,000 compared to the same period in 2023, driven by the Estrella Acquisition[99] - For the nine months ended September 30, 2024, net revenues decreased by 14.9% in the NY-ADE segment, primarily due to weaker sales from the annual Summer Jam concert and lower spending in media, retail, and beverages[99] Operating Expenses - Operating expenses excluding depreciation and amortization for the three months ended September 30, 2024, increased by 30% to $16,581,000, attributed to the Estrella Acquisition[100] - Corporate expenses for the three months ended September 30, 2024, rose by 111.8% to $2,319,000, mainly due to higher professional service fees related to the Estrella Acquisition[102] - Depreciation and amortization expense for the three months ended September 30, 2024, increased by 1239.2% to $1,741,000, primarily due to the Estrella Acquisition[103] Financial Losses - Total operating loss for the three months ended September 30, 2024, was $(6,873,000), reflecting a 249.9% increase compared to the same period in 2023[105] - For the nine months ended September 30, 2024, total operating loss was $(23,666,000), a 493.7% increase compared to the same period in 2023[105] Interest and Debt - Interest expense, net for the nine months ended September 30, 2024, increased by 2,250.3% to $(7,192,000) due to additional long-term debt from the Estrella Acquisition[107] - The rising interest rate environment has increased interest expenses on the Emmis Convertible Promissory Note and created uncertainty regarding variable interest loans[94] Cash Flow and Liquidity - As of September 30, 2024, the company had cash, cash equivalents, and restricted cash of $10.2 million, an increase from $7.1 million at December 31, 2023, despite negative working capital of $(14.1) million[111] - Cash flows used in continuing operating activities were $30.7 million for the nine months ended September 30, 2024, compared to $3.7 million for the same period in 2023, indicating increased cash usage[111] - Cash flows used in continuing investing activities were $7.6 million for the nine months ended September 30, 2024, primarily due to the Estrella Acquisition and capital expenditures[112] - Cash flows provided by continuing financing activities were $41.4 million for the nine months ended September 30, 2024, mainly from proceeds of the First Lien Term Loan[113] - Management anticipates being able to meet liquidity needs for the next twelve months through cash on hand, additional draws on the First Lien Term Loan, and projected cash flows from operations[112] Strategic Initiatives - The company is actively evaluating potential acquisitions to enhance long-term value and may opportunistically dispose of assets[93] - The company’s strategy includes leveraging digital platforms and emerging business opportunities in the Free Ad-Supported Streaming TV marketplace[93] - The company is evaluating potential acquisitions to leverage strengths and enhance long-term value[111] Market Performance - The New York market revenues increased by 3.5% for the nine months ended September 30, 2024, while the company's gross revenues in the same market decreased by 11.3%[93] - NY-ADE segment's gross revenues reported to Miller Kaplan decreased by 11.3% for the nine-month period ended September 30, 2024, compared to the prior year, while the overall New York radio market grew by 3.5%[99] Tax and Income - The provision for income taxes for the three months ended September 30, 2024, was $342,000, a 307.1% increase from $84,000 in the same period of 2023[109] - Consolidated net income for the three months ended September 30, 2024, was $54,926, compared to a loss of $2,316 in the same period of 2023, representing a significant turnaround[110] Internal Controls - There were no changes in internal control over financial reporting that materially affected the company during the quarter ended September 30, 2024[115]

Financial Performance - Net revenues for the three months ended March 31, 2024, decreased by $629,000, or 8.6%, to $6,706,000 compared to $7,335,000 in the same period of 2023[109] - Operating loss for the three months ended March 31, 2024, increased by $1,561,000, or 81.9%, to $3,467,000 compared to a loss of $1,906,000 in Q1 2023[115] - Consolidated net loss for Q1 2024 was $3,677,000, an increase of $1,570,000, or 74.5%, from a net loss of $2,107,000 in Q1 2023[118] Revenue Sources - Spot Radio Advertising accounted for 64.8% of total net revenues in Q1 2024, generating $4,348,000, down from $4,769,000, which was 65.0% of total revenues in Q1 2023[98] - The New York radio market's gross revenues increased by 4.5% for the three months ended March 31, 2024, while MediaCo's gross revenues decreased by 6.6% in the same period[102] - MediaCo anticipates a potential revenue decline from the Summer Jam event in 2024, estimating a decrease in revenue between $3.0 million and $3.6 million compared to 2023[103] Expenses and Costs - Corporate expenses rose by $1,506,000, or 79.9%, to $1,884,000 in Q1 2024, primarily due to higher professional service fees related to the Estrella transaction[112] - Operating expenses excluding depreciation and amortization decreased by $587,000, or 8.1%, to $6,650,000 in Q1 2024, attributed to lower salary costs and other expenses[111] - Interest expense, net, increased by $33,000, or 32.0%, to $136,000 in Q1 2024 due to accrued interest on the Emmis convertible promissory note[116] Cash Flow and Liquidity - As of March 31, 2024, MediaCo had cash and cash equivalents of $7.2 million, with negative working capital of $(1.4) million, a decrease from positive working capital of $2.2 million at the end of 2023[120] - Cash flows from continuing operating activities decreased to $0.4 million for the three months ended March 31, 2024, down from $0.8 million in the same period of 2023, primarily due to changes in working capital[122] - Cash flows used in continuing investing activities were $0.2 million for the three months ended March 31, 2024, related to capital expenditures for a new digital platform and radio operations[123] - Cash flows used in continuing financing activities were $0.1 million for the three months ended March 31, 2024, down from $0.7 million in the same period of 2023, due to stock repurchases and tax obligations[124] Going Concern - The company expressed substantial doubt about its ability to continue as a going concern in its 2023 Form 10-K, but this concern was alleviated following the completion of certain transactions[125]