Financial Data and Key Metrics Changes - Adjusted EBITDA for Q4 2024 was $103.5 million, down from the previous year, primarily due to challenges in the cable TV business and a decline in radio advertising [5][8] - Consolidated net revenues decreased by 2.7% year over year to approximately $170.1 million [9] - Net loss for Q4 2024 was approximately $35.7 million, or $0.78 per share, compared to a net loss of $11 million, or $0.23 per share, for the same quarter in 2023 [17] Business Line Data and Key Metrics Changes - Radio Broadcast segment net revenue increased by 14.5% year over year to $47.7 million, but excluding political advertising, it was down 5.1% [9][10] - Reach Media segment net revenue was $9.6 million, down 10.7% from the prior year [10] - Digital segment net revenue decreased by 3.1% to $20.5 million, with political advertising contributing $2.4 million [11] - Cable Television segment revenue was approximately $39.8 million, a decrease of 15.9%, with advertising revenue down 21.4% [11][12] Market Data and Key Metrics Changes - Local ad sales were up 0.1% against a market decline of 5.2%, while national ad sales increased by 35.4% against a market increase of 28.4% [9] - Subscriber churn for cable TV was reported at -9.5% for the full year, with a decline in payable subscribers from 39.1 million to 37.2 million [12][18] Company Strategy and Development Direction - The company is focusing on cost containment and debt reduction, with a target of $75 million in adjusted EBITDA for 2025, down from $103.5 million in 2024 [8][9] - Management is optimistic about stabilizing the cable TV business and improving the radio segment, despite current challenges [6][8] - The company is exploring opportunities for consolidation in the radio sector, viewing deregulation as a potential catalyst for industry consolidation [33][36] Management's Comments on Operating Environment and Future Outlook - Management noted broad softness in advertising demand, attributing it to an uncertain economy and changing consumer behavior [26][27] - There is cautious optimism for improvement in Q2, particularly in local markets, despite ongoing challenges [28][29] - The company is not currently pursuing any land-based casino developments but is interested in iGaming opportunities as legislation evolves [104] Other Important Information - The company has a strong liquidity position with approximately $137 million in cash as of year-end [7][18] - A cybersecurity incident was reported, but it has not materially impacted operations or financial conditions [18] Q&A Session Summary Question: Clarification on Q1 radio pacing - Management confirmed that Q1 radio pacing down 13.6% aligns with a 5.1% decline in net revenue excluding political advertising [22][24] Question: Insights on revenue weakness - Management indicated broad softness across local, national, and network radio, with improvements expected in Q2 [26][27] Question: Opportunities from deregulation - Management believes further consolidation in the radio sector is likely and that they are in a strong position to capitalize on opportunities [33][36] Question: Capital allocation plans for 2025 - The company plans to allocate 95% of capital to debt reduction, with a small stock repurchase plan in place [41][43] Question: Digital segment revenue components - Management clarified that Connected TV revenue will be reported under the TV segment moving forward, affecting digital revenue reporting [49][50] Question: Free cash flow expectations - The company anticipates around $25 million in free cash flow based on the $75 million EBITDA guidance [61] Question: Potential asset sales - Management is open to considering non-core asset sales if they are accretive to the balance sheet [67][68] Question: Cash balance strategy - There is no minimum cash balance target, and the company is focused on opportunistic debt buybacks [74][76] Question: Thoughts on cable network spin-offs - Management expressed skepticism about the impact of spin-offs on market valuations, noting challenges in the cable asset market [78][82]

Revenue Generation - Approximately 35.0% of the company's net revenue for the year ended December 31, 2024, was generated from advertising sales in its core radio business, excluding Reach Media[99] - Seven of the 13 markets where the company operated radio stations accounted for approximately 77.2% of its radio station net revenue for the year ended December 31, 2024[99] - Revenue from Reach Media and the seven significant contributing radio markets accounted for approximately 38.9% of the company's total consolidated net revenue for the year ended December 31, 2024[99] Internal Control and Compliance - The company has identified material weaknesses in its internal control over financial reporting, which could lead to material misstatements in its consolidated financial statements if not remediated[80] - The ongoing remediation of material weaknesses has been time-consuming and expensive, potentially adversely affecting the company's financial position and results of operations[85] - Delayed filings of the 2022 and 2023 annual reports and the first quarter 2024 quarterly report have made the company ineligible to use a registration statement on Form S-3, impacting its ability to raise future capital[86] Economic and Market Risks - The company faces risks related to economic fluctuations, which could negatively impact advertising expenditures and, consequently, its financial condition and results of operations[87] - Inflation may adversely affect the company's liquidity and overall cost structure, potentially impacting its financial condition and results of operations[89] - The company is exposed to credit risk on its accounts receivable, which is heightened during uncertain economic conditions[90] - The company's debt instruments impose operating and financial restrictions that could limit its ability to grow through acquisitions and respond to market conditions[92] - The company faces increased competitive pressures due to consolidation among competitors, which limits the availability of licensable content and may adversely affect financial performance[101] Asset Valuation and Impairment - As of December 31, 2024, the company had approximately $257.8 million in radio broadcasting licenses and $30.0 million in goodwill, totaling $287.7 million, representing about 30.5% of total assets[109] - The company must test its goodwill and indefinite-lived intangible assets for impairment at least annually, with potential impairment resulting from changes in performance or market conditions[110] - Changes in certain events or circumstances could lead to further write-downs of asset values, adversely affecting financial results and ratios[117] Digital Segment and Technology - The company’s Digital segment has seen significant growth, but recent reversals in social justice trends have led to revenue declines, which could negatively impact overall results[106] - The company’s technology infrastructure is vulnerable to cybersecurity risks, which could compromise client information and harm its reputation[119] Regulatory and Operational Risks - The company is required to maintain FCC broadcasting licenses, which are subject to renewal and could be challenged by third parties, potentially affecting operations[118] - The company faces significant risks from technical disruptions, which could negatively impact revenue and harm business operations[122] - Natural disasters and catastrophic events could materially affect the company's ability to conduct business and meet customer demands[123] - Climate change poses risks that could disrupt operations and supply chains, impacting financial performance[124] - Regulatory risks from the FCC's media ownership rules could restrict the company's ability to acquire radio stations, affecting growth opportunities[126] - Enforcement of indecency rules by the FCC could lead to potential fines or license revocation, adversely impacting business operations[127] - Changes in federal regulations regarding royalties could increase operational costs and negatively affect profitability[128] Cable Television and Competition - The company’s Cable Television segment is dependent on affiliation agreements, and loss of these could reduce revenues from subscriber fees and advertising[131] - Emerging competition from digital media providers is impacting audience sizes and subscriber bases, affecting revenue generation[132] Stock and Compliance Issues - The company is classified as a "smaller reporting company," which may make its common stock less attractive to investors due to reduced disclosure requirements[137] - The company has fallen out of compliance with NASDAQ Listing Rule 5250(c) due to delayed filings of periodic financial reports for 2023 and 2024[138] - The company's Class D common stock has closed below the $1.00 minimum bid price requirement for 30 consecutive business days as of February 11, 2025[138] - The company has until August 11, 2025, to regain compliance with the Minimum Bid Price Requirement by maintaining a closing bid price of at least $1.00 for ten consecutive business days[138] - If compliance is not regained, the company may seek additional time by meeting other NASDAQ listing requirements, potentially including a reverse stock split[138] - The company intends to monitor the closing bid price and may seek stockholder approval for a reverse stock split to address the Minimum Bid Price Requirement deficiency[139] - Factors affecting the market price of the company's common stock include low trading volumes, indebtedness, and conditions in the advertising and broadcasting industries[139] - Failure to meet NASDAQ listing requirements could lead to delisting proceedings, adversely affecting liquidity and market price[139]

Financial Performance - For Q3 2024, Urban One, Inc. reported net revenues of approximately $110.4 million, a decrease of 6.3% from Q3 2023[1] - The operating loss for Q3 2024 was approximately $26.2 million, an improvement from the operating loss of approximately $56.1 million in Q3 2023[1] - Adjusted EBITDA for Q3 2024 was approximately $25.4 million, down from approximately $34.7 million in Q3 2023[1] - The net loss for Q3 2024 was approximately $31.8 million or $(0.68) per share, compared to a net loss of $54.4 million or $(1.14) per share in Q3 2023[1] - Revenue from the Radio Broadcasting segment was approximately $39.7 million in Q3 2024, down from $40.2 million in Q3 2023, primarily due to a decrease in national advertising[7] - The Cable Television segment generated approximately $40.7 million in revenue for Q3 2024, a decrease of approximately $6.1 million from $46.8 million in Q3 2023, attributed to lower audience viewership[7] - The company reported a net loss attributable to common stockholders of $69.7 million, compared to a net loss of $13.0 million in the previous quarter, indicating a significant increase in losses[24][26] Revenue and Expenses - Operating expenses, excluding certain costs, increased by 3.5% to approximately $87.4 million in Q3 2024 from $84.5 million in Q3 2023[10] - Total operating expenses increased to $406.3 million, up from $395.7 million in the previous quarter, marking an increase of approximately 2.6%[24][26] - The company experienced a significant increase in programming and technical expenses, totaling $33,903,000, compared to $33,911,000 in the previous quarter[22] - Selling, general, and administrative expenses were $40,142,000, up from $41,112,000, indicating a slight reduction[20] Cash and Debt Management - The company ended the quarter with approximately $115.5 million in cash, cash equivalents, and restricted cash[2] - Total debt as of September 30, 2024, was approximately $593.9 million, down from $716.2 million as of December 31, 2023[5] - Interest expense decreased to approximately $11.6 million in Q3 2024 from $14.0 million in Q3 2023, as the company repurchased its 2028 Notes, reducing the outstanding balance[14] Impairment and Tax - Impairment of goodwill and intangible assets was approximately $46.8 million in Q3 2024, down from $85.4 million in Q3 2023, due to factors affecting the radio broadcasting segment[12] - The company recorded a benefit from income taxes of approximately $1.8 million in Q3 2024, resulting in an effective tax rate of 5.5%[15] Shareholder Actions - Urban One repurchased 1,015,023 shares of Class A Common Stock for approximately $2.0 million at an average price of $2.01 per share during Q3 2024[17] - For the three months ended September 30, 2024, Urban One had 47,105,290 shares of common stock outstanding on a weighted average basis (basic), compared to 47,722,263 shares for the same period in 2023, indicating a decrease of approximately 1.3%[1] Future Outlook - Future outlook includes continued focus on market expansion and potential new product developments, although specific figures were not disclosed in the call[22] - The company plans to hold a conference call on November 12, 2024, to discuss its results for the third fiscal quarter of 2024[28] Adjusted EBITDA and Financial Metrics - The company made an immaterial change to the definition of adjusted EBITDA by adding back the loss from ceased non-core operations, with all historical periods recasted to reflect this change[1] - Urban One's adjusted EBITDA is a significant measure used by management to evaluate operating performance, although it is not a measure of financial performance under GAAP[1] - The definition of adjusted EBITDA includes results from all four operating segments: Radio Broadcasting, Reach Media, digital, and cable television, which may not be comparable to similarly titled measures of other companies[1] - Urban One's financial metrics provide useful information about the operating performance of the business, apart from expenses associated with fixed assets and goodwill[1]

Core Insights - Urban One is experiencing a leadership transition as CEO of the Audio Division, David Kantor, retires after a successful career, which included significant contributions to the radio industry and the growth of Urban One [1][2] - The company is poised for future growth with Eddie Harrell, Jr. and Deon Levingston stepping up to co-lead the Audio Division, bringing extensive experience and a deep understanding of the brand and audience [3] Company Overview - Urban One, Inc. is the largest diversified media company targeting Black Americans and urban consumers in the U.S., owning TV One and CLEO TV, which reach over 46 million and almost 41 million households respectively [4] - The company operates 72 broadcast stations, including 57 FM or AM stations, across 13 major African American markets, and has a controlling interest in Reach Media, which syndicates popular shows [4] - Urban One also owns iOne Digital, a digital platform that serves the African American community through various content and entertainment websites [4]

Company Overview - Urban One, Inc. is the largest diversified media company targeting Black Americans and urban consumers in the United States [3] - The company owns TV One, LLC, which serves over 59 million households with a variety of original programming, classic series, and movies [3] - As of October 25, 2024, Urban One operates 72 independently formatted broadcast stations, including 57 FM or AM stations and 13 HD stations, branded under "Radio One" in 13 urban markets [3] - Urban One also has a controlling interest in Reach Media, Inc., which operates syndicated programming such as the Rickey Smiley Morning Show and the DL Hughley Show [3] - The company owns iOne Digital, a digital platform serving the African American community through various social content, news, and entertainment websites [3] Upcoming Events - Urban One will hold a conference call on November 7, 2024, at 10:00 a.m. EST to discuss its third fiscal quarter results [1] - U.S. callers can participate by dialing 1-877-226-8189, while international callers can dial (+1) 409-207-6980 [1] - A replay of the conference call will be available from 1:00 p.m. EST on November 7, 2024, until 12:00 a.m. EST on November 14, 2024 [1]

Financial Performance - Net revenues for Q2 2024 were approximately $117.7 million, a decrease of 9.2% from Q2 2023[1] - The company reported an operating loss of approximately $60.4 million for Q2 2024, compared to operating income of approximately $9.7 million in Q2 2023[1] - Net loss was approximately $45.4 million or $(0.94) per share, compared to income of $70.4 million or $1.48 per share for the same period in 2023[1] - Adjusted EBITDA for Q2 2024 was approximately $28.4 million, down from approximately $37.5 million in Q2 2023[1] - For the three months ended June 30, 2024, Urban One reported net revenues of approximately $117.7 million, a decrease of 9.2% compared to $129.7 million for the same period in 2023[8] - Operating expenses for the three months ended June 30, 2024, were approximately $93.3 million, a slight decrease of 0.4% from $93.7 million in the same period last year[10] - Total operating expenses for Q2 2024 were $178,165, an increase of 48.4% from $119,997 in Q2 2023[15] - For the six months ended June 30, 2024, net revenues totaled $222,154, a decrease of 10.5% from $248,000 in the same period of 2023[17] - Total operating expenses for the six months ended June 30, 2024, were $269,687, up from $239,997 in the same period of 2023, reflecting a 12.4% increase[17] Revenue Segments - The radio division's same station revenue decreased by 5.6% excluding political advertising, and 3.0% including political[2] - The radio broadcasting segment generated approximately $42.0 million in revenues, an increase of 7.1% from $39.2 million in the prior year, primarily due to the acquisition of a Houston station[8] - The cable television segment experienced a significant revenue decline, reporting $41.5 million, down 21.0% from $52.4 million in the previous year, attributed to decreased audience viewership[8] Impairment and Expenses - Impairment of goodwill and intangible assets was approximately $80.8 million for the second quarter of 2024, compared to $22.1 million in the same quarter of 2023, primarily related to broadcasting licenses[10] - The impairment of goodwill and intangible assets in Q2 2024 was $80,758, with no such impairment reported in Q2 2023[15] - Interest expense decreased to approximately $12.4 million for the three months ended June 30, 2024, down from $14.0 million in the prior year, due to lower overall debt balances[11] - Interest expense for Q2 2024 was $12,404, compared to $13,972 in Q2 2023, indicating a decrease of 11.3%[15] - Interest expense totaled $28,040,000, highlighting the company's debt obligations[18] Share Repurchase and Cash Position - The company repurchased an additional $35.5 million of its 2028 notes at 78.0% during Q2[2] - The company ended the quarter with approximately $132.4 million in cash[2] - Urban One repurchased approximately $35.5 million of its 2028 Notes at an average price of 78.0% of par, resulting in a net gain on retirement of debt of approximately $7.4 million[11] - Urban One repurchased 449,277 shares of Class A Common Stock for approximately $0.9 million at an average price of $2.06 per share during the second quarter of 2024[13] Tax and Capital Expenditures - The company recorded a benefit from income taxes of approximately $18.5 million for the three months ended June 30, 2024, with an effective tax rate of 29.1%[12] - Capital expenditures were approximately $2.2 million for the three months ended June 30, 2024, compared to $2.1 million in the same period of 2023[13] Company Overview - The company operates 72 broadcast stations, including 57 FM or AM stations, across 13 urban markets in the U.S.[21] - Urban One's digital platform, iOne Digital, serves the African American community through various content channels, enhancing its market reach[21] - The conference call to discuss Q2 2024 results is scheduled for August 8, 2024, indicating ongoing communication with stakeholders[20]

Financial Performance - Net revenues for Q2 2024 were $117.744 million, a decrease of 9.3% from $129.652 million in Q2 2023[12]. - The company reported an operating loss of $60.421 million for Q2 2024, compared to an operating income of $9.655 million in Q2 2023[12]. - Net loss attributable to common stockholders for Q2 2024 was $45.431 million, compared to a net income of $70.366 million in Q2 2023[12]. - For the six months ended June 30, 2024, Urban One experienced a net loss of $37,362,000 compared to a net income of $68,747,000 for the same period in 2023[26]. - The company reported net revenues of $222.154 million for the six months ended June 30, 2024, a decrease of 7.2% compared to $239.521 million for the same period in 2023[107]. Operating Expenses - Total operating expenses increased to $178.165 million in Q2 2024, up 48.5% from $119.997 million in Q2 2023[12]. - Total operating expenses rose to approximately $269.7 million, an increase of $47.9 million or 21.6% from $221.7 million in the previous year[146]. Impairment and Losses - The impairment of goodwill and intangible assets was $80.758 million in Q2 2024, significantly higher than $22.081 million in Q2 2023[12]. - The company recognized an impairment loss of approximately $80.8 million related to broadcasting licenses across nine radio markets for the six months ended June 30, 2024[74]. - The impairment of goodwill and intangible assets increased significantly by 265.7% to $80.758 million from $22.081 million year-over-year[130]. Cash Flow and Assets - The company had cash and cash equivalents of $131,890,000 as of June 30, 2024, down from $233,090,000 at the end of 2023, indicating a decrease of approximately 43.4%[17]. - Total current assets decreased to $308,682,000 as of June 30, 2024, from $421,966,000 as of December 31, 2023, reflecting a decline of approximately 26.7%[17]. - As of June 30, 2024, the company's cash, cash equivalents, and restricted cash balance was approximately $132.4 million, with no borrowings outstanding on the Current ABL Facility, which has a capacity of $50.0 million[173]. Debt and Liabilities - Total liabilities decreased to $771,179,000 as of June 30, 2024, from $920,588,000 as of December 31, 2023, representing a reduction of about 16.2%[17]. - Urban One's long-term debt decreased to $607,865,000 as of June 30, 2024, from $716,246,000 as of December 31, 2023, a reduction of about 15.1%[17]. - The Company had approximately $614.5 million of its 2028 Notes outstanding within its corporate structure[201]. Share Repurchase and Equity - The company repurchased 396,052 shares of Class D common stock during the six months ended June 30, 2024, at a cost of $1,386,000[20]. - The company authorized a share repurchase program to repurchase up to $20.0 million of its outstanding Class A and/or Class D common stock, effective for up to 24 months[96]. - The company repurchased 449,277 shares of Class A Common Stock for approximately $0.9 million at an average price of $2.06 per share during the six months ended June 30, 2024[176]. Revenue Segments - The Radio Broadcasting segment generated net revenues of $78.350 million for the six months ended June 30, 2024, up from $74.376 million in 2023, reflecting a growth of 2.6%[107]. - The Cable Television segment reported net revenues of $87.723 million for the six months ended June 30, 2024, down 14.1% from $102.108 million in 2023[107]. - Digital advertising revenue for the three months ended June 30, 2024, was $15,529 thousand, compared to $18,861 thousand in 2023, representing a decrease of approximately 17.3%[40]. Tax and Benefits - The company recorded a benefit from income taxes of approximately $16.0 million on a pre-tax loss from consolidated operations of approximately $53.0 million for the six months ended June 30, 2024, resulting in an effective tax rate of approximately 30.0%[94]. - The company recorded a benefit from income taxes of approximately $18.5 million for the three months ended June 30, 2024, compared to a provision of $23.2 million in the prior year, reflecting a change of $41.7 million[143]. Market and Strategic Outlook - The company anticipates continued challenges due to economic volatility and increased competition in advertising revenues[7]. - Urban One's strategy includes diversifying revenue streams through acquisitions and investments in complementary media properties[30].

Company Overview - Urban One, Inc. is the largest diversified media company targeting Black Americans and urban consumers in the United States [3] - The company owns TV One, LLC, which serves over 59 million households with a variety of original programming, classic series, and movies [3] - As of August 1, 2024, Urban One operates 72 independently formatted broadcast stations, including 57 FM or AM stations and 13 HD stations, branded under "Radio One" in 13 urban markets [3] - Urban One has a controlling interest in Reach Media, Inc., which operates syndicated programming such as the Rickey Smiley Morning Show and the DL Hughley Show [3] - The company also owns iOne Digital, a digital platform serving the African American community through various websites and brands [3] Upcoming Events - Urban One will hold a conference call on August 8, 2024, at 10:00 a.m. EDT to discuss its second fiscal quarter results [1] - The call will be accessible to U.S. callers via a toll-free number and to international callers through a direct line [1] - A replay of the conference call will be available from August 8, 2024, at 5:00 p.m. EDT until August 15, 2024, at 12:00 a.m. EDT [1]

Speaking on the importance of this series, Kirsten West Savali, iONE Digital's VP of Content shared: "The Black Ballot is a series that understands that Black people are neither monolithic, nor interested in propping up a political duopoly that refuses to prioritize the most targeted, marginalized communities among us. Voters must not only be informed about a candidate's politics, their values, and who and what they are willing to fight for and against, but the institutions and systems that shape the landsc ...

Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE (301) 429-4638 Washington, DC June 10, 2024 Contact: Peter D. Thompson, EVP and CFO URBAN ONE, INC. REPORTS YEAR END 2023 AND FIRST QUARTER 2024 RESULTS Washington, DC: - Urban One, Inc. (NASDAQ: UONEK and UONE) today reported its results for the year ended December 31, 2023 and for the three months ended March 31, 2024. For the year ended December 31, 2023 net revenue was approximately $477.7 million, a decrease of 1.4% from the same period in 2022. The Compa ...