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Urban One(UONE) - 2025 Q2 - Quarterly Results
Urban OneUrban One(US:UONE)2025-08-13 17:26

Executive Summary & Business Update Urban One, Inc. reported a significant decline in Q2 2025 financial performance, with net revenue decreasing by 22.2% year-over-year to $91.6 million, alongside increased losses and reduced Adjusted EBITDA Second Quarter 2025 Financial Highlights Urban One, Inc. experienced a significant Q2 2025 financial downturn, with net revenue falling 22.2% to $91.6 million, alongside increased operating and net losses, and a 51.6% drop in Adjusted EBITDA Q2 2025 Key Financial Highlights | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | Change (%) | | :----------------------- | :------------------ | :------------------ | :--------- | | Net Revenue | $91,600 | $117,700 | (22.2)% | | Operating Loss | $(120,700) | $(60,400) | 99.8% | | Net Loss | $(77,900) | $(45,400) | 71.6% | | Net Loss Per Share (Basic) | $(1.74) | $(0.94) | 85.1% | | Adjusted EBITDA | $14,000 | $28,900 | (51.6)% | CEO Commentary and Business Outlook CEO Alfred C. Liggins, III, attributed weak Q2 results to underperforming Reach Media and Digital segments, reduced advertising demand, and subscriber churn, leading to a revised full-year Adjusted EBITDA guidance of $60.0 million and strategic debt repurchases - Second quarter results were impacted by weaker than expected performance in Reach Media and Digital segments, partly due to the timing of the annual Tom Joyner Fantastic Voyage (Q2 2024 revenue of $9.6 million, Q4 2025 event)1 - Reach Media segment was loss-making for the quarter due to client attrition and lower CPMs1 - Digital business experienced lower advertising demand and reduced streaming CPMs compared to Q2 20241 - Core radio advertising finished down 11.8% excluding digital, with national radio advertising demand experiencing double-digit declines; local radio pacing was flat year-over-year, showing some sequential improvement1 - Cable TV advertising was down 4.2% and affiliate revenue was down 11.7% due to continuing subscriber churn1 - Full-year Adjusted EBITDA guidance was reduced to $60.0 million due to broad economic headwinds1 - The company repurchased $64.0 million of its 2028 Notes at an average price of approximately 51.8% of par, reducing outstanding debt balance to $492.3 million1 Consolidated Statements of Operations The company's consolidated statements of operations reveal significant year-over-year declines in net revenue and substantial increases in operating and net losses for both the three and six months ended June 30, 2025 Three Months Ended June 30, 2025 vs 2024 For Q2 2025, Urban One reported net revenue of $91.6 million, a 22.2% decrease, with operating loss widening to $120.7 million and net loss to $77.9 million, primarily due to increased impairment charges Consolidated Statements of Operations (Three Months Ended June 30) | Metric | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :------------------------------------ | :------------------ | :------------------ | :--------- | :--------- | | Net Revenue | $91,631 | $117,744 | $(26,113) | (22.2)% | | Total Operating Expenses | $212,315 | $178,165 | $34,150 | 19.2% | | Operating Loss | $(120,684) | $(60,421) | $(60,263) | 99.7% | | Impairment of goodwill and intangible assets | $130,078 | $80,758 | $49,320 | 61.1% | | Net Loss Attributable to Common Stockholders | $(77,902) | $(45,431) | $(32,471) | 71.5% | - The significant increase in operating loss was largely driven by a 61.1% increase in impairment of goodwill and intangible assets3 Six Months Ended June 30, 2025 vs 2024 For the first six months of 2025, net revenue decreased 17.2% to $183.9 million, with operating loss substantially higher at $118.6 million and net loss widening to $89.6 million, primarily due to increased impairment charges Consolidated Statements of Operations (Six Months Ended June 30) | Metric | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :------------------------------------ | :------------------ | :------------------ | :--------- | :--------- | | Net Revenue | $183,866 | $222,154 | $(38,288) | (17.2)% | | Total Operating Expenses | $302,452 | $269,687 | $32,765 | 12.2% | | Operating Loss | $(118,586) | $(47,533) | $(71,053) | 149.5% | | Impairment of goodwill and intangible assets | $136,521 | $80,758 | $55,763 | 69.1% | | Net Loss Attributable to Common Stockholders | $(89,644) | $(37,938) | $(51,706) | 136.3% | - The increase in operating loss was primarily due to a 69.1% increase in impairment of goodwill and intangible assets3 Segment Reporting This section details Urban One's segment performance, including reclassifications, net revenue, operating expenses, and Adjusted EBITDA, highlighting declines across most segments and the impact of impairment charges Segment Reclassification and Presentation Changes Effective January 1, 2025, Urban One reclassified its CTV offering to the Cable Television segment and recast prior period segment expenses to align with the Chief Operating Decision Maker's (CODM) performance evaluation presentation - Effective January 1, 2025, the CTV offering was transferred from the Digital segment to the Cable Television segment to align with operations4 - Prior period segment information for Sales and marketing and General and administrative expenses was reclassified to conform to the current presentation used by the CODM4 Net Revenue by Segment All segments experienced revenue declines in both the three and six months ended June 30, 2025, with Reach Media showing the most significant percentage decrease due to the timing of the Fantastic Voyage cruise Three Months Ended June 30, 2025 vs 2024 For Q2 2025, all segments reported decreased net revenue, with Reach Media experiencing the largest decline of 71.9% due to the Fantastic Voyage cruise timing - For Q2 2025, all segments reported decreased net revenue, with Reach Media experiencing the largest decline of 71.9% due to the Fantastic Voyage cruise timing512 Net Revenue by Segment (Three Months Ended June 30) | Segment | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :----------------- | :------------------ | :------------------ | :--------- | :--------- | | Radio Broadcasting | $36,693 | $41,999 | $(5,306) | (12.6)% | | Reach Media | $5,315 | $18,929 | $(13,614) | (71.9)% | | Digital | $10,254 | $14,072 | $(3,818) | (27.1)% | | Cable Television | $40,070 | $43,312 | $(3,242) | (7.5)% | - Radio Broadcasting revenue decreased primarily due to weaker overall market demand from national advertisers and lower event revenues12 - Digital revenue decreased primarily due to lower national digital sales and direct revenue streams12 - Cable Television revenue decreased primarily due to subscriber churn12 Six Months Ended June 30, 2025 vs 2024 For the first half of 2025, all segments continued to show revenue declines, with Reach Media again having the largest percentage drop of 59.2%, influenced by the Fantastic Voyage timing - For the first half of 2025, all segments continued to show revenue declines, with Reach Media again having the largest percentage drop of 59.2%, influenced by the Fantastic Voyage timing612 Net Revenue by Segment (Six Months Ended June 30) | Segment | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :----------------- | :------------------ | :------------------ | :--------- | :--------- | | Radio Broadcasting | $69,303 | $78,350 | $(9,047) | (11.5)% | | Reach Media | $11,168 | $27,401 | $(16,233) | (59.2)% | | Digital | $20,466 | $26,260 | $(5,794) | (22.1)% | | Cable Television | $84,263 | $91,317 | $(7,054) | (7.7)% | Operating Expenses by Segment Total consolidated operating expenses increased in both periods, primarily driven by higher impairment charges, though most segments saw decreased programming, technical, selling, general, and administrative expenses when excluding impairment Three Months Ended June 30, 2025 vs 2024 Consolidated total operating expenses increased by 19.2% to $212.3 million, largely due to a significant rise in impairment of goodwill and intangible assets - Consolidated total operating expenses increased by 19.2% to $212.3 million, largely due to a significant rise in impairment of goodwill and intangible assets35 Consolidated Total Operating Expenses (Three Months Ended June 30) | Metric | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :------------------------------------ | :------------------ | :------------------ | :--------- | :--------- | | Consolidated Total Operating Expenses | $212,315 | $178,165 | $34,150 | 19.2% | | Impairment of goodwill and intangible assets | $130,078 | $80,758 | $49,320 | 61.1% | - Operating expenses, excluding depreciation and amortization, stock-based compensation, and impairment, decreased by approximately $15.2 million (16.3%) due to lower expenses across most segments and reduced third-party professional fees14 Six Months Ended June 30, 2025 vs 2024 Consolidated total operating expenses for the first six months increased by 12.2% to $302.5 million, primarily due to a 69.1% increase in impairment charges - Consolidated total operating expenses for the first six months increased by 12.2% to $302.5 million, primarily due to a 69.1% increase in impairment charges36 Consolidated Total Operating Expenses (Six Months Ended June 30) | Metric | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :------------------------------------ | :------------------ | :------------------ | :--------- | :--------- | | Consolidated Total Operating Expenses | $302,452 | $269,687 | $32,765 | 12.2% | | Impairment of goodwill and intangible assets | $136,521 | $80,758 | $55,763 | 69.1% | Adjusted EBITDA by Segment Consolidated Adjusted EBITDA significantly decreased in both periods, with Reach Media and Digital segments reporting negative Adjusted EBITDA in 2025, highlighting their underperformance, while Cable Television remained the largest contributor despite a decline Three Months Ended June 30, 2025 vs 2024 Consolidated Adjusted EBITDA decreased by 51.7% to $14.0 million in Q2 2025, with Reach Media and Digital segments reporting negative Adjusted EBITDA - Consolidated Adjusted EBITDA decreased by 51.7% to $14.0 million; Reach Media and Digital segments reported negative Adjusted EBITDA523 Adjusted EBITDA by Segment (Three Months Ended June 30) | Segment | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :----------------- | :------------------ | :------------------ | :--------- | :--------- | | Consolidated | $13,960 | $28,922 | $(14,962) | (51.7)% | | Radio Broadcasting | $6,938 | $9,495 | $(2,557) | (26.9)% | | Reach Media | $(1,651) | $3,457 | $(5,108) | (147.7)% | | Digital | $(146) | $2,714 | $(2,860) | (105.4)% | | Cable Television | $18,056 | $16,022 | $2,034 | 12.7% | - Cable Television was the only segment to show an increase in Adjusted EBITDA5 Six Months Ended June 30, 2025 vs 2024 Consolidated Adjusted EBITDA for the first half of 2025 decreased by 47.6% to $26.8 million, with Reach Media and Digital segments remaining negative - Consolidated Adjusted EBITDA for the first half of 2025 decreased by 47.6% to $26.8 million; Reach Media and Digital segments remained negative625 Adjusted EBITDA by Segment (Six Months Ended June 30) | Segment | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :----------------- | :------------------ | :------------------ | :--------- | :--------- | | Consolidated | $26,817 | $51,179 | $(24,362) | (47.6)% | | Radio Broadcasting | $9,786 | $15,129 | $(5,343) | (35.3)% | | Reach Media | $(2,202) | $5,287 | $(7,489) | (141.6)% | | Digital | $(88) | $5,061 | $(5,149) | (101.7)% | | Cable Television | $36,648 | $35,323 | $1,325 | 3.7% | Detailed Financial Performance Analysis This section provides a detailed analysis of Urban One's financial performance, examining net revenue by source, operating expenses, impairment charges, and other key financial metrics Net Revenue by Source All revenue sources experienced declines in both the three and six months ended June 30, 2025, with Event revenues & other showing the most significant percentage drop due to the Fantastic Voyage cruise timing, alongside a sharp decrease in political advertising Three Months Ended June 30, 2025 vs 2024 For Q2 2025, Event revenues & other plummeted by 81.2%, and Political advertising decreased by 88.2%, with all other revenue streams also experiencing declines - For Q2 2025, Event revenues & other plummeted by 81.2%, and Political advertising decreased by 88.2%; all other revenue streams also saw declines13 Net Revenue by Source (Three Months Ended June 30) | Revenue Source | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------ | :------------------ | :--------- | :--------- | | Radio advertising | $38,627 | $45,421 | $(6,794) | (15.0)% | | Political advertising | $254 | $2,152 | $(1,898) | (88.2)% | | Digital advertising | $10,241 | $13,714 | $(3,473) | (25.3)% | | Cable Television advertising | $22,977 | $23,985 | $(1,008) | (4.2)% | | Cable Television affiliate fees | $17,061 | $19,315 | $(2,254) | (11.7)% | | Event revenues & other | $2,471 | $13,157 | $(10,686) | (81.2)% | | Total Net Revenue | $91,631 | $117,744 | $(26,113) | (22.2)% | Six Months Ended June 30, 2025 vs 2024 For the first half of 2025, Event revenues & other decreased by 73.2%, and Political advertising by 88.1%, contributing to an overall 17.2% decrease in net revenue - For the first half of 2025, Event revenues & other decreased by 73.2%, and Political advertising by 88.1%; all other revenue streams also experienced declines, contributing to the overall 17.2% decrease in net revenue13 Net Revenue by Source (Six Months Ended June 30) | Revenue Source | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------ | :------------------ | :--------- | :--------- | | Radio advertising | $74,844 | $86,761 | $(11,917) | (13.7)% | | Political advertising | $404 | $3,388 | $(2,984) | (88.1)% | | Digital advertising | $20,452 | $25,881 | $(5,429) | (21.0)% | | Cable Television advertising | $48,402 | $51,129 | $(2,727) | (5.3)% | | Cable Television affiliate fees | $35,778 | $40,103 | $(4,325) | (10.8)% | | Event revenues & other | $3,986 | $14,892 | $(10,906) | (73.2)% | | Total Net Revenue | $183,866 | $222,154 | $(38,288) | (17.2)% | Operating Expenses (Excluding Non-Cash Items) Operating expenses, excluding depreciation, amortization, stock-based compensation, and impairment, decreased by approximately $15.2 million (16.3%) for Q2 2025, primarily due to lower expenses across most segments and reduced third-party professional fees Operating Expenses (Excluding Non-Cash Items) | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | Change ($) | Change (%) | | :------------------------------------------------------------------------------------------------ | :------------------- | :------------------- | :--------- | :--------- | | Operating expenses (excluding D&A, stock-based comp, and impairment) | $78,100 | $93,300 | $(15,200) | (16.3)% | - The decrease was primarily due to lower expenses across most segments and lower third-party professional fees14 Impairment of Goodwill and Intangible Assets Impairment losses significantly increased to $130.1 million in Q2 2025, primarily driven by a $121.3 million impairment of radio broadcasting licenses within the Radio Broadcasting segment due to declining market revenues and operating profit margins, leading to a change in their useful life to finite-lived assets Impairment of Goodwill and Intangible Assets | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | Change ($) | Change (%) | | :------------------------------------ | :------------------- | :------------------- | :--------- | :--------- | | Impairment of goodwill and intangible assets | $130,078 | $80,758 | $49,320 | 61.1% | - The Q2 2025 impairment loss was driven by approximately $121.3 million of impairment of radio broadcasting licenses within the Radio Broadcasting segment, $4.9 million within the Digital reporting unit, and $3.9 million in the Radio Broadcasting reporting units15 - Primary factors leading to impairment were a continued decline of projected gross market revenues and a decline in operating profit margin, along with ongoing declines in national and local radio listenership15 - Effective June 1, 2025, the Company prospectively changed the useful life of radio broadcasting licenses from indefinite-lived to finite-lived intangible assets, recording amortization expense of $1.3 million for Q2 202515 Depreciation and Amortization Depreciation and amortization expense increased by $0.5 million (17.7%) to $3.5 million in Q2 2025, primarily due to TV One Trade Name amortization and new radio broadcasting license amortization, partially offset by lower depreciation on leasehold improvements Depreciation and Amortization Expense | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------- | :------------------- | :--------- | :--------- | | Depreciation and amortization | $3,523 | $2,993 | $530 | 17.7% | - The increase was due to TV One Trade Name amortization and radio broadcasting license amortization, offset by additional depreciation on leasehold improvements during Q2 202416 Interest and Investment Income Interest and investment income decreased by $1.2 million (65.3%) to $0.6 million in Q2 2025, driven by lower cash and cash equivalents balances compared to the prior year Interest and Investment Income | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------- | :------------------- | :--------- | :--------- | | Interest and investment income | $616 | $1,777 | $(1,161) | (65.3)% | - The decrease was driven by lower cash and cash equivalents balances during Q2 202517 Interest Expense and Debt Retirement Interest expense decreased by $2.7 million (21.8%) to $9.7 million in Q2 2025, as the company repurchased $64.0 million of its 2028 Notes at approximately 51.8% of par, resulting in a significant net gain on retirement of debt of $30.3 million Interest Expense and Gain on Retirement of Debt | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------- | :------------------- | :--------- | :--------- | | Interest expense | $9,704 | $12,404 | $(2,700) | (21.8)% | | Gain on retirement of debt | $30,297 | $7,425 | $22,872 | 308.0% | - During Q2 2025, the Company repurchased approximately $64.0 million of its 2028 Notes at a weighted average price of approximately 51.8% of par18 Benefit from Income Taxes For Q2 2025, the company recorded a benefit from income taxes of $21.4 million on a pre-tax loss of $99.4 million, resulting in an effective tax rate of 21.5%, which included $6.4 million of discrete tax expense related to the change in accounting estimate for radio broadcasting licenses Benefit from Income Taxes | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | | :-------------------------- | :------------------- | :------------------- | | Benefit from income taxes | $21,382 | $18,512 | | Pre-tax loss | $(99,351) | $(63,609) | | Annual effective tax rate | 21.5% | 29.1% | - The Q2 2025 effective tax rate includes $6.4 million of discrete tax expense related to the change of accounting estimate for radio broadcasting licenses19 Capital Expenditures Capital expenditures for Q2 2025 were $1.2 million, representing a decrease of $1.0 million (45.5%) from $2.2 million in Q2 2024 Capital Expenditures | Metric | Q2 2025 (in thousands) | Q2 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------- | :------------------- | :--------- | :--------- | | Capital expenditures | $1,200 | $2,200 | $(1,000) | (45.5)% | Share Repurchases In Q2 2025, Urban One repurchased 226,041 shares of Class A Common Stock for $0.4 million and 200,549 shares of Class D Common Stock for $0.1 million, indicating decreased repurchase activity compared to Q2 2024 Share Repurchases (Three Months Ended June 30) | Share Class | Q2 2025 Shares | Q2 2025 Amount (in thousands) | Q2 2025 Avg Price | Q2 2024 Shares | Q2 2024 Amount (in thousands) | Q2 2024 Avg Price | | :---------------- | :------------- | :---------------------------- | :---------------- | :------------- | :---------------------------- | :---------------- | | Class A Common Stock | 226,041 | $400 | $1.63 | 449,277 | $900 | $2.06 | | Class D Common Stock | 200,549 | $100 | $0.59 | 113,283 | $200 | $1.57 | Per Share Data and Non-GAAP Reconciliations This section presents per share data and reconciliations of non-GAAP financial measures, including Broadcast and Digital Operating Income and Adjusted EBITDA, highlighting significant declines in profitability metrics Per Share Data (Basic and Diluted) Net loss attributable to common stockholders per share (basic and diluted) increased significantly to $(1.74) for Q2 2025 and to $(2.00) for the six months ended June 30, 2025, reflecting a substantial widening of losses Net Loss Attributable to Common Stockholders Per Share (Basic and Diluted) | Period | 2025 | 2024 | Change | | :-------------------------- | :----- | :----- | :----- | | Three Months Ended June 30 | $(1.74) | $(0.94) | $(0.80) | | Six Months Ended June 30 | $(2.00) | $(0.78) | $(1.22) | - Weighted-average shares outstanding (basic) decreased from 48,483,639 in Q2 2024 to 44,738,306 in Q2 20257 Broadcast and Digital Operating Income Reconciliation Broadcast and digital operating income decreased by 25.0% to $25.7 million in Q2 2025 and by 26.5% to $48.7 million for the six months ended June 30, 2025, primarily due to overall net revenue decline and increased impairment charges Broadcast and Digital Operating Income | Period | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------ | :------------------ | :--------- | :--------- | | Three Months Ended June 30 | $25,664 | $34,196 | $(8,532) | (25.0)% | | Six Months Ended June 30 | $48,680 | $66,210 | $(17,530) | (26.5)% | - Broadcast and digital operating income is a non-GAAP measure used by management to evaluate the operating performance of core operating segments, excluding expenses associated with fixed assets, goodwill and intangible assets, income taxes, investments, impairment charges, debt financings and retirements, corporate overhead, and stock-based compensation30 Adjusted EBITDA Reconciliation Adjusted EBITDA decreased by 51.7% to $14.0 million in Q2 2025 and by 47.6% to $26.8 million for the six months ended June 30, 2025, reflecting challenging market conditions and revenue declines across most segments Adjusted EBITDA | Period | 2025 (in thousands) | 2024 (in thousands) | Change ($) | Change (%) | | :-------------------------- | :------------------ | :------------------ | :--------- | :--------- | | Three Months Ended June 30 | $13,960 | $28,922 | $(14,962) | (51.7)% | | Six Months Ended June 30 | $26,817 | $51,179 | $(24,362) | (47.6)% | - Adjusted EBITDA is a non-GAAP measure used by management to evaluate operating performance, excluding items such as depreciation and amortization, income taxes, interest expense, and impairment of intangible assets30 - In 2024, an immaterial change was made to the definition of Adjusted EBITDA by adding back the loss from ceased non-core operations, with all historical periods recast to reflect this change9 Balance Sheet and Leverage This section provides an overview of Urban One's balance sheet and leverage position, highlighting decreases in cash, total assets, and equity, alongside a reduction in total debt Selected Consolidated Balance Sheet Data As of June 30, 2025, cash and cash equivalents decreased by 37.3%, total assets declined by 22.8% primarily due to reduced intangible assets, and total stockholders' equity saw a substantial 51.9% reduction, alongside decreases in total debt and liabilities Selected Consolidated Balance Sheet Data (as of June 30, 2025 vs Dec 31, 2024) | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change ($) | Change (%) | | :------------------------------------ | :----------------------------- | :----------------------------- | :--------- | :--------- | | Cash and cash equivalents and restricted cash | $86,217 | $137,574 | $(51,357) | (37.3)% | | Intangible assets, net | $345,524 | $490,024 | $(144,500) | (29.5)% | | Total assets | $729,227 | $944,790 | $(215,563) | (22.8)% | | Total debt | $488,396 | $579,069 | $(90,673) | (15.7)% | | Total liabilities | $644,468 | $765,857 | $(121,389) | (15.9)% | | Total stockholders' equity | $82,182 | $170,945 | $(88,763) | (51.9)% | - Intangible assets, net, include Goodwill, Radio Broadcasting Licenses, net, Other Intangible Assets, net, and Launch Assets10 Selected Leverage Data As of June 30, 2025, the company's total debt primarily consisted of $488.4 million in 7.375% senior secured notes due February 2028 Selected Leverage Data (as of June 30, 2025) | Debt Instrument | Amount (in thousands) | Applicable Interest Rate | | :------------------------------------------------------------------------------------------------ | :-------------------- | :----------------------- | | 7.375% senior secured notes due February 2028, net of issuance costs of approximately $3.9 million | $488,396 | 7.375% | Corporate Information and Disclosures This section provides essential corporate information, including cautionary notes on forward-looking statements, a company overview, definitions of non-GAAP financial measures, and conference call details Cautionary Note Regarding Forward-Looking Statements This section advises that the press release contains forward-looking statements based on management's current expectations, which involve known and unknown risks and uncertainties that could cause actual results to differ materially, and refers readers to Urban One's SEC filings for important factors - The press release includes forward-looking statements based on management's current expectations11 - These statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially11 - Readers are referred to Urban One's reports on Forms 10-K, 10-Q, 8-K and other SEC filings for important factors11 - Urban One does not undertake any duty to update any forward-looking statements11 Company Overview Urban One, Inc. is the largest diversified media company primarily targeting Black Americans and urban consumers in the U.S., with assets including TV One, 74 broadcast stations, syndicated programming via Reach Media, and digital platforms like iOne Digital - Urban One, Inc. is the largest diversified media company primarily targeting Black Americans and urban consumers in the United States29 - The Company owns TV One, LLC, a television network serving over 35 million households29 - As of June 30, 2025, the Company owned and/or operated 74 independently formatted, revenue producing broadcast stations in 13 of the most populous African-American markets29 - Through its controlling interest in Reach Media, Inc., the Company operates syndicated programming including the Rickey Smiley Morning Show and the DL Hughley Show29 - Urban One owns iOne Digital, a wholly owned digital platform serving the African American community through social content, news, information, and entertainment websites, including Cassius, Bossip, HipHopWired, and MadameNoire29 Non-GAAP Financial Measures Definitions This section defines and explains the non-GAAP financial measures "Broadcast and digital operating income" and "Adjusted EBITDA," clarifying their use by management to evaluate core operating performance while excluding certain non-operating, non-cash, or corporate overhead items - Broadcast and digital operating income is a non-GAAP measure used by management to evaluate the operating performance of core operating segments, excluding items such as depreciation and amortization, income taxes, interest expense, and impairment of intangible assets30 - Adjusted EBITDA is a non-GAAP measure that consists of net (loss) income plus depreciation and amortization, income taxes, interest expense, impairment of intangible assets, stock-based compensation, gain/loss on retirement of debt, corporate development costs, severance-related costs, investment income, loss from unconsolidated joint venture, loss from ceased non-core business initiatives, less other income, net and interest and investment income30 - Both Broadcast and digital operating income and Adjusted EBITDA do not represent operating income or cash flow from operating activities as defined under GAAP and should not be considered as alternatives to those measurements30 Conference Call Information Urban One, Inc. scheduled a conference call for August 13, 2025, at 10:00 a.m. EDT to discuss its Q2 2025 results, with replay information and web access details provided - A conference call to discuss Q2 2025 results was scheduled for Wednesday, August 13, 2025, at 10:00 a.m. EDT27 - U.S. callers could dial toll-free (+1) 888-596-4144; international callers could dial direct (+1) 646-968-2525, with Access Code 366028227 - A replay of the conference call was available from August 13, 2025, until August 20, 2025, via phone and on Urban One's corporate website at **www.urban1.com**[28](index=28&type=chunk)