UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2017
[   ]☒
TRANSITIONQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2021
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM _________ TO __________
Commission File Number
000-53354001-38987
IHEARTMEDIA, INC.
(Exact name of registrant as specified in its charter)
Delaware26-0241222
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer Identification No.)
20880 Stone Oak Parkway
San Antonio, Texas
78258
San Antonio,Texas78258
(Address of principal executive offices)(Zip Code)
(210) 822-2828
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d)Title of the Securities Exchange Acteach classTrading Symbol(s)Name of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes [X] No [   ]each exchange on which registered
Class A Common StockIHRTThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes [X] No [  ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer [   ]   Accelerated filer [   ]   Non-accelerated filer [X]  Smaller reporting company [   ] Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No [X]
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
ClassOutstanding at November 6, 20171, 2021
~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~
Class A Common Stock, $.001 par value32,079,841120,189,029 
(1)
Class B Common Stock, $.001 par value555,55621,622,510 
Class C Common Stock, $.001 par value58,967,502
Class D Common Stock, $.001 par value—
(1)    Outstanding Class A common stock includes 111,291 shares owned by a subsidiary

IHEARTMEDIA, INC.
INDEX
Page No.


IHEARTMEDIA, INC.
INDEX
Page No.
Part I – Financial Information
Item 1.
1
1
2

3
37
48
Item 2.
1827
Item 3.
3845
Item 4.
3845
Part II – Other Information
Item 1.
3946
Item 1A.
3947
Item 2.
4148
Item 3.
4148
Item 4.
4248
Item 5.
4248
Item 6.
4249
4350




PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
IHEARTMEDIA, INC.AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)September 30,
2021		December 31,
2020
(Unaudited)
CURRENT ASSETS
Cash and cash equivalents$369,094 $720,662 
Accounts receivable, net of allowance of $29,881 in 2021 and $38,777 in 2020857,970 801,380 
Prepaid expenses98,204 79,508 
Other current assets30,748 17,426 
Total Current Assets1,356,016 1,618,976 
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment, net769,769 811,702 
INTANGIBLE ASSETS AND GOODWILL
Indefinite-lived intangibles - licenses1,778,045 1,770,345 
Other intangibles, net1,729,365 1,924,492 
Goodwill2,313,824 2,145,935 
OTHER ASSETS
Operating lease right-of-use assets747,707 825,887 
Other assets115,888 105,624 
Total Assets$8,810,614 $9,202,961 
CURRENT LIABILITIES  
Accounts payable$190,125 $149,333 
Current operating lease liabilities96,830 76,503 
Accrued expenses298,679 265,651 
Accrued interest69,820 68,054 
Deferred revenue126,108 123,488 
Current portion of long-term debt725 34,775 
Total Current Liabilities782,287 717,804 
Long-term debt5,736,650 5,982,155 
Series A Mandatorily Redeemable Preferred Stock, par value $0.001, authorized 60,000 shares, 60,000 shares issued in 2021 and 202060,000 60,000 
Noncurrent operating lease liabilities721,126 764,491 
Deferred income taxes633,805 556,477 
Other long-term liabilities78,725 71,217 
Commitments and contingent liabilities (Note 6)00
STOCKHOLDERS’ EQUITY
Noncontrolling interest8,274 8,350 
Preferred stock, par value $.001 per share, 100,000,000 shares authorized, no shares issued and outstanding— — 
Class A Common Stock, par value $.001 per share, authorized 1,000,000,000 shares, issued 119,669,831 and 64,726,864 shares in 2021 and 2020, respectively119 65 
Class B Common Stock, par value $.001 per share, authorized 1,000,000,000 shares, issued 22,505,661 and 6,886,925 shares in 2021 and 2020, respectively23 7 
Special Warrants, 5,304,430 and 74,835,899 issued and outstanding in 2021 and 2020, respectively— — 
Additional paid-in capital2,870,394 2,849,020 
Accumulated deficit(2,074,449)(1,803,620)
Accumulated other comprehensive income (loss)(193)194 
Cost of shares (383,847 in 2021 and 254,066 in 2020) held in treasury(6,147)(3,199)
Total Stockholders' Equity798,021 1,050,817 
Total Liabilities and Stockholders' Equity$8,810,614 $9,202,961 
(In thousands, except share data)September 30,
2017		 December 31,
2016
 (Unaudited)  
CURRENT ASSETS   
Cash and cash equivalents$286,370
 $845,030
Accounts receivable, net of allowance of $40,510 in 2017 and $33,882 in 20161,433,019
 1,364,404
Prepaid expenses230,209
 184,586
Assets held for sale—
 55,602
Other current assets77,876
 55,065
Total Current Assets2,027,474
 2,504,687
PROPERTY, PLANT AND EQUIPMENT   
Structures, net1,152,066
 1,196,676
Other property, plant and equipment, net735,997
 751,486
INTANGIBLE ASSETS AND GOODWILL   
Indefinite-lived intangibles - licenses2,408,184
 2,413,899
Indefinite-lived intangibles - permits977,152
 960,966
Other intangibles, net596,287
 740,508
Goodwill4,083,589
 4,066,575
OTHER ASSETS   
Other assets276,511
 227,450
Total Assets$12,257,260
 $12,862,247
CURRENT LIABILITIES 
  
Accounts payable$157,217
 $142,600
Accrued expenses718,458
 724,793
Accrued interest149,533
 264,170
Deferred income215,410
 200,103
Current portion of long-term debt619,003
 342,908
Total Current Liabilities1,859,621
 1,674,574
Long-term debt19,995,897
 20,022,080
Deferred income taxes1,460,882
 1,457,095
Other long-term liabilities618,575
 593,973
Commitments and contingent liabilities (Note 4)

 

STOCKHOLDERS’ DEFICIT   
Noncontrolling interest114,133
 135,778
Class A Common Stock, par value $.001 per share, authorized 400,000,000 shares, issued 32,680,481 and 31,502,448 shares in 2017 and 2016, respectively32
 31
Class B Common Stock, par value $.001 per share, authorized 150,000,000 shares, issued 555,556 shares in 2017 and 20161
 1
Class C Common Stock, par value $.001 per share, authorized 100,000,000 shares, issued 58,967,502 shares in 2017 and 201659
 59
Class D Common Stock, par value $.001 per share, authorized 200,000,000 shares, no shares issued in 2017 and 2016—
 —
Additional paid-in capital2,072,091
 2,070,603
Accumulated deficit(13,544,381) (12,733,952)
Accumulated other comprehensive loss(317,208) (355,876)
Cost of shares (581,707 in 2017 and 389,920 in 2016) held in treasury(2,442) (2,119)
Total Stockholders' Deficit(11,677,715) (10,885,475)
Total Liabilities and Stockholders' Deficit$12,257,260
 $12,862,247

See Notes to Consolidated Financial Statements

1


IHEARTMEDIA, INC.AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSSINCOME (LOSS)
(UNAUDITED)
(In thousands, except per share data)Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Revenue$928,051 $744,406 $2,496,321 $2,012,688 
Operating expenses:
Direct operating expenses (excludes depreciation and amortization)325,766 270,862 939,094 808,925 
Selling, general and administrative expenses (excludes depreciation and amortization)390,086 333,095 1,105,056 1,018,258 
Depreciation and amortization108,100 99,379 343,408 299,494 
Impairment charges11,647 — 49,391 1,733,235 
Other operating expense, net12,341 1,675 27,491 3,247 
Operating income (loss)80,111 39,395 31,881 (1,850,471)
Interest expense, net82,481 85,562 252,489 257,614 
Gain (loss) on investments, net(10,367)62 39,468 (8,613)
Equity in loss of nonconsolidated affiliates(1,056)(58)(1,115)(653)
Other expense, net(9,681)(1,177)(10,851)(10,295)
Loss before income taxes(23,474)(47,340)(193,106)(2,127,646)
Income tax benefit (expense)27,147 15,228 (77,237)209,481 
Net income (loss)3,673 (32,112)(270,343)(1,918,165)
Less amount attributable to noncontrolling interest493 — 486 — 
Net income (loss) attributable to the Company$3,180 $(32,112)$(270,829)$(1,918,165)
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments(131)267 (387)455 
Other comprehensive income (loss), net of tax(131)267 (387)455 
Comprehensive income (loss)3,049 (31,845)(271,216)(1,917,710)
Less amount attributable to noncontrolling interest— — — — 
Comprehensive income (loss) attributable to the Company$3,049 $(31,845)$(271,216)$(1,917,710)
Net income (loss) attributable to the Company per common share:
     Basic$0.02 $(0.22)$(1.85)$(13.15)
Weighted average common shares outstanding - Basic147,040 146,152 146,591 145,911 
     Diluted$0.02 $(0.22)$(1.85)$(13.15)
Weighted average common shares outstanding - Diluted150,397 146,152 146,591 145,911 
(In thousands, except per share data)Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Revenue$1,537,416
 $1,566,582
 $4,457,106
 $4,542,852
Operating expenses:       
Direct operating expenses (excludes depreciation and amortization)621,895
 591,740
 1,807,534
 1,771,590
Selling, general and administrative expenses (excludes depreciation and amortization)438,654
 421,700
 1,336,563
 1,281,849
Corporate expenses (excludes depreciation and amortization)77,967
 86,832
 233,487
 252,348
Depreciation and amortization149,749
 158,453
 443,650
 476,053
Impairment charges7,631
 8,000
 7,631
 8,000
Other operating income (expense), net(13,215) (505) 24,785
 219,768
Operating income228,305
 299,352
 653,026
 972,780
Interest expense470,250
 459,852
 1,388,747
 1,389,793
Loss on investments, net(2,173) (13,767) (2,433) (13,767)
Equity in earnings (loss) of nonconsolidated affiliates(2,238) 1,117
 (2,240) (926)
Gain on extinguishment of debt—
 157,556
 —
 157,556
Other income (expense), net2,223
 (7,323) (11,244) (47,054)
Loss before income taxes(244,133) (22,917) (751,638) (321,204)
Income tax expense(2,051) (5,613) (50,143) (42,243)
Consolidated net loss(246,184) (28,530) (801,781) (363,447)
Less amount attributable to noncontrolling interest1,993
 6,471
 8,648
 38,950
Net loss attributable to the Company$(248,177) $(35,001) $(810,429) $(402,397)
Other comprehensive income (loss), net of tax:       
Foreign currency translation adjustments13,010
 7,356
 44,665
 43,797
Unrealized holding loss on marketable securities(320) (290) (218) (635)
Reclassification adjustments6,207
 —
 4,563
 32,823
Other adjustments to comprehensive income (loss)—
 193
 —
 (3,551)
Other comprehensive income18,897
 7,259
 49,010
 72,434
Comprehensive loss(229,280) (27,742) (761,419) (329,963)
Less amount attributable to noncontrolling interest4,289
 1,235
 10,342
 6,365
Comprehensive loss attributable to the Company$(233,569) $(28,977) $(771,761) $(336,328)
Net loss attributable to the Company per common share:       
Basic$(2.92) $(0.41) $(9.55) $(4.76)
Weighted average common shares outstanding - Basic85,072
 84,650
 84,900
 84,510
Diluted$(2.92) $(0.41) $(9.55) $(4.76)
Weighted average common shares outstanding - Diluted85,072
 84,650
 84,900
 84,510

See Notes to Consolidated Financial Statements

2


IHEARTMEDIA, INC.AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
(In thousands, except share data)Controlling Interest
Common Shares(1)
Non-
controlling
Interest		Common
Stock		Additional
Paid-in
Capital		Accumulated DeficitAccumulated
Other
Comprehensive Loss		Treasury
Stock
Class A
Shares		Class B
Shares		Special WarrantsTotal
Balances at
June 30, 2021
118,261,575 23,636,512 5,365,128 $7,968 $142 $2,863,657 $(2,077,629)$(62)$(5,231)$788,845 
Net income493 — — 3,180 — — 3,673 
Vesting of restricted stock and other216,707 — (1)745 — — (916)(172)
Share-based compensation— — 5,993 — — — 5,993 
Conversion of Special Warrants to Class A and Class B Shares60,698 (60,698)— 1 (1)— — — — 
Conversion of Class B Shares to Class A Shares1,130,851 (1,130,851)— — — — — — — 
Other(187)— — — — — (187)
Other comprehensive loss— — — — (131)— (131)
Balances at
September 30, 2021
119,669,831 22,505,661 5,304,430 $8,274 $142 $2,870,394 $(2,074,449)$(193)$(6,147)$798,021 

(1) The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2021.
See Notes to Consolidated Financial Statements




















3

IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
(In thousands, except share data)Controlling Interest
Common Shares(1)
Non-
controlling
Interest		Common
Stock		Additional
Paid-in
Capital		Accumulated DeficitAccumulated
Other
Comprehensive
Loss		Treasury
Stock
Class A SharesClass B
Shares		Special WarrantsTotal
Balances at
June 30, 2020
61,432,341 6,900,195 78,038,412 $9,123 $68 $2,835,005 $(1,774,974)$(562)$(3,018)$1,065,642 
Net loss— — — (32,112)— — (32,112)
Vesting of restricted stock21,270 — — — — — (34)(34)
Share-based compensation— — 5,885 — — — 5,885 
Conversion of Special Warrants to Class A and Class B Shares1,986,278 704 (1,986,982)— 2 (2)— — — — 
Conversion of Class B Shares to Class A Shares7,263 (7,263)— — — — — — — 
Other comprehensive income— — — — 267 — 267 
Balances at
September 30, 2020
63,447,152 6,893,636 76,051,430 $9,123 $70 $2,840,888 $(1,807,086)$(295)$(3,052)$1,039,648 

(1) The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2020.
See Notes to Consolidated Financial Statements

4

IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
(In thousands, except share data)Controlling Interest
Common Shares(1)
Non-
controlling
Interest		Common
Stock		Additional
Paid-in
Capital		Accumulated
Deficit		Accumulated
Other
Comprehensive Income (Loss)		Treasury
Stock
Class A
Shares		Class B
Shares		Special WarrantsTotal
Balances at
December 31, 2020
64,726,864 6,886,925 74,835,899 $8,350 $72 $2,849,020 $(1,803,620)$194 $(3,199)$1,050,817 
Net income (loss)486 — — (270,829)— — (270,343)
Vesting of restricted stock and other1,027,252 — — 3,863 — — (2,948)915 
Share-based compensation— — 17,581 — — — 17,581 
Conversion of Special Warrants to Class A and Class B Shares47,197,139 22,337,312 (69,534,451)— 70 (70)— — — — 
Conversion of Class B Shares to Class A Shares6,718,576 (6,718,576)— — — — — — — 
Other2,982 (562)— — — — — (562)
Other comprehensive loss— — — — (387)— (387)
Balances at
September 30, 2021
119,669,831 22,505,661 5,304,430 $8,274 $142 $2,870,394 $(2,074,449)$(193)$(6,147)$798,021 

(1) The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2021 or 2020.

See Notes to Consolidated Financial Statements


















5

IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
(In thousands, except share data)Controlling Interest
Common Shares(1)
Non- controlling InterestCommon StockAdditional Paid-in CapitalRetained Earnings (Accumulated Deficit)Accumulated Other Comprehensive LossTreasury Stock
Class A SharesClass B SharesSpecial WarrantsTotal
Balances at
December 31, 2019
57,776,204 6,904,910 81,046,593 $9,123 $65 $2,826,533 $112,548 $(750)$(2,078)$2,945,441 
Net loss— — — (1,918,165)— — (1,918,165)
Vesting of restricted stock667,493 — — (23)— — (974)(997)
Share-based compensation— — 14,383 — — — 14,383 
Conversion of Special Warrants and Class B Shares to Class A Shares4,990,132 2,049 (4,992,181)— 5 (5)— — — — 
Conversion of Class B Shares to Class A Shares13,323 (13,323)— — — — — — — 
Other(2,982)— — — (1,469)— — (1,469)
Other comprehensive income— — — — 455 — 455 
Balances at
September 30, 2020
63,447,152 6,893,636 76,051,430 $9,123 $70 $2,840,888 $(1,807,086)$(295)$(3,052)$1,039,648 

(1) The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2019 or 2020.

See Notes to Consolidated Financial Statements
6

IHEARTMEDIA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(In thousands)Nine Months Ended September 30,
 2017 2016
Cash flows from operating activities:   
Consolidated net loss$(801,781) $(363,447)
Reconciling items:   
Impairment charges7,631
 8,000
Depreciation and amortization443,650
 476,053
Deferred taxes12,505
 (14,097)
Provision for doubtful accounts20,936
 20,042
Amortization of deferred financing charges and note discounts, net42,682
 51,806
Share-based compensation9,020
 10,350
Gain on disposal of operating and other assets(30,149) (227,765)
Loss on investments2,433
 13,767
Equity in loss of nonconsolidated affiliates2,240
 926
Gain on extinguishment of debt—
 (157,556)
Barter and trade income(32,953) (22,126)
Foreign exchange transaction (gain) loss(21,602) 46,533
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:   
(Increase) decrease in accounts receivable(60,984) 16,909
Increase in prepaid expenses and other current assets(41,306) (17,836)
Decrease in accrued expenses(37,819) (60,515)
Increase (decrease) in accounts payable9,419
 (39,660)
Decrease in accrued interest(78,087) (92,947)
Increase in deferred income3,847
 37,550
Changes in other operating assets and liabilities(8,399) 41,435
Net cash used for operating activities(558,717) (272,578)
Cash flows from investing activities:   
Purchases of other investments(29,498) (33,911)
Proceeds from sale of other investments5,059
 3,256
Purchases of property, plant and equipment(184,944) (201,038)
Proceeds from disposal of assets71,320
 604,044
Purchases of other operating assets(3,224) (3,464)
Change in other, net(3,693) (2,575)
Net cash provided by (used for) investing activities(144,980) 366,312
Cash flows from financing activities:   
Draws on credit facilities60,000
 —
Payments on credit facilities(25,909) (1,728)
Proceeds from long-term debt156,000
 800
Payments on long-term debt(5,385) (226,640)
Payments to purchase noncontrolling interests(953) —
Dividends and other payments to noncontrolling interests(41,083) (93,371)
Change in other, net(5,604) (1,644)
Net cash provided by (used for) financing activities137,066
 (322,583)
Effect of exchange rate changes on cash7,971
 (919)
Net decrease in cash and cash equivalents(558,660) (229,768)
Cash and cash equivalents at beginning of period845,030
 772,678
Cash and cash equivalents at end of period$286,370
 $542,910
SUPPLEMENTAL DISCLOSURES:   
Cash paid for interest$1,426,438
 $1,434,482
Cash paid for taxes31,668
 39,288
(In thousands)Nine Months Ended September 30,
20212020
Cash flows from operating activities:
Net loss$(270,343)$(1,918,165)
Reconciling items:
Impairment charges49,391 1,733,235 
Depreciation and amortization343,408 299,494 
Deferred taxes64,520 (214,615)
Provision for doubtful accounts2,919 23,593 
Amortization of deferred financing charges and note discounts, net4,508 3,000 
Share-based compensation17,581 14,383 
Loss on disposal of operating and other assets22,771 704 
(Gain) Loss on investments(39,468)8,613 
Equity in loss of nonconsolidated affiliates1,115 653 
Barter and trade income(9,418)(7,500)
Other reconciling items, net8,660 775 
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
(Increase) decrease in accounts receivable(37,776)224,044 
Increase in prepaid expenses and other current assets(33,486)(7,228)
Increase in other long-term assets(7,392)(165)
Increase (decrease) in accounts payable and accrued expenses74,534 (31,343)
Increase (decrease) in accrued interest1,766 (13,959)
Increase in deferred income2,500 1,919 
Increase in other long-term liabilities803 18,723 
Cash provided by operating activities196,593 136,161 
Cash flows from investing activities:
Business combinations(245,462)(12,656)
Proceeds from sale of other investments50,757 — 
Purchases of property, plant and equipment(101,335)(58,523)
Proceeds from disposal of assets36,330 1,742 
Change in other, net(188)(1,735)
Cash used for investing activities(259,898)(71,172)
Cash flows from financing activities:
Proceeds from long-term debt and credit facilities— 779,750 
Payments on long-term debt and credit facilities(288,484)(525,362)
Change in other, net366 (5,751)
Cash provided by (used for) financing activities(288,118)248,637 
Effect of exchange rate changes on cash, cash equivalents and restricted cash(244)(115)
Net increase (decrease) in cash, cash equivalents and restricted cash(351,667)313,511 
Cash, cash equivalents and restricted cash at beginning of period721,187 411,618 
Cash, cash equivalents and restricted cash at end of period$369,520 $725,129 
SUPPLEMENTAL DISCLOSURES:
Cash paid for interest$247,513 $270,963 
Cash paid for income taxes7,900 5,263 
See Notes to Consolidated Financial Statements

7



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

NOTE 1 – BASIS OFPRESENTATION
Preparation of Interim Financial Statements
All references in this Quarterly Report on Form 10-Q to the “Company,” “we,” “us” and “our” refer to iHeartMedia, Inc. and its consolidated subsidiaries. The Company’s reportable segments are iHeartMedia (“iHM”), Americas outdoor advertising (“Americas outdoor” or “Americas outdoor advertising”) and International outdoor advertising (“International outdoor” or “International outdoor advertising”).
The accompanying consolidated financial statements were prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, in the opinion of management, include all normal and recurring adjustments necessary to present fairly the results of the interim periods shown. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such SEC rules and regulations. Management believes that the disclosures made are adequate to make the information presented not misleading. Due to seasonality and other factors, the results for the interim periods may not be indicative of results for the full year. The financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s 2016 Annual Report on Form 10-K.10-K for the year ended December 31, 2020.
TheAs of January 1, 2021, the Company began reporting based on 3 reportable segments:
▪the iHeartMedia Multiplatform Group, which includes the Company's Broadcast radio, Networks and Sponsorships and Events businesses;
▪the iHeartMedia Digital Audio Group, which includes all of the Company's Digital businesses, including Podcasting; and
▪the Audio & Media Services Group, which includes Katz Media Group (“Katz Media”), a full-service media representation business, and RCS Sound Software ("RCS"), a provider of scheduling and broadcast software and services.
These reporting segments reflect how senior management operates the Company and align with certain leadership and organizational changes implemented in the first quarter 2021. This structure provides improved visibility into the underlying performances, results, and margin profiles of our distinct businesses and enables senior management to better monitor trends at the operational level and address opportunities or issues as they arise via regular review of segment-level results and forecasts with operational leaders.
Additionally, as of January 1, 2021, Segment Adjusted EBITDA is the segment profitability metric reported to the Company's Chief Operating Decision Maker for purposes of making decisions about allocation of resources to, and assessing performance of, each reportable segment. Segment Adjusted EBITDA is calculated as Revenue less operating expenses, excluding restructuring expenses and share-based compensation expenses. Restructuring expenses primarily include severance expenses incurred in connection with cost saving initiatives, as well as certain expenses, which, in the view of management, are outside the ordinary course of business or otherwise not representative of the Company's operations during a normal business cycle.
The corresponding current and prior period segment disclosures have been recast to reflect the current segment presentation. See Note 9, Segment Data.
The consolidated financial statements include the accounts of the Company and its subsidiaries. Also included in the consolidated financial statements are entities for which the Company has a controlling financial interest or is the primary beneficiary. Investments in companies in which the Company owns 20% to 50% of the voting common stock or otherwisedoes not control, but exercises significant influence over operating and financial policies of the company are accounted for under the equity method. All significant intercompany transactions are eliminated in the consolidation process. Certain prior-period amounts have
COVID-19
Our business has been reclassified to conform to the 2017 presentation.
Going Concern Considerations
During the second quarter of 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. This update provides U.S. GAAP guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and about related footnote disclosures.  The Company adopted this standard for the year ended December 31, 2016. Under this standard, the Company is required to evaluate whether there is substantial doubt about its ability to continue as a going concern each reporting period, including interim periods.
In evaluating the Company’s ability to continue as a going concern, management considered the conditions and events that could raise substantial doubt about the Company’s ability to continue as a going concern for 12 months following the date the Company’s financial statements were issued (November 8, 2017). Management considered the Company’s current financial condition and liquidity sources, including current funds available, forecasted future cash flows and the Company’s conditional and unconditional obligations due before November 8, 2018.
As of September 30, 2017, the Company had $286.4 million of cash and cash equivalents on its balance sheet, including $222.4 million of cash and cash equivalents heldadversely impacted by the novel coronavirus pandemic (“COVID-19”), its impact on the operating and economic environment and related, near-term advertiser spending decisions. The Company's subsidiary, Clear Channel Outdoor Holdings, Inc. ("CCOH"). As of September 30, 2017,revenue in the Company had $85.0 million of excess availability under iHeartCommunications' receivables-based credit facility, subject to limitations in iHeartCommunications' material financing agreements. A substantial amountlatter half of the Company's cash requirements are for debt service obligations. Althoughmonth ended March 31, 2020, through the Company has generated operating income in excessremainder of $1.0 billion in each of the years ended December 31, 20162020 and 2015, the Company incurred net lossesinto 2021 was significantly and had negative cash flows from operations for each of these yearsnegatively impacted as a result of significant cash interest payments arising froma decline in advertising spend driven by COVID-19, and the Company's substantial debt balance. Formanagement took proactive actions during 2020, which are continuing into 2021, to expand the nine months ended September 30, 2017, the Company usedCompany’s financial flexibility by reducing expenses and preserving cash of $558.7 million for operating activities, which included cash paid for interest of $1,426.4 million. The Company's current forecast indicates it will continue to incur net losses and generate negative cash flows from operating activities as a result of such impact. Although our results for the Company's indebtednessthird quarter of 2021 continued to be impacted by the effects of the COVID-19 pandemic, our revenue for both the three months ended June 30, 2021 and significant related interest expense. At September 30, 2017, the Company had debt maturities totaling $366.9 million, $308.5 million (net of $277.1 million due to certain of our subsidiaries) and $8,368.9 million in 2017, 2018 and 2019, respectively. In October 2017, iHeartCommunications exchanged $45.0 million principal amount of 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications for $45.0 million principal amount of 10.0% Senior Notes due 2018 that were held by unaffiliated third parties. After the exchanges, the Company's debt maturities in the next 12 months include, (i) $365.0 million outstanding under iHeartCommunications' receivables-based credit facility, which matures on December 24, 2017, (ii) $51.5 million of 10% Senior Notes due January 15, 2018, (iii) $175.0 million of 6.875% Senior Notes due June 15, 2018 and (iv) $24.8increased

8



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

significantly compared to the three months ended June 30, 2020 and September 30, 2020, including revenue from our Multiplatform segment, which includes our broadcast radio, networks and sponsorship and events businesses.
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (“CARES Act”) was signed into law. The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The provisions of the CARES Act resulted in an increase to allowable interest deductions of $179.4 million during 2020. In addition, the Company was able to defer the payment of contractual AHYDO catch-up payments to$29.3 million in certain employment taxes during 2020, half of which will be made on iHeartCommunications' 14% Senior Notes due 2021 on the interest payment due on August 1, 2018. The Company's forecast includes approximately $1.8 billion in cash interest payments in the next 12 months, of which $344.6 million is payable in the quarter ended December 31, 20172021 and $548.2 million is payable in the first quarter of 2018. In addition, in certain circumstances, a committee of the CCOH board of directors formed for the specific purpose of monitoring the Intercompany Note (the “CCOH Intercompany Note Committee”) has the non-exclusive authority to demand payments under the Intercompany Note, as long as the CCOH board of directors declares a simultaneous dividend equal to the amount so demanded.other half will be due on December 31, 2022. As of November 8, 2017, the CCOH Intercompany Note Committee has the right pursuant to the terms of the settlement of the derivative litigation filed by CCOH’s stockholders regarding the Intercompany Note but not the obligation, to make a demand on the Intercompany Note. If the CCOH Intercompany Note Committee exercises this right to demand a full repayment of the Intercompany Note and the CCOH board of directors declares a simultaneous dividend, based on the balance of the Intercompany Note outstanding at September 30, 2017, approximately $110.4 million would be payable to the public stockholders of CCOH. If the Company is unable to refinance the amounts outstanding under the receivables-based credit facility, the 10% Senior Notes due January 15, 2018, and/or the 6.875% Senior Notes due June 15, 2018 and take other steps to create additional liquidity, forecasted cash flows are not sufficient for the Company to meet its obligations, including upcoming interest payments and maturities on the Company's outstanding debt, as they become due in the ordinary course of business for a period of 12 months following November 8, 2017. As discussed below,2021, the Company has plansclaimed $12.4 million in refundable payroll tax credits related to reduce its principal and interest obligations and to create additional liquidity.the CARES Act provisions.
The Company is in advanced negotiations with potential lenders to refinance the amounts outstanding under iHeartCommunications' receivables-based credit facility and currently expects to refinance the amounts outstanding under that facility prior to its maturity. In addition, management is taking actions to maximize cash available to meet the Company’s obligations as they become due in the ordinary courseAs of business. In addition, as more fully described in Note 3,September 30, 2021, the Company launched notes exchange offershad approximately $369.1 million in cash and term loan offers in March 2017, which notes exchange offers and term loan offers remain open as of November 8, 2017. The Company has engaged in discussions with many of its lenders and noteholders regarding the terms of the global exchange offers and term loan offers, which have been revised since launch and remain subject to substantial further revision, but no agreement has been reached with respect to those discussions and the discussions remain ongoing. These actions are intended to mitigate those conditions which raise substantial doubt of the Company’s ability to continue as a going concern for a period within 12 months following November 8, 2017.
cash equivalents. While the Company continuesexpects COVID-19 to work toward completingcontinue to negatively impact the notes exchange offersresults of operations, cash flows and the term loan offers or other similar transactions, refinancing the amounts outstanding under the receivables-based credit facility and taking other actions to create additional liquidity, there is no assurance that the notes exchange offers and the term loan offers or other similar transactions, will be completed, that the amount outstanding under the receivables-based credit facility will be refinanced or thatfinancial position of the Company, willthe related financial impact cannot be ablereasonably estimated at this time. Based on current available liquidity, the Company expects to create additional liquidity. The Company’s abilitybe able to meet its obligations as they become due over the coming year.
Reclassifications and New Segment Presentation
Certain prior period amounts have been reclassified to conform to the 2021 presentation. In connection with the organization and leadership changes resulting in the realignment of its reportable segments as discussed above, the Company also determined that all selling, general and administrative expenses incurred by its reportable segments and by its corporate functions would be reported together as Selling, general and administrative expenses. Amounts presented in prior years as Corporate expenses have been reclassified as Selling, general and administrative expenses to conform to the current presentation.

Restricted Cash 
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the Consolidated Balance Sheets to the total of the amounts reported in the Consolidated Statements of Cash Flows:
(In thousands)September 30,
2021		December 31,
2020
Cash and cash equivalents$369,094 $720,662 
Restricted cash included in:
  Other current assets426 — 
  Other assets— 525 
Total cash, cash equivalents and restricted cash in the Statement of Cash Flows$369,520 $721,187 
Certain Relationships and Related Party Transactions
From time to time, certain companies in which the Company holds minority equity interests, purchase advertising in the ordinary course. None of these ordinary course of business for the next 12 months will depend on its ability to achieve forecasted results, its ability to conserve cash, its ability to refinance the amounts outstanding under iHeartCommunications' receivables-based credit facility, its ability to successfully complete the notes exchange offers and the term loan offers or other similar transactions and achieve sufficient cash interest savings therefrom and its ability to complete other liquidity-generating transactions. Basedhave a material impact on the uncertainty of achieving these actions andCompany.
New Accounting Pronouncements Recently Adopted
In March 2020, the significanceFASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the forecasted future negative cash flows resulting from the Company's substantial debt balance, including anticipated future cash interest payments (including interest due in the fourth quarter of 2017 and in 2018) and the maturitiesEffects of the $365.0 millionInterbank Offered Rate Transition on Financial Reporting to provide optional relief from applying generally accepted accounting principles to contracts, hedging relationships and other transactions affected by reference rate reform. In addition, in current borrowings under iHeartCommunications' receivables-based credit facilityJanuary 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848) – Scope, to clarify that maturescertain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. The guidance is effective upon issuance and generally can be applied through December 24, 2017,31, 2022. The Company is currently evaluating the $51.5 million aggregate principal amountfuture impact of 10% Senior Notes due January 15, 2018, the $175.0 million aggregate principal amountadoption of 6.875% Senior Notes due June 15, 2018 and the $24.8 million of contractual AHYDO catch-up payments to be made on iHeartCommunications' 14% Senior Notes due 2021 beginning with the interest payment due on August 1, 2018, management has determined that there is substantial doubt as to the Company’s ability to continue as a going concern for a period of 12 months following November 8, 2017.this standard.



9



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

NOTE 2 – REVENUE
New Accounting PronouncementsDisaggregation of Revenue
During the third quarter of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. This update provides a one-year deferral of the effective date for ASU No. 2014-09, Revenue from Contracts with Customers.  ASU No. 2014-09 provides guidanceThe following tables show revenue streams for the recognition, measurementthree and disclosure of revenue resulting from contracts with customersnine months ended September 30, 2021 and will supersede virtually all of the current revenue recognition guidance under U.S. GAAP.  The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented and the cumulative effect of applying the standard would be recognized at the earliest period shown, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company expects to utilize the full retrospective method. The Company has substantially completed its evaluation of the potential changes from adopting the new standard on its future financial reporting and disclosures, which included reviews of contractual terms for all of the Company’s significant revenue streams and the development of an implementation plan. The Company continues to execute on its implementation plan, including detailed policy drafting and training of segment personnel. Based on its evaluation, the Company does not expect material changes to its 2016 or 2017 consolidated revenues, operating income or balance sheets as a result of the implementation of this standard.2020:
During the first quarter of 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The new leasing standard presents significant changes to the balance sheets of lessees. Lessor accounting is updated to align with certain changes in the lessee model and the new revenue recognition standard which was issued in the third quarter of 2015. The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2018. The Company is currently evaluating the impact of the provisions of this new standard on its consolidated financial statements.
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupEliminationsConsolidated
Three Months Ended September 30, 2021
Revenue from contracts with customers:
  Broadcast Radio(1)
$483,456 $— $— $— $483,456 
  Networks(2)
127,920 — — — 127,920 
  Sponsorship and Events(3)
42,663 — — — 42,663 
  Digital, excluding Podcast(4)
— 141,573 — (1,475)140,098 
  Podcast(5)
— 64,196 — — 64,196 
  Audio & Media Services(6)
— — 66,078 (1,188)64,890 
  Other(7)
4,636 — — (112)4,524 
     Total658,675 205,769 66,078 (2,775)927,747 
Revenue from leases(8)
304 — — — 304 
Revenue, total$658,979 $205,769 $66,078 $(2,775)$928,051 
Three Months Ended September 30, 2020
Revenue from contracts with customers:
  Broadcast Radio(1)
$404,460 $— $— $— $404,460 
  Networks(2)
118,982 — — — 118,982 
  Sponsorship and Events(3)
28,898 — — — 28,898 
  Digital, excluding Podcast(4)
— 93,574 — — 93,574 
  Podcast(5)
— 22,626 — — 22,626 
  Audio & Media Services(6)
— — 75,039 (1,762)73,277 
  Other(7)
2,180 — — (168)2,012 
Total554,520 116,200 75,039 (1,930)743,829 
Revenue from leases(8)
577 — — — 577 
Revenue, total$555,097 $116,200 $75,039 $(1,930)$744,406 
During the first quarter of 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350). This update eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Entities will record an impairment charge based on the excess of a reporting unit's carrying amount over its fair value. The standard is effective for annual and any interim impairment tests performed for periods beginning after December 15, 2019. The Company is currently evaluating the impact of the provisions of this new standard on its consolidated financial statements.
During the second quarter of 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718). This update mandates that entities will apply the modification accounting guidance if the value, vesting conditions or classification of a stock-based award changes. Entities will have to make all of the disclosures about modifications that are required today, in addition to disclosing that compensation expense hasn't changed. Additionally, the new guidance also clarifies that a modification to an award could be significant and therefore require disclosure, even if the modification accounting is not required. The guidance will be applied prospectively to awards modified on or after the adoption date and is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. The Company is currently evaluating the impact of the provisions of this new standard on its consolidated financial statements.

10



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupEliminationsConsolidated
Nine Months Ended September 30, 2021
Revenue from contracts with customers:
  Broadcast Radio(1)
$1,293,134 $— $— $— $1,293,134 
  Networks(2)
366,592 — — — 366,592 
  Sponsorship and Events(3)
93,641 — — — 93,641 
  Digital, excluding Podcast(4)
— 405,276 — (4,547)400,729 
  Podcast(5)
— 155,976 — — 155,976 
  Audio & Media Services(6)
— — 182,390 (5,053)177,337 
  Other(7)
8,226 — — (447)7,779 
     Total1,761,593 561,252 182,390 (10,047)2,495,188 
Revenue from leases(8)
1,133 — — — 1,133 
Revenue, total$1,762,726 $561,252 $182,390 $(10,047)$2,496,321 
Nine Months Ended September 30, 2020
Revenue from contracts with customers:
  Broadcast Radio(1)
$1,110,155 $— $— $— $1,110,155 
  Networks(2)
349,889 — — — 349,889 
  Sponsorship and Events(3)
73,055 — — — 73,055 
  Digital, excluding Podcast(4)
— 242,479 — — 242,479 
  Podcast(5)
— 59,724 — — 59,724 
  Audio & Media Services(6)
— — 174,517 (5,352)169,165 
  Other(7)
7,284 — — (503)6,781 
Total1,540,383 302,203 174,517 (5,855)2,011,248 
Revenue from leases(8)
1,440 — — — 1,440 
Revenue, total$1,541,823 $302,203 $174,517 $(5,855)$2,012,688 

(1)Broadcast Radio revenue is generated through the sale of advertising time on the Company’s domestic radio stations.
(2)Networks revenue is generated through the sale of advertising on the Company’s Premiere and Total Traffic & Weather network programs and through the syndication of network programming to other media companies.
(3)Sponsorship and events revenue is generated through local events and major nationally-recognized tent pole events and include sponsorship and other advertising revenue, ticket sales, and licensing, as well as endorsement and appearance fees generated by on-air talent.
(4)Digital, excluding Podcast revenue is generated through the sale of streaming and display advertisements on digital platforms and through subscriptions to iHeartRadio streaming services.
(5)Podcast revenue is generated through the sale of advertising on the Company's podcast network.
(6)Audio & Media Services revenue is generated by services provided to broadcast industry participants through the Company’s Katz Media and RCS businesses. As a media representation firm, Katz Media generates revenue via commissions on media sold on behalf of the radio and television stations that it represents, while RCS generates revenue by providing broadcast and webcast software and technology and services to radio stations, television music channels, cable companies, satellite music networks and Internet stations worldwide.
(7)Other revenue represents fees earned for miscellaneous services, including on-site promotions, activations, and local marketing agreements.
(8)Revenue from leases is primarily generated by the lease of towers to other media companies, which are all categorized as operating leases.
11


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Trade and Barter
Trade and barter transactions represent the exchange of advertising spots for merchandise, services, advertising and promotion or other assets in the ordinary course of business. The transaction price for these contracts is measured at the estimated fair value of the non-cash consideration received unless this is not reasonably estimable, in which case the consideration is measured based on the standalone selling price of the advertising spots promised to the customer. Trade and barter revenues and expenses, which are included in consolidated revenue and selling, general and administrative expenses, respectively, were as follows:
Three Months Ended
September 30,		Nine Months Ended
September 30,
(In thousands)2021202020212020
  Trade and barter revenues$49,200 $41,430 $127,654 $113,861 
  Trade and barter expenses33,955 44,109 101,998 116,182 

The Company recognized barter revenue of $4.9 million and $2.3 million during the three months ended September 30, 2021 and 2020, respectively, and $9.4 million and $7.5 million during the nine months ended September 30, 2021 and 2020, respectively, in connection with investments made in companies in exchange for advertising services. The following tables show the Company’s deferred revenue balance from contracts with customers:
Three Months Ended
September 30,		Nine Months Ended
September 30,
(In thousands)2021202020212020
Deferred revenue from contracts with customers:
  Beginning balance(1)
$149,731 $178,030 $145,493 $162,068 
    Revenue recognized, included in beginning balance(52,406)(79,261)(84,375)(86,419)
    Additions, net of revenue recognized during period, and other56,799 73,352 93,006 96,472 
  Ending balance$154,124 $172,121 $154,124 $172,121 
(1) Deferred revenue from contracts with customers, which excludes other sources of deferred revenue that are not related to contracts with customers, is included within deferred revenue and other long-term liabilities on the Consolidated Balance Sheets, depending upon when revenue is expected to be recognized.

The Company’s contracts with customers generally have terms of one year or less; however, as of September 30, 2021, the Company expects to recognize $220.5 million of revenue in future periods for remaining performance obligations from current contracts with customers that have an original expected duration greater than one year, with substantially all of this amount to be recognized over the next five years. Commissions related to the Company’s media representation business have been excluded from this amount as they are contingent upon future sales.
12


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Revenue from Leases
As of September 30, 2021, the future lease payments to be received by the Company are as follows:
(In thousands)
2021$277 
2022910 
2023759 
2024579 
2025394 
Thereafter1,828 
  Total$4,747 

NOTE 23 – LEASES
The Company enters into operating lease contracts for land, buildings, structures and other equipment. Arrangements are evaluated at inception to determine whether such arrangements contain a lease. Operating leases primarily include land and building lease contracts and leases of radio towers. Arrangements to lease building space consist primarily of the rental of office space, but may also include leases of other equipment, including automobiles and copiers. Operating leases are reflected on the Company's balance sheet within Operating lease right-of-use assets ("ROU assets") and the related short-term and long-term liabilities are included within Current and Noncurrent operating lease liabilities, respectively.
The Company's finance leases are included within Property, plant and equipment with the related liabilities included within Long-term debt.
ROU assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the respective lease term. Lease expense is recognized on a straight-line basis over the lease term.
The Company tests for impairment of assets whenever events and circumstances indicate that such assets might be impaired. During the nine months ended September 30, 2021, the Company recognized non-cash impairment charges of $49.4 million, including $38.0 million related to ROU assets, and $11.4 million related to leasehold improvements as a result of proactive decisions by management to abandon and sublease a number of operating leases in connection with strategic actions to streamline the Company’s real estate footprint as part of the Company’s modernization initiatives.
The implicit rate within the Company's lease agreements is generally not determinable. As such, the Company uses the incremental borrowing rate ("IBR") to determine the present value of lease payments at the commencement of the lease. The IBR, as defined in ASC 842, is "the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment."
13


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The following table provides supplemental cash flow information related to leases for the periods presented:
Nine Months Ended September 30,
(In thousands)20212020
Cash paid for amounts included in measurement of operating lease liabilities$100,815 $99,634 
Lease liabilities arising from obtaining right-of-use assets(1)
35,317 41,982 

(1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the nine months ended September 30, 2021 and 2020, respectively.
The Company reflects changes in the lease liability and changes in the ROU asset on a net basis in the Statements of Cash Flows. The non-cash operating lease expense was $75.8 million and $78.2 million for the nine months ended September 30, 2021 and September 30, 2020, respectively.

NOTE 4– PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL
DispositionsAcquisitions
In January 2017, Americas outdoor sold its Indianapolis, Indiana market to Fairway Media Group, LLCOn March 31, 2021, the Company acquired Triton Digital, a global leader in exchangedigital audio and podcast technology and measurement services, from The E.W. Scripps Company for certain assets in Atlanta, Georgia with a fair value of $39.4 million, plus $43.1$228.5 million in cash, net of closing costs.cash. The assets acquired as part of thethis transaction consisted of $9.9$69.4 million in current and fixed assets, consisting primarily of accounts receivable and $29.5technology, and $191.5 million in intangible assets, (including $2.3consisting primarily of customer relationships, along with $168.2 million in goodwill)goodwill (of which $6.9 million is tax-deductible). The Company recognized a net gainalso assumed liabilities of $28.9$32.4 million, relatedconsisting primarily of accounts payable and deferred tax liabilities. The assessment of fair value of assets acquired and liabilities assumed is preliminary and is based on information that was available to management at the sale,time these consolidated financial statements were prepared. The finalization of the Company’s acquisition accounting assessment could result in changes in the valuation of assets acquired and liabilities assumed, which is included within Other operating income (expense), net.
During the third quarter of 2017, Americas outdoor sold its ownership interest in a joint venture in Canada. As a result, the Company recognized a net loss on sale of $12.1 million, including a $6.3 million cumulative translation adjustment, which is included within Other operating income (expense), net.could be material.
Property, Plant and Equipment
The Company’s property, plant and equipment consisted of the following classes of assets as of September 30, 20172021 and December 31, 2016,2020, respectively:
(In thousands)September 30,
2021		December 31,
2020
Land, buildings and improvements$337,696 $386,980 
Towers, transmitters and studio equipment174,461 169,788 
Computer equipment and software489,027 398,084 
Furniture and other equipment31,711 45,711 
Construction in progress64,769 25,073 
1,097,664 1,025,636 
Less: accumulated depreciation327,895 213,934 
Property, plant and equipment, net$769,769 $811,702 
(In thousands)September 30,
2017		 December 31,
2016
Land, buildings and improvements$578,054
 $570,566
Structures2,807,023
 2,684,673
Towers, transmitters and studio equipment356,222
 350,760
Furniture and other equipment689,227
 622,848
Construction in progress93,850
 91,655
 4,524,376
 4,320,502
Less: accumulated depreciation2,636,313
 2,372,340
Property, plant and equipment, net$1,888,063
 $1,948,162


Indefinite-lived Intangible Assets
The Company’s indefinite-lived intangible assets consist of Federal Communications Commission (“FCC”)FCC broadcast licenses in its iHM segment and billboard permits in its Americas outdoor advertising segment. Due to significant differences in both business practices and regulations, billboards in the International outdoor segment are subject to long-term, finite contracts unlike the Company’s permits in the United States and Canada.  Accordingly, there are no indefinite-lived intangible assets in the International outdoorMultiplatform Group segment.
Annual Impairment Test on Indefinite-lived Intangible Assets
14


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The Company performs its annual impairment test on goodwill and indefinite-lived intangible assets, including FCC licenses, as of July 1 of each year.
The impairment tests for indefinite-lived intangible assets consist of a comparison between the fair value of the indefinite-lived intangible asset at the market level with its carrying amount. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized equal to that excess. After an impairment loss is recognized, the adjusted carrying amount of the indefinite-lived asset is its new accounting basis. The fair value of the indefinite-lived asset is determined using the direct valuation method as prescribed in ASC 805-20-S99. Under the direct valuation method, the fair value of the indefinite-lived assets is calculated at the market level as prescribed by ASC 350-30-35. The Company engaged a third-party valuation firm to assist it in the development of the assumptions and the Company’s determination of the fair value of its indefinite-lived intangible assets.
The application of the direct valuation method attempts to isolate the income that is attributable to the indefinite-lived intangible asset alone (that is, apart from tangible and identified intangible assets and goodwill). It is based upon modeling a hypothetical “greenfield” build-up to a “normalized” enterprise that, by design, lacks inherent goodwill and whose only other assets have essentially been paid for (or added) as part of the build-up process. The Company forecasts revenue, expenses, and cash flows over a ten-year period for each of its markets in its application of the direct valuation method. The Company also calculates a


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

“normalized” “normalized” residual year which represents the perpetual cash flows of each market. The residual year cash flow was capitalized to arrive at the terminal value of the licenses in each market.
Under the direct valuation method, it is assumed that rather than acquiring indefinite-lived intangible assets as part of a going concern business, the buyer hypothetically develops indefinite-lived intangible assets and builds a new operation with similar attributes from scratch. Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value. Initial capital costs are deducted from the discounted cash flow model which results in value that is directly attributable to the indefinite-lived intangible assets.
The key assumptions usingused in applying the direct valuation method are market revenue growth rates, market share, profit margin, duration and profile of the build-up period, estimated start-up capital costs and losses incurred during the build-up period, the risk-adjusted discount rate and terminal values. This data is populated using industry normalized information representing an average FCC license or billboard permit within a market.
TheNo impairment was recognized as a result of the Company's annual impairment test on indefinite-lived intangible assets.
In addition, the Company recognizedtests for impairment charges related toof intangible assets whenever events and circumstances indicate that such assets might be impaired. As a result of the COVID-19 pandemic and the economic downturn starting in March 2020, the Company performed an interim impairment test as of March 31, 2020 on its indefinite-lived intangible assets within one iHM radio marketFCC licenses, resulting in a non-cash impairment charge of $6.0$502.7 million during the three and nine months ended September 30, 2017. The Company recognized impairment charges related toon its indefinite-lived intangible assets of $0.7 million during the three and nine months ended September 30, 2016.FCC licenses.
Other Intangible AssetsTrade and Barter
Other intangibleTrade and barter transactions represent the exchange of advertising spots for merchandise, services, advertising and promotion or other assets include definite-lived intangible assetsin the ordinary course of business. The transaction price for these contracts is measured at the estimated fair value of the non-cash consideration received unless this is not reasonably estimable, in which case the consideration is measured based on the standalone selling price of the advertising spots promised to the customer. Trade and permanent easements.  The Company’s definite-lived intangible assets primarily include transitbarter revenues and street furniture contracts, talent and representation contracts, customer and advertiser relationships, and site-leases and other contractual rights, all ofexpenses, which are amortized over the shorter of either the respective lives of the agreements or over the period of time the assets are expected to contribute directly or indirectly to the Company’s future cash flows. Permanent easements are indefinite-lived intangible assets which include certain rights to use real property not owned by the Company.  included in consolidated revenue and selling, general and administrative expenses, respectively, were as follows:
Three Months Ended
September 30,		Nine Months Ended
September 30,
(In thousands)2021202020212020
  Trade and barter revenues$49,200 $41,430 $127,654 $113,861 
  Trade and barter expenses33,955 44,109 101,998 116,182 

The Company periodically reviews the appropriatenessrecognized barter revenue of the amortization periods related to its definite-lived intangible assets.  These assets are recorded at cost.
The following table presents the gross carrying amount$4.9 million and accumulated amortization for each major class of other intangible assets as of September 30, 2017 and December 31, 2016, respectively:
(In thousands)September 30, 2017 December 31, 2016
 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization
Transit, street furniture and other outdoor
contractual rights		$587,099
 $(469,982) $563,863
 $(426,752)
Customer / advertiser relationships1,222,518
 (1,103,001) 1,222,519
 (1,012,380)
Talent contracts319,384
 (292,932) 319,384
 (281,060)
Representation contracts253,350
 (236,157) 253,511
 (229,413)
Permanent easements162,920
 —
 159,782
 —
Other390,302
 (237,214) 390,171
 (219,117)
Total$2,935,573
 $(2,339,286) $2,909,230
 $(2,168,722)
Total amortization expense related to definite-lived intangible assets for$2.3 million during the three months ended September 30, 20172021 and 2016 was $49.52020, respectively, and $9.4 million and $55.6$7.5 million respectively. Total amortization expense related to definite-lived intangible assets forduring the nine months ended September 30, 20172021 and 2016 was $148.22020, respectively, in connection with investments made in companies in exchange for advertising services. The following tables show the Company’s deferred revenue balance from contracts with customers:
Three Months Ended
September 30,		Nine Months Ended
September 30,
(In thousands)2021202020212020
Deferred revenue from contracts with customers:
  Beginning balance(1)
$149,731 $178,030 $145,493 $162,068 
    Revenue recognized, included in beginning balance(52,406)(79,261)(84,375)(86,419)
    Additions, net of revenue recognized during period, and other56,799 73,352 93,006 96,472 
  Ending balance$154,124 $172,121 $154,124 $172,121 
(1) Deferred revenue from contracts with customers, which excludes other sources of deferred revenue that are not related to contracts with customers, is included within deferred revenue and other long-term liabilities on the Consolidated Balance Sheets, depending upon when revenue is expected to be recognized.

The Company’s contracts with customers generally have terms of one year or less; however, as of September 30, 2021, the Company expects to recognize $220.5 million and $167.7 million, respectively.of revenue in future periods for remaining performance obligations from current contracts with customers that have an original expected duration greater than one year, with substantially all of this amount to be recognized over the next five years. Commissions related to the Company’s media representation business have been excluded from this amount as they are contingent upon future sales.

12



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Revenue from Leases
As acquisitions and dispositions occur inof September 30, 2021, the future amortization expense may vary.  The following table presentslease payments to be received by the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets:Company are as follows:
(In thousands)
2021$277 
2022910 
2023759 
2024579 
2025394 
Thereafter1,828 
  Total$4,747 

(In thousands) 
2018$127,795
201944,958
202038,326
202134,815
202230,007
Goodwill
Annual Impairment Test to GoodwillNOTE 3 – LEASES
The Company performs its annual impairment test on goodwill asenters into operating lease contracts for land, buildings, structures and other equipment. Arrangements are evaluated at inception to determine whether such arrangements contain a lease. Operating leases primarily include land and building lease contracts and leases of July 1 of each year.
Eachradio towers. Arrangements to lease building space consist primarily of the U.S. radio marketsrental of office space, but may also include leases of other equipment, including automobiles and outdoor advertising marketscopiers. Operating leases are components ofreflected on the Company. The U.S. radio markets are aggregated into a single reporting unitCompany's balance sheet within Operating lease right-of-use assets ("ROU assets") and the U.S. outdoor advertising marketsrelated short-term and long-term liabilities are aggregated into a single reporting unit for purposes of the goodwill impairment test using the guidance in ASC 350-20-55. The Company also determined that each countryincluded within its Americas outdoor segmentCurrent and International outdoor segment constitutes a separate reporting unit.Noncurrent operating lease liabilities, respectively.
The goodwill impairment test is a two-step process. The first step, usedCompany's finance leases are included within Property, plant and equipment with the related liabilities included within Long-term debt.
ROU assets represent the right to screenuse an underlying asset for potential impairment, compares the fairlease term, and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the reporting unit with its carrying amount, including goodwill. If applicable,respective lease term. Lease expense is recognized on a straight-line basis over the second step, used to measure the amount of the impairment loss, compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill.
Each of the Company’s reporting units is valued using a discounted cash flow model which requires estimating future cash flows expected to be generated from the reporting unit and discounting such cash flows to their present value using a risk-adjusted discount rate. Terminal values were also estimated and discounted to their present value. Assessing the recoverability of goodwill requires the Company to make estimates and assumptions about sales, operating margins, growth rates and discount rates based on its budgets, business plans, economic projections, anticipated future cash flows and marketplace data. There are inherent uncertainties related to these factors and management’s judgment in applying these factors.lease term.
The Company recognized goodwilltests for impairment of $1.6 million duringassets whenever events and circumstances indicate that such assets might be impaired. During the three and nine months ended September 30, 20172021, the Company recognized non-cash impairment charges of $49.4 million, including $38.0 million related to one marketROU assets, and $11.4 million related to leasehold improvements as a result of proactive decisions by management to abandon and sublease a number of operating leases in connection with strategic actions to streamline the Company’s real estate footprint as part of the Company’s modernization initiatives.
The implicit rate within the Company's International outdoor segment.lease agreements is generally not determinable. As such, the Company uses the incremental borrowing rate ("IBR") to determine the present value of lease payments at the commencement of the lease. The Company recognized goodwill impairmentIBR, as defined in ASC 842, is "the rate of $7.3 million duringinterest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the three and nine months ended September 30, 2016 related to one marketlease payments in the Company's International outdoor segment.a similar economic environment."

13



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

The following table presentsprovides supplemental cash flow information related to leases for the periods presented:
Nine Months Ended September 30,
(In thousands)20212020
Cash paid for amounts included in measurement of operating lease liabilities$100,815 $99,634 
Lease liabilities arising from obtaining right-of-use assets(1)
35,317 41,982 

(1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the nine months ended September 30, 2021 and 2020, respectively.
The Company reflects changes in the carrying amountlease liability and changes in the ROU asset on a net basis in the Statements of Cash Flows. The non-cash operating lease expense was $75.8 million and $78.2 million for the nine months ended September 30, 2021 and September 30, 2020, respectively.

NOTE 4– PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL
Acquisitions
On March 31, 2021, the Company acquired Triton Digital, a global leader in digital audio and podcast technology and measurement services, from The E.W. Scripps Company for $228.5 million in cash. The assets acquired as part of this transaction consisted of $69.4 million in current and fixed assets, consisting primarily of accounts receivable and technology, and $191.5 million in intangible assets, consisting primarily of customer relationships, along with $168.2 million in goodwill in each(of which $6.9 million is tax-deductible). The Company also assumed liabilities of $32.4 million, consisting primarily of accounts payable and deferred tax liabilities. The assessment of fair value of assets acquired and liabilities assumed is preliminary and is based on information that was available to management at the time these consolidated financial statements were prepared. The finalization of the Company’s reportable segments:acquisition accounting assessment could result in changes in the valuation of assets acquired and liabilities assumed, which could be material.
Property, Plant and Equipment
(In thousands)iHM Americas Outdoor Advertising International Outdoor Advertising Other Consolidated
Balance as of December 31, 2015$3,288,481
 $534,683
 $223,892
 $81,831
 $4,128,887
Impairment—
 —
 (7,274) —
 (7,274)
Dispositions—
 (6,934) (30,718) —
 (37,652)
Foreign currency—
 (1,998) (5,051) —
 (7,049)
Assets held for sale—
 (10,337) —
 —
 (10,337)
Balance as of December 31, 2016$3,288,481
 $515,414
 $180,849
 $81,831
 $4,066,575
Impairment—
 —
 (1,591) —
 (1,591)
Acquisitions—
 2,252
 —
 —
 2,252
Dispositions—
 —
 (1,817) —
 (1,817)
Foreign currency—
 654
 17,427
 —
 18,081
Assets held for sale—
 89
 —
 —
 89
Balance as of September 30, 2017$3,288,481
 $518,409
 $194,868
 $81,831
 $4,083,589
NOTE 3 – LONG-TERM DEBT
Long-term debt outstandingThe Company’s property, plant and equipment consisted of the following classes of assets as of September 30, 20172021 and December 31, 2016 consisted2020, respectively:
(In thousands)September 30,
2021		December 31,
2020
Land, buildings and improvements$337,696 $386,980 
Towers, transmitters and studio equipment174,461 169,788 
Computer equipment and software489,027 398,084 
Furniture and other equipment31,711 45,711 
Construction in progress64,769 25,073 
1,097,664 1,025,636 
Less: accumulated depreciation327,895 213,934 
Property, plant and equipment, net$769,769 $811,702 


Indefinite-lived Intangible Assets
The Company’s indefinite-lived intangible assets consist of the following:FCC broadcast licenses in its Multiplatform Group segment.
14
(In thousands)September 30,
2017		 December 31,
2016
Senior Secured Credit Facilities(1)
$6,300,000
 $6,300,000
Receivables Based Credit Facility Due 2017(2)
365,000
 330,000
9.0% Priority Guarantee Notes Due 20191,999,815
 1,999,815
9.0% Priority Guarantee Notes Due 20211,750,000
 1,750,000
11.25% Priority Guarantee Notes Due 2021825,546
 575,000
9.0% Priority Guarantee Notes Due 20221,000,000
 1,000,000
10.625% Priority Guarantee Notes Due 2023950,000
 950,000
Subsidiary Revolving Credit Facility Due 2018(3)
—
 —
Other secured subsidiary debt(4)
8,681
 20,987
Total consolidated secured debt13,199,042
 12,925,802
    
14.0% Senior Notes Due 2021(5)
1,763,925
 1,729,168
Legacy Notes(6)
475,000
 475,000
10.0% Senior Notes Due 201896,482
 347,028
Subsidiary Senior Notes due 20222,725,000
 2,725,000
Subsidiary Senior Subordinated Notes due 20202,200,000
 2,200,000
Clear Channel International B.V. Senior Notes due 2020375,000
 225,000
Other subsidiary debt25,588
 27,954
Purchase accounting adjustments and original issue discount(142,796) (166,961)
Long-term debt fees(102,341) (123,003)
Total debt20,614,900
 20,364,988
Less: current portion619,003
 342,908
Total long-term debt$19,995,897
 $20,022,080




IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

(1)Term Loan D and Term Loan E mature in 2019.
(2)The Receivables Based Credit Facility, which matures December 24, 2017, provides for borrowings up to the lesser of $535.0 million (the revolving credit commitment) or the borrowing base, subject to certain limitations contained in iHeartCommunications' material financing agreements.
(3)The Subsidiary Revolving Credit Facility provides for borrowings up to $75.0 million (the revolving credit commitment).
(4)Other secured subsidiary debt matures at various dates from 2017 through 2045.
(5)The 14.0% Senior Notes due 2021 are subject to required payments at various dates from 2018 through 2021. 2.0% per annum of the interest is paid through the issuance of payment-in-kind notes in the first and third quarters.
(6)iHeartCommunications' Legacy Notes, all of which were issued prior to the acquisition of iHeartCommunications by the Company in 2008, consist of Senior Notes maturing at various dates in 2018 and 2027, as well as $57.1 million of Senior Notes due 2016 held by a subsidiary of the Company that remain outstanding but are eliminated for purposes of consolidation of the Company’s financial statements.

The Company’s weighted average interest rate was 8.7%Company performs its annual impairment test on goodwill and 8.5%indefinite-lived intangible assets, including FCC licenses, as of September 30, 2017 and December 31, 2016, respectively.July 1 of each year. The aggregate marketimpairment tests for indefinite-lived intangible assets consist of a comparison between the fair value of the Company’s debt based onindefinite-lived intangible asset at the market prices for which quotes were available was approximately $15.8 billion and $16.7 billionlevel with its carrying amount. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized equal to that excess. After an impairment loss is recognized, the adjusted carrying amount of the indefinite-lived asset is its new accounting basis. The fair value of the indefinite-lived asset is determined using the direct valuation method as of September 30, 2017 and December 31, 2016, respectively.prescribed in ASC 805-20-S99. Under the direct valuation method, the fair value hierarchy establishedof the indefinite-lived assets is calculated at the market level as prescribed by ASC 820-10-35,350-30-35. The Company engaged a third-party valuation firm to assist it in the marketdevelopment of the assumptions and the Company’s determination of the fair value of its indefinite-lived intangible assets.
The application of the direct valuation method attempts to isolate the income that is attributable to the indefinite-lived intangible asset alone (that is, apart from tangible and identified intangible assets and goodwill). It is based upon modeling a hypothetical “greenfield” build-up to a “normalized” enterprise that, by design, lacks inherent goodwill and whose only other assets have essentially been paid for (or added) as part of the build-up process. The Company forecasts revenue, expenses, and cash flows over a ten-year period for each of its markets in its application of the direct valuation method. The Company also calculates a “normalized” residual year which represents the perpetual cash flows of each market. The residual year cash flow was capitalized to arrive at the terminal value of the Company’s debtlicenses in each market.
Under the direct valuation method, it is classified as either Level 1 or Level 2.
On January 31, 2017, iHeartCommunications repaid $25.0 million of the amount borrowed under its receivables-based credit facility. On July 31, 2017, iHeartCommunications borrowed an additional $60.0 million on its receivables-based credit facility, bringing the total amount outstanding under this facility as of September 30, 2017 to $365.0 million.
On February 7, 2017, iHeartCommunications completed an exchange offer by issuing $476.4 million in aggregate principal amount of 11.25% Priority Guarantee Notes due 2021 in exchange for $476.4 million of aggregate principal amount outstanding of its 10.0% Senior Notes due 2018. Of the $476.4 million principal amount of 11.25% Priority Guarantee Notes due 2021 issued in the exchange offer, $241.4 million principal amount was issued to subsidiaries of iHeartCommunicationsassumed that participated in the exchange offer.
On March 15, 2017, iHeartCommunications commenced exchange offers (the “notes exchange offers”) to exchange certain series of its outstanding debt securities (the “Existing Notes”) for new securities of the Company, iHeartCommunications and CC Outdoor Holdings, Inc., a wholly-owned subsidiary of the Company, and concurrent consent solicitations with respect to the terms of the Existing Notes. On March 15, 2017, the Company also commenced offers (the “term loan offers”) to amend its outstanding Term Loan D and Term Loan E under its senior secured credit facilities and/or to issue new securities of the Company, CC Outdoor Holdings, Inc., Broader Media, LLC and/or iHeartCommunications to the lenders depending on the scenario in which the notes exchange offers and the term loan offers close. The terms of the notes exchange offers and the term loan offers have been revised and are subject to substantial further revision, and the offers may never be consummated, on the terms currently proposed or otherwise. Both the notes exchange offers and the term loan offers were open as of November 8, 2017.
On July 10, 2017, a subsidiary of iHeartCommunications exchanged $15.6 million aggregate principal amount of 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications for $15.6 million aggregate principal amount of its 10.0% Senior Notes due 2018 that were held by an unaffiliated third party.
On August 14, 2017, Clear Channel International B.V. (“CCIBV”), an indirect subsidiary of the Company, issued $150.0 million in aggregate principal amount of 8.75% Senior Notes due 2020 (the “New Notes”). The New Notes were issued as additional notes under the indenture governing CCIBV’s existing 8.75% Senior Notes due 2020 and were issued at a premium, resulting in $156.0 million in proceeds.  The New Notes mature on December 15, 2020 and bear interest at a rate of 8.75% per annum, payable semi-annually in arrears on June 15 and December 15 of each year.

In October 2017, a subsidiary of iHeartCommunications exchanged $45.0 million aggregate principal amount of 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications for $45.0 million aggregate principal amount of 10.0% Senior Notes due 2018 that were held by unaffiliated third parties.


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Surety Bonds, Letters of Credit and Guarantees
As of September 30, 2017, the Company and its subsidiaries had outstanding surety bonds, commercial standby letters of credit and bank guarantees of $72.1 million, $144.5 million and $36.6 million, respectively. Bank guarantees and letters of credit of $17.3 million and $28.8 million, respectively, were backed by cash collateral. These surety bonds, letters of credit and bank guarantees relate to various operational matters including insurance, bid, concession and performance bonds as well as other items.
NOTE 4 – COMMITMENTS AND CONTINGENCIES
The Company and its subsidiaries are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in the Company’s assumptions or the effectiveness of its strategies related to these proceedings. Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on the Company’s financial condition or results of operations.
Although the Company is involved in a variety of legal proceedings in the ordinary course of business, a large portion of the Company’s litigation arises in the following contexts: commercial disputes; defamation matters; employment and benefits related claims; governmental fines; intellectual property claims; and tax disputes.
International Outdoor Investigation
On April 21, 2015, inspections were conducted at the premises of Clear Channel in Denmark and Swedenrather than acquiring indefinite-lived intangible assets as part of an investigation by Danish competition authorities.  Additionally, ona going concern business, the same day, Clear Channel UK receivedbuyer hypothetically develops indefinite-lived intangible assets and builds a communicationnew operation with similar attributes from scratch. Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value. Initial capital costs are deducted from the UK competition authorities, alsodiscounted cash flow model which results in connection withvalue that is directly attributable to the investigation by Danish competition authorities. Clear Channelindefinite-lived intangible assets.
The key assumptions used in applying the direct valuation method are market revenue growth rates, market share, profit margin, duration and its affiliates are cooperating with the national competition authorities.
Stockholder Litigation
On May 9, 2016, a stockholder of Clear Channel Outdoor Holdings, Inc. ("CCOH") filed a derivative lawsuit in the Court of Chanceryprofile of the State of Delaware, captioned GAMCO Asset Management Inc. v. iHeartMedia Inc. et al., C.A. No. 12312-VCS. The complaint names as defendantsbuild-up period, estimated start-up capital costs and losses incurred during the Company, iHeartCommunications, Inc. ("iHeartCommunications"),build-up period, the risk-adjusted discount rate and terminal values. This data is populated using industry normalized information representing an indirect subsidiary of the Company, Bain Capital Partners, LLC and Thomas H. Lee Partners, L.P. (together, the "Sponsor Defendants"), the Company's private equity sponsors and majority owners, and the members of CCOH's board of directors. CCOH also is named asaverage FCC license within a nominal defendant. The complaint alleges that CCOH has been harmed by the intercompany agreements with iHeartCommunications, CCOH’s lack of autonomy over its own cash and the actions of the defendants in serving the interests of the Company, iHeartCommunications and the Sponsor Defendants to the detriment of CCOH and its minority stockholders. Specifically, the complaint alleges that the defendants have breached their fiduciary duties by causing CCOH to: (i) continue to loan cash to iHeartCommunications under the intercompany note at below-market rates; (ii) abandon its growth and acquisition strategies in favor of transactions that would provide cash to the Company and iHeartCommunications; (iii) issue new debt in the CCIBV note offering (the "CCIBV Note Offering") to provide cash to the Company and iHeartCommunications through a dividend; and (iv) effect the sales of certain outdoor markets in the U.S. (the "Outdoor Asset Sales") allegedly to provide cash to the Company and iHeartCommunications through a dividend. The complaint also alleges that the Company, iHeartCommunications and the Sponsor Defendants aided and abetted the directors' breaches of their fiduciary duties. The complaint further alleges that the Company, iHeartCommunications and the Sponsor Defendants were unjustly enriched as a result of these transactions and that these transactions constituted a waste of corporate assets for which the defendants are liable to CCOH. The plaintiff is seeking, among other things, a ruling that the defendants breached their fiduciary duties to CCOH and that the Company, iHeartCommunications and the Sponsor Defendants aided and abetted the CCOH board of directors' breaches of fiduciary duty, rescission of payments made by CCOH to iHeartCommunications and its affiliates pursuant to dividends declared in connection with the CCIBV Note Offering and Outdoor Asset Sales, and an order requiring the Company, iHeartCommunications and the Sponsor Defendants to disgorge all profits they have receivedmarket.
No impairment was recognized as a result of the alleged fiduciary misconduct.Company's annual impairment test on indefinite-lived intangible assets.
On July 20, 2016,In addition, the defendants filedCompany tests for impairment of intangible assets whenever events and circumstances indicate that such assets might be impaired. As a motion to dismiss plaintiff's verified stockholder derivative complaint for failure to state a claim upon which relief can be granted. On November 23, 2016, the Court granted defendants' motion to dismiss all claims brought by the plaintiff. On December 19, 2016, the plaintiff filed a notice of appealresult of the ruling. The oral hearing onCOVID-19 pandemic and the appeal


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

was held on October 11, 2017. On October 12, 2017, the Supreme Court of Delaware affirmed the lower court's ruling, dismissing the case.
NOTE 5 – INCOME TAXES
Income Tax Expense
The Company’s income tax expense for the three and nine months ended September 30, 2017 and 2016, respectively, consisted of the following components:
(In thousands)Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Current tax benefit (expense)$7,349
 $(9,339) $(37,638) $(56,340)
Deferred tax benefit (expense)(9,400) 3,726
 (12,505) 14,097
Income tax expense$(2,051) $(5,613) $(50,143) $(42,243)
The effective tax rates for the three months ended September 30, 2017 and 2016 were (0.8)% and (24.5)%, respectively. The effective tax rates for the nine months ended September 30, 2017 and 2016 were (6.7)% and (13.2)%, respectively. The 2017 and 2016 effective tax rates were primarily impacted by the valuation allowance recorded against deferred tax assets resulting from current period net operating losseseconomic downturn starting in U.S. federal, state and certain foreign jurisdictions due to uncertainty regarding the Company's ability to realize those assets in future periods.
NOTE 6 – STOCKHOLDERS’ DEFICIT
The Company reports its noncontrolling interests in consolidated subsidiaries as a component of equity separate from the Company’s equity.  The following table shows the changes in stockholders' deficit attributable toMarch 2020, the Company and the noncontrolling interestsperformed an interim impairment test as of subsidiariesMarch 31, 2020 on its indefinite-lived FCC licenses, resulting in which the Company has a majority, but not total, ownership interest:
(In thousands)The Company 
Noncontrolling
Interests
 Consolidated
Balance as of January 1, 2017$(11,021,253) $135,778
 $(10,885,475)
Net income (loss)(810,429) 8,648
 (801,781)
Dividends declared and other payments to noncontrolling interests—
 (43,540) (43,540)
Share-based compensation1,867
 7,153
 9,020
Purchases of additional noncontrolling interest(378) (575) (953)
Disposal of noncontrolling interest—
 (2,438) (2,438)
Foreign currency translation adjustments34,785
 9,880
 44,665
Unrealized holding loss on marketable securities(195) (23) (218)
Reclassification adjustments4,078
 485
 4,563
Other, net(323) (1,235) (1,558)
Balances as of September 30, 2017$(11,791,848) $114,133
 $(11,677,715)


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

(In thousands)The Company 
Noncontrolling
Interests
 Consolidated
Balance as of January 1, 2016$(10,784,841) $178,160
 $(10,606,681)
Net income (loss)(402,397) 38,950
 (363,447)
Dividends declared and other payments to noncontrolling interests—
 (74,542) (74,542)
Share-based compensation2,159
 8,191
 10,350
Foreign currency translation adjustments40,914
 2,883
 43,797
Unrealized holding loss on marketable securities(571) (64) (635)
Reclassification adjustments28,919
 3,904
 32,823
Other adjustments to comprehensive loss(3,193) (358) (3,551)
Other, net(1,389) 495
 (894)
Balances as of September 30, 2016$(11,120,399) $157,619
 $(10,962,780)
The Company has granted restricted stock and CCOH has granted restricted stock, restricted stock units and options to purchase sharesnon-cash impairment charge of CCOH's Class A common stock to certain key individuals.
COMPUTATION OF LOSS PER SHARE
(In thousands, except per share data)Three Months Ended
September 30,		 Nine Months Ended
September 30,
 2017 2016 2017 2016
NUMERATOR:       
Net loss attributable to the Company – common shares$(248,177) $(35,001) $(810,429) $(402,397)
        
DENOMINATOR: 
  
  
  
Weighted average common shares outstanding - basic85,072
 84,650
 84,900
 84,510
Weighted average common shares outstanding - diluted(1)
85,072
 84,650
 84,900
 84,510
        
Net loss attributable to the Company per common share: 
  
  
  
Basic$(2.92) $(0.41) $(9.55) $(4.76)
Diluted$(2.92) $(0.41) $(9.55) $(4.76)
(1)
Outstanding equity awards of 8.5 million and 8.0 million for the three months ended September 30, 2017 and 2016, respectively, and 8.5 million and 8.0 million for the nine months ended September 30, 2017 and 2016, respectively, were not included in the computation of diluted earnings per share because to do so would have been antidilutive.
NOTE 7 — OTHER INFORMATION
Other Comprehensive Income (Loss)
There was no change in deferred income tax liabilities resulting from adjustments to comprehensive loss for the three and nine months ended September 30, 2017. The total increase (decrease) in deferred income tax liabilities of other adjustments to comprehensive loss for the three and nine months ended September 30, 2016 was $0.1$502.7 million and $(0.7) million.on its FCC licenses.
Trade and Barter
Trade and barter transactions represent the exchange of advertising spots or display space for merchandise, services, advertising and promotion or other assets in the ordinary course of business. These transactions are recordedThe transaction price for these contracts is measured at the estimated fair market value of the non-cash consideration received unless this is not reasonably estimable, in which case the consideration is measured based on the standalone selling price of the advertising spots or display space orpromised to the fair value of the merchandise or services or other assets received, whichever is most readily determinable.customer. Trade and barter revenues and expenses, from continuing operationswhich are included in consolidated revenue and selling, general and administrative expenses, respectively.respectively, were as follows:
Three Months Ended
September 30,		Nine Months Ended
September 30,
(In thousands)2021202020212020
  Trade and barter revenues$49,200 $41,430 $127,654 $113,861 
  Trade and barter expenses33,955 44,109 101,998 116,182 

The Company recognized barter revenue of $4.9 million and $2.3 million during the three months ended September 30, 2021 and 2020, respectively, and $9.4 million and $7.5 million during the nine months ended September 30, 2021 and 2020, respectively, in connection with investments made in companies in exchange for advertising services. The following tables show the Company’s deferred revenue balance from contracts with customers:
Three Months Ended
September 30,		Nine Months Ended
September 30,
(In thousands)2021202020212020
Deferred revenue from contracts with customers:
  Beginning balance(1)
$149,731 $178,030 $145,493 $162,068 
    Revenue recognized, included in beginning balance(52,406)(79,261)(84,375)(86,419)
    Additions, net of revenue recognized during period, and other56,799 73,352 93,006 96,472 
  Ending balance$154,124 $172,121 $154,124 $172,121 
(1) Deferred revenue from contracts with customers, which excludes other sources of deferred revenue that are not related to contracts with customers, is included within deferred revenue and other long-term liabilities on the Consolidated Balance Sheets, depending upon when revenue is expected to be recognized.

The Company’s contracts with customers generally have terms of one year or less; however, as of September 30, 2021, the Company expects to recognize $220.5 million of revenue in future periods for remaining performance obligations from current contracts with customers that have an original expected duration greater than one year, with substantially all of this amount to be recognized over the next five years. Commissions related to the Company’s media representation business have been excluded from this amount as they are contingent upon future sales.

12



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Revenue from Leases
TradeAs of September 30, 2021, the future lease payments to be received by the Company are as follows:
(In thousands)
2021$277 
2022910 
2023759 
2024579 
2025394 
Thereafter1,828 
  Total$4,747 

NOTE 3 – LEASES
The Company enters into operating lease contracts for land, buildings, structures and barter revenuesother equipment. Arrangements are evaluated at inception to determine whether such arrangements contain a lease. Operating leases primarily include land and building lease contracts and leases of radio towers. Arrangements to lease building space consist primarily of the rental of office space, but may also include leases of other equipment, including automobiles and copiers. Operating leases are reflected on the Company's balance sheet within Operating lease right-of-use assets ("ROU assets") and the related short-term and long-term liabilities are included within Current and Noncurrent operating lease liabilities, respectively.
The Company's finance leases are included within Property, plant and equipment with the related liabilities included within Long-term debt.
ROU assets represent the right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the respective lease term. Lease expense is recognized on a straight-line basis over the lease term.
The Company were $49.1 milliontests for impairment of assets whenever events and $30.2 million for the three months ended September 30, 2017 and 2016, respectively, and $161.7 million and $105.7 million forcircumstances indicate that such assets might be impaired. During the nine months ended September 30, 2017 and 2016, respectively. Trade and barter expenses for2021, the Company were $36.6recognized non-cash impairment charges of $49.4 million, including $38.0 million related to ROU assets, and $23.2$11.4 million for the three months ended September 30, 2017related to leasehold improvements as a result of proactive decisions by management to abandon and 2016, respectively, and $129.2 million and $81.8 million for the nine months ended September 30, 2017 and 2016, respectively.
Trade and barter revenues for our iHeartMedia segment were $45.9 million and $26.0 million for the three months ended September 30, 2017 and 2016, respectively, and $149.2 million and $98.0 million for the nine months ended September 30, 2017 and 2016, respectively. Trade and barter expenses for our iHeartMedia segment were $32.2 million and $21.0 million for the three months ended September 30, 2017 and 2016, respectively, and $118.7 million and $75.4 million for the nine months ended September 30, 2017 and 2016, respectively.
Investments
During the third quartersublease a number of 2017 the Company determined that some of its investments had declinedoperating leases in value. Such decline in value was consideredconnection with strategic actions to be other than temporary, and the Company recorded a loss on investments of $1.6 million to state the investments at their estimated fair value. During the third quarter of 2016 the Company recorded a loss on investments of $14.5 million on one of its investments.
NOTE 8 – SEGMENT DATA
The Company’s reportable segments, which it believes best reflect how the Company is currently managed, are iHM, Americas outdoor advertising and International outdoor advertising.  Revenue and expenses earned and charged between segments are recorded at estimated fair value and eliminated in consolidation.  The iHM segment provides media and entertainment services via broadcast and digital delivery and also includesstreamline the Company’s events and national syndication businesses.  The Americas outdoor advertising segment consists of operations primarily in the United States, Canada and Latin America.  The International outdoor advertising segment primarily includes operations in Europe and Asia.  The Other category includes the Company’s media representation businessreal estate footprint as well as other general support services and initiatives that are ancillary to the Company’s other businesses.  Corporate includes infrastructure and support, including information technology, human resources, legal, finance and administrative functions for eachpart of the Company’s reportable segments,modernization initiatives.
The implicit rate within the Company's lease agreements is generally not determinable. As such, the Company uses the incremental borrowing rate ("IBR") to determine the present value of lease payments at the commencement of the lease. The IBR, as well as overall executive, administrative and support functions. Share-baseddefined in ASC 842, is "the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments are recorded in corporate expense.a similar economic environment."

13



IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

The following table presents the Company's reportable segment resultsprovides supplemental cash flow information related to leases for the three andperiods presented:
Nine Months Ended September 30,
(In thousands)20212020
Cash paid for amounts included in measurement of operating lease liabilities$100,815 $99,634 
Lease liabilities arising from obtaining right-of-use assets(1)
35,317 41,982 

(1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the nine months ended September 30, 20172021 and 2016:2020, respectively.
The Company reflects changes in the lease liability and changes in the ROU asset on a net basis in the Statements of Cash Flows. The non-cash operating lease expense was $75.8 million and $78.2 million for the nine months ended September 30, 2021 and September 30, 2020, respectively.

NOTE 4– PROPERTY, PLANT AND EQUIPMENT, INTANGIBLE ASSETS AND GOODWILL
Acquisitions
On March 31, 2021, the Company acquired Triton Digital, a global leader in digital audio and podcast technology and measurement services, from The E.W. Scripps Company for $228.5 million in cash. The assets acquired as part of this transaction consisted of $69.4 million in current and fixed assets, consisting primarily of accounts receivable and technology, and $191.5 million in intangible assets, consisting primarily of customer relationships, along with $168.2 million in goodwill (of which $6.9 million is tax-deductible). The Company also assumed liabilities of $32.4 million, consisting primarily of accounts payable and deferred tax liabilities. The assessment of fair value of assets acquired and liabilities assumed is preliminary and is based on information that was available to management at the time these consolidated financial statements were prepared. The finalization of the Company’s acquisition accounting assessment could result in changes in the valuation of assets acquired and liabilities assumed, which could be material.
Property, Plant and Equipment
The Company’s property, plant and equipment consisted of the following classes of assets as of September 30, 2021 and December 31, 2020, respectively:
(In thousands)September 30,
2021		December 31,
2020
Land, buildings and improvements$337,696 $386,980 
Towers, transmitters and studio equipment174,461 169,788 
Computer equipment and software489,027 398,084 
Furniture and other equipment31,711 45,711 
Construction in progress64,769 25,073 
1,097,664 1,025,636 
Less: accumulated depreciation327,895 213,934 
Property, plant and equipment, net$769,769 $811,702 


Indefinite-lived Intangible Assets
The Company’s indefinite-lived intangible assets consist of FCC broadcast licenses in its Multiplatform Group segment.
14
(In thousands)iHM Americas Outdoor International Outdoor Other Corporate and other reconciling items Eliminations Consolidated
Three Months Ended September 30, 2017
Revenue$859,531
 $316,587
 $328,502
 $34,452
 $—
 $(1,656) $1,537,416
Direct operating expenses265,795
 141,609
 214,491
 —
 —
 —
 621,895
Selling, general and administrative expenses287,676
 54,689
 73,708
 23,298
 —
 (717) 438,654
Corporate expenses—
 —
 —
 —
 78,906
 (939) 77,967
Depreciation and amortization58,089
 47,035
 32,886
 3,893
 7,846
 —
 149,749
Impairment charges—
 —
 —
 —
 7,631
 —
 7,631
Other operating expense, net—
 —
 —
 —
 (13,215) —
 (13,215)
Operating income (loss)$247,971
 $73,254
 $7,417
 $7,261
 $(107,598) $—
 $228,305
Intersegment revenues$—
 $1,656
 $—
 $—
 $—
 $—
 $1,656
Capital expenditures$14,009
 $5,118
 $26,211
 $184
 $2,802
 $—
 $48,324
Share-based compensation expense$—
 $—
 $—
 $—
 $3,539
 $—
 $3,539
              
Three Months Ended September 30, 2016
Revenue$857,099
 $322,997
 $346,224
 $41,414
 $—
 $(1,152) $1,566,582
Direct operating expenses229,668
 142,989
 219,261
 (178) —
 —
 591,740
Selling, general and administrative expenses268,612
 54,500
 71,664
 27,466
 —
 (542) 421,700
Corporate expenses—
 —
 —
 —
 87,442
 (610) 86,832
Depreciation and amortization60,691
 47,242
 37,018
 4,483
 9,019
 —
 158,453
Impairment charges—
 —
 —
 —
 8,000
 —
 8,000
Other operating expense, net—
 —
 —
 —
 (505) —
 (505)
Operating income (loss)$298,128
 $78,266
 $18,281
 $9,643
 $(104,966) $—
 $299,352
Intersegment revenues$—
 $1,152
 $—
 $—
 $—
 $—
 $1,152
Capital expenditures$23,238
 $19,114
 $30,803
 $582
 $3,596
 $—
 $77,333
Share-based compensation expense$—
 $—
 $—
 $—
 $3,484
 $—
 $3,484




IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

The Company performs its annual impairment test on goodwill and indefinite-lived intangible assets, including FCC licenses, as of July 1 of each year. The impairment tests for indefinite-lived intangible assets consist of a comparison between the fair value of the indefinite-lived intangible asset at the market level with its carrying amount. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized equal to that excess. After an impairment loss is recognized, the adjusted carrying amount of the indefinite-lived asset is its new accounting basis. The fair value of the indefinite-lived asset is determined using the direct valuation method as prescribed in ASC 805-20-S99. Under the direct valuation method, the fair value of the indefinite-lived assets is calculated at the market level as prescribed by ASC 350-30-35. The Company engaged a third-party valuation firm to assist it in the development of the assumptions and the Company’s determination of the fair value of its indefinite-lived intangible assets.
The application of the direct valuation method attempts to isolate the income that is attributable to the indefinite-lived intangible asset alone (that is, apart from tangible and identified intangible assets and goodwill). It is based upon modeling a hypothetical “greenfield” build-up to a “normalized” enterprise that, by design, lacks inherent goodwill and whose only other assets have essentially been paid for (or added) as part of the build-up process. The Company forecasts revenue, expenses, and cash flows over a ten-year period for each of its markets in its application of the direct valuation method. The Company also calculates a “normalized” residual year which represents the perpetual cash flows of each market. The residual year cash flow was capitalized to arrive at the terminal value of the licenses in each market.
(In thousands)iHM Americas Outdoor International Outdoor Other Corporate and other reconciling items Eliminations Consolidated
Nine Months Ended September 30, 2017          
Revenue$2,501,084
 $919,967
 $942,167
 $99,332
 $—
 $(5,444) $4,457,106
Direct operating expenses773,327
 427,181
 607,023
 3
 —
 —
 1,807,534
Selling, general and administrative expenses894,669
 165,538
 204,531
 74,519
 —
 (2,694) 1,336,563
Corporate expenses—
 —
 —
 —
 236,237
 (2,750) 233,487
Depreciation and amortization174,946
 137,689
 95,149
 11,097
 24,769
 —
 443,650
Impairment charges—
 —
 —
 —
 7,631
 —
 7,631
Other operating income, net—
 —
 —
 —
 24,785
 —
 24,785
Operating income (loss)$658,142
 $189,559
 $35,464
 $13,713
 $(243,852) $—
 $653,026
Intersegment revenues$—
 $5,444
 $—
 $—
 $—
 $—
 $5,444
Capital expenditures$44,353
 $48,749
 $83,851
 $551
 $7,440
 $—
 $184,944
Share-based compensation expense$—
 $—
 $—
 $—
 $9,020
 $—
 $9,020
              
Nine Months Ended September 30, 2016          
Revenue$2,463,899
 $931,058
 $1,035,263
 $114,663
 $—
 $(2,031) $4,542,852
Direct operating expenses704,097
 421,039
 645,199
 1,255
 —
 —
 1,771,590
Selling, general and administrative expenses812,344
 167,660
 220,872
 82,394
 —
 (1,421) 1,281,849
Corporate expenses—
 —
 —
 —
 252,958
 (610) 252,348
Depreciation and amortization182,506
 140,883
 113,075
 12,809
 26,780
 —
 476,053
Impairment charges—
 —
 —
 —
 8,000
 —
 8,000
Other operating income, net—
 —
 —
 —
 219,768
 —
 219,768
Operating income (loss)$764,952
 $201,476
 $56,117
 $18,205
 $(67,970) $—
 $972,780
Intersegment revenues$—
 $2,031
 $—
 $—
 $—
 $—
 $2,031
Capital expenditures$46,303
 $47,808
 $97,487
 $1,758
 $7,682
 $—
 $201,038
Share-based compensation expense$—
 $—
 $—
 $—
 $10,350
 $—
 $10,350
Under the direct valuation method, it is assumed that rather than acquiring indefinite-lived intangible assets as part of a going concern business, the buyer hypothetically develops indefinite-lived intangible assets and builds a new operation with similar attributes from scratch. Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value. Initial capital costs are deducted from the discounted cash flow model which results in value that is directly attributable to the indefinite-lived intangible assets.

The key assumptions used in applying the direct valuation method are market revenue growth rates, market share, profit margin, duration and profile of the build-up period, estimated start-up capital costs and losses incurred during the build-up period, the risk-adjusted discount rate and terminal values. This data is populated using industry normalized information representing an average FCC license within a market.
No impairment was recognized as a result of the Company's annual impairment test on indefinite-lived intangible assets.
NOTE 9– CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONSIn addition, the Company tests for impairment of intangible assets whenever events and circumstances indicate that such assets might be impaired. As a result of the COVID-19 pandemic and the economic downturn starting in March 2020, the Company performed an interim impairment test as of March 31, 2020 on its indefinite-lived FCC licenses, resulting in a non-cash impairment charge of $502.7 million on its FCC licenses.
Other Intangible Assets
Other intangible assets consists of definite-lived intangible assets, which primarily include customer and advertiser relationships, talent and representation contracts, trademarks and tradenames and other contractual rights, all of which are amortized over the shorter of either the respective lives of the agreements or over the period of time that the assets are expected to contribute directly or indirectly to the Company’s future cash flows.  The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets.  These assets are recorded at amortized cost.
The Company is a partytests for possible impairment of other intangible assets whenever events and circumstances indicate that they might be impaired and the undiscounted cash flows estimated to a management agreement with certain affiliatesbe generated by those assets are less than the carrying amounts of Bain Capital Partners, LLC and Thomas H. Lee Partners, L.P. (together,those assets.  When specific assets are determined to be unrecoverable, the "Sponsors") and certain other parties pursuant to which such affiliatescost basis of the Sponsors will provide managementasset is reduced to reflect the current fair market value.
The Company performed interim impairment tests as of March 31, 2020 on its other intangible assets as a result of the COVID-19 pandemic and financial advisory services until 2018. These agreements require management feeseconomic slowdown. Based on the Company’s test of recoverability using estimated undiscounted future cash flows, the carrying values of the Company’s definite-lived intangible assets were determined to be paidrecoverable, and no impairment was recognized.
15


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets as of September 30, 2021 and December 31, 2020, respectively:
(In thousands)September 30, 2021December 31, 2020
Gross Carrying AmountAccumulated AmortizationGross Carrying AmountAccumulated Amortization
Customer / advertiser relationships$1,636,357 $(415,720)$1,620,509 $(286,066)
Talent and other contracts338,900 (106,266)375,900 (84,065)
Trademarks and tradenames335,861 (79,714)326,061 (54,358)
Other27,994 (8,047)31,351 (4,840)
Total$2,339,112 $(609,747)$2,353,821 $(429,329)
Total amortization expense related to such affiliates ofdefinite-lived intangible assets for the SponsorsCompany for such services at a rate not greater than $15.0 million per year, plus reimbursable expenses. For the three months ended September 30, 2021 and 2020 was $64.3 million and $64.5 million, respectively. Total amortization expense related to definite-lived intangible assets for the Company for the nine months ended September 30, 2017,2021 and 2020 was $218.0 million and $193.0 million, respectively.
As acquisitions and dispositions occur in the future, amortization expense may vary.  The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets:
(In thousands)
2022$254,720 
2023246,014 
2024244,589 
2025213,396 
2026201,474 
16


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Goodwill
The following table presents the changes in the carrying amount of goodwill:
(In thousands)AudioAudio & Media ServicesConsolidated
Balance as of December 31, 2019$3,221,468 $104,154 $3,325,622 
Impairment(1,224,374)— (1,224,374)
Acquisitions44,606 — 44,606 
Dispositions(164)— (164)
Foreign currency— 245 245 
Balance as of December 31, 2020$2,041,536 $104,399 $2,145,935 

(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupConsolidated
Balance as of January 1, 2021$1,462,217 $579,319 $104,399 $2,145,935 
Acquisitions1,267 168,224 — 169,491 
Dispositions(1,446)— — (1,446)
Foreign currency— — (156)(156)
Balance as of September 30, 2021$1,462,038 $747,543 $104,243 $2,313,824 

As a result of the leadership and organizational changes implemented in the first quarter 2021, as described in Note 1, Basis of Presentation, the Company re-evaluated its reporting units and allocated goodwill to these new reporting units. Refer to Note 9, Segment Data, for additional information on our segments. Goodwill was allocated to these new reporting units based on the relative fair values of these reporting units. Fair value was calculated using the expected present value of future cash flows, and included estimates, judgments and assumptions consistent with those of a market participant that management believes were appropriate in the circumstances. The estimates and judgments that most significantly affect the fair value calculations are assumptions related to long-term growth rates, expected profit margins and discount rates. The Company did not recast prior-period goodwill balances to the new reporting units as it was impractical to do so.
Goodwill Impairment
The Company performs its annual impairment test on goodwill as of July 1 of each year. The Company also tests goodwill at interim dates if events or changes in circumstances indicate that goodwill might be impaired.
The goodwill impairment test requires measurement of the fair value of the Company's reporting units, which is compared to the carrying value of the reporting units, including goodwill. Each reporting unit is valued using a discounted cash flow model which requires estimating future cash flows expected to be generated from the reporting unit, discounted to their present value using a risk-adjusted discount rate. Terminal values are also estimated and discounted to their present value. Assessing the recoverability of goodwill requires estimates and assumptions about sales, operating margins, growth rates and discount rates based on budgets, business plans, economic projections, anticipated future cash flows and marketplace data. As with the impairment testing performed on the Company’s FCC licenses described above, the significant deterioration in market conditions and uncertainty in the markets impacted the assumptions used to estimate the discounted future cash flows of the
17


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Company’s reporting units for purposes of performing the interim goodwill impairment test. There are inherent uncertainties related to these factors and management’s judgment in applying these factors.
The Company engaged a third-party valuation firm to assist it in the development of the assumptions and the Company’s determination of the fair value of its reporting units as of July 1 as part of the annual impairment test. No impairment was recognized as a result of the Company's annual impairment test on goodwill.
As a result of the changes in the Company's management structure and its reportable segments effective at the beginning of 2021, the Company performed an interim impairment test on goodwill as of January 1, 2021. No impairment charges were recorded in the first quarter of 2021 in connection with the interim impairment test.
The Company performed an interim impairment test on goodwill in the first quarter of 2020 and recognized a non-cash impairment charge of $1.2 billion to reduce goodwill as a result of the COVID-19 pandemic and its adverse effect on the U.S. economy.
NOTE 5 – LONG-TERM DEBT
Long-term debt outstanding for the Company as of September 30, 2021 and December 31, 2020 consisted of the following:
(In thousands)September 30, 2021December 31, 2020
Term Loan Facility due 2026$1,864,032 $2,080,259 
Incremental Term Loan Facility due 2026401,220 447,750 
Asset-based Revolving Credit Facility due 2023(1)
— — 
6.375% Senior Secured Notes due 2026800,000 800,000 
5.25% Senior Secured Notes due 2027750,000 750,000 
4.75% Senior Secured Notes due 2028500,000 500,000 
Other secured subsidiary debt(2)
5,369 22,753 
Total consolidated secured debt4,320,621 4,600,762 
8.375% Senior Unsecured Notes due 20271,450,000 1,450,000 
Other unsecured subsidiary debt— 6,782 
Original issue discount(14,156)(18,817)
Long-term debt fees(19,090)(21,797)
Total debt5,737,375 6,016,930 
Less: Current portion725 34,775 
Total long-term debt$5,736,650 $5,982,155 
(1)As of September 30, 2021, the senior secured asset-based revolving credit facility (the “ABL Facility”) had a facility size of $450.0 million, no outstanding borrowings and $28.5 million of outstanding letters of credit, resulting in $421.5 million of borrowing base availability.
(2)Other secured subsidiary debt consists of finance lease obligations maturing at various dates from 2022 through 2045.

The Company’s weighted average interest rate was 5.4% and 5.5% as of September 30, 2021 and December 31, 2020, respectively. The aggregate market value of the Company’s debt based on market prices for which quotes were available was approximately $5.9 billion and $6.2 billion as of September 30, 2021 and December 31, 2020, respectively. Under the fair value hierarchy established by ASC 820-10-35, the market value of the Company’s debt is classified as either Level 1 or Level 2.

On July 16, 2021, iHeartCommunications, Inc. ("iHeartCommunications") entered into an amendment to the credit agreement governing its Term Loan credit facilities. The amendment reduced the interest rate of its Incremental Term Loan Facility due 2026 to a Eurocurrency Rate of LIBOR plus a margin of 3.25% and floor of 0.50% (from LIBOR plus a margin of 4.00% and floor of 0.75%). The Base Rate interest amount was reduced to Base Rate plus a margin of 2.25% and floor of 1.50%. In connection with the amendment, iHeartCommunications voluntarily prepaid $250.0 million of borrowings outstanding under
18


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
the Term Loan credit facilities with cash on hand, resulting in a reduction of $44.3 million of the existing Incremental Term Loan Facility due 2026 and $205.7 million of the Term Loan Facility due 2026.

Under the terms of the Term Loan Facility Credit Agreement, iHeartCommunications made quarterly principal payments of $6.4 million during the three months ended March 31, 2021, June 30, 2021 and September 30, 2020, and previously made payments of $5.25 million during the three months ended March 31, 2020 and June 30, 2020. Following the prepayment of $250.0 million of borrowings outstanding under the Term Loan credit facilities on July 16, 2021, iHeartCommunications is no longer required to make such quarterly payments.

Mandatorily Redeemable Preferred Stock
As previously disclosed, on March 14, 2018, the Company, iHeartCommunications and certain of the Company's direct and indirect domestic subsidiaries (collectively, the "Debtors") filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Bankruptcy Court"). On April 28, 2018, the Company and the other Debtors filed a plan of reorganization (as amended, the “Plan of Reorganization”) and a related disclosure statement with the Bankruptcy Court. On January 22, 2019, the Plan of Reorganization was confirmed by the Bankruptcy Court.
On May 1, 2019 (the “Effective Date”), in accordance with the Plan of Reorganization, iHeart Operations issued 60,000 shares of its Series A Perpetual Preferred Stock, par value $0.001 per share (the "iHeart Operations Preferred Stock"), having an aggregate initial liquidation preference of $60.0 million for a cash purchase price of $60.0 million. The iHeart Operations Preferred Stock was purchased by a third party investor. As of September 30, 2021, the liquidation preference of the iHeart Operations Preferred Stock was $60.0 million. The iHeart Operations Preferred Stock was mandatorily redeemable for cash at a date certain and therefore is classified as a liability in the Company's balance sheet.
On October 27, 2021, iHeart Operations repurchased all of the iHeart Operations Preferred Stock with cash on hand for an aggregate price of $64.4 million (“Redemption Price”), including accrued dividends, upon obtaining consentfrom the third party investor. The Redemption Price included a negotiated make-whole premium as the redemption occurred prior to the optional redemption date set forth in the Certificate of Designation governing the iHeart Operations Preferred Stock. Subsequent to the transaction, the preferred shares were retired and cancelled and are no longer outstanding.

Holders of the iHeart Operations Preferred Stock were entitled to receive, as declared by the board of directors of iHeart Operations, in respect of each share, cumulative dividends accruing daily and payable quarterly. Dividends were payable on March 31, June 30, September 30 and December 31 of each year (or on the next business day if such date is not a business day). During the three months ended September 30, 2021 and 2020 the Company recognized management fees and reimbursable expenses of $3.8$2.3 million and $11.4$2.7 million, respectively, of interest expense related to dividends on mandatorily redeemable preferred stock. During the nine months ended September 30, 2021 and 2020 the Company recognized $6.9 million and $3.9$6.9 million, respectively, of interest expense related to dividends on mandatorily redeemable preferred stock.

Surety Bonds, Letters of Credit and Guarantees
As of September 30, 2021, the Company and its subsidiaries had outstanding surety bonds, commercial standby letters of credit and bank guarantees of $8.8 million, $28.9 million and $11.5$0.2 million, respectively. These surety bonds, letters of credit and bank guarantees relate to various operational matters including insurance, lease and performance bonds as well as other items.

NOTE 6 – COMMITMENTS AND CONTINGENCIES
The Company and its subsidiaries are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in the Company’s assumptions or the effectiveness of its strategies related to these proceedings. Additionally, due to the inherent uncertainty of
19


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on the Company’s financial condition or results of operations.
Although the Company is involved in a variety of legal proceedings in the ordinary course of business, a large portion of the Company’s litigation arises in the following contexts: commercial/contract disputes; defamation matters; employment and benefits related claims; intellectual property claims; real estate matters; governmental investigations; and tax disputes.
Alien Ownership Restrictions and FCC Petitions for Declaratory Ruling
The Communications Act and FCC regulation prohibit foreign entities and individuals from having direct or indirect ownership or voting rights of more than 25 percent in a corporation controlling the licensee of a radio broadcast station unless the FCC finds greater foreign ownership to be in the public interest. Under the Plan of Reorganization, the Company committed to file a petition for declaratory ruling (the “PDR”) requesting the FCC to permit the Company to be up to 100% foreign-owned.
On November 5, 2020, the FCC issued a declaratory ruling granting the relief requested by the PDR (the “Declaratory Ruling”), subject to certain conditions, as described further in Note 8, Stockholder's Equity below.
On November 9, 2020, the Company notified the holders of Special Warrants of the commencement of an exchange process (the “Exchange Notice”). On January 8, 2021, the Company exchanged a portion of the outstanding Special Warrants into Class A common stock or Class B common stock, in compliance with the Declaratory Ruling, the Communications Act and FCC rules (the “Exchange”). Following the Exchange, the Company’s remaining Special Warrants continue to be exercisable for shares of Class A common stock or Class B common stock. See “Item 1. Business – Regulation of Our Business, Alien Ownership Restrictions” of our Annual Report on Form 10-K for the year ended December 31, 2020 and "Part II, Item 1A. Risk Factors - Regulatory, Legislative and Litigation Risks, Regulations imposed by the Communications Act and the FCC limit the amount of foreign individuals or entities that may invest in our capital stock without FCC approval" in this Quarterly Report on Form 10-Q for additional information.
On March 8, 2021, the Company filed a remedial petition for declaratory ruling (the “Remedial PDR”) with the FCC. The Remedial PDR relates to the acquisition by Global Media & Entertainment Investments Ltd (f/k/a Honeycomb Investments Limited) (“Global Investments”) of the Company’s Class A Common Stock. Specifically, on February 5, 2021, Global Investments, The Global Media & Entertainment Investments Trust (the “GMEI Trust”), James Hill (as trustee of the GMEI Trust), Simon Groom (as trustee of the GMEI Trust) and Michael Tabor (as beneficiary of the GMEI Trust) (together with Global Investments and any affiliates or third parties to whom they may assign or transfer any of their rights or interests, the “GMEI Investors”) filed a Schedule 13D with the SEC, in which the GMEI Investors disclosed beneficial ownership of 9,631,329 shares of the Company’s Class A Common Stock, which at that time represented approximately 8.7% of the Company’s outstanding Class A Common Stock. This ownership interest is inconsistent with the FCC’s foreign ownership rules and the Declaratory Ruling issued by the FCC relating to the Company’s foreign ownership on November 5, 2020, both of which limit a foreign investor in the GMEI Investors’ position to holding no more than 5% of the Company’s voting equity or total equity without prior FCC approval. The Remedial PDR, which was filed pursuant to the rules and regulations of the FCC, seeks (a) specific approval for the more than 5% equity and voting interests in the Company presently held by the GMEI Investors and (b) as amended, advance approval for the GMEI Investors to increase their equity and voting interest in the Company up to any non-controlling amount not to exceed 14.99%. The Remedial PDR remains pending before the FCC.
On March 26, 2021, the FCC conditioned the approval of applications by the Company to acquire certain radio stations, which were pending prior to the GMEI Investors’ Schedule 13D filing, on the Company taking certain actions with respect to the GMEI Investors' rights as stockholders of the Company. On that same date, and in order to implement the conditions required by the FCC, the Company’s Board of Directors (the “Board”) resolved to take certain actions to limit the rights of the GMEI Investors, including, but not limited to, suspending all voting rights of GEMI Investors until and unless the FCC releases a declaratory ruling granting specific approval for each of the GMEI Investors to hold more than 5 percent of the equity and/or voting interests of the Company.
20


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Tax Matters Agreement
On the Effective Date, the Company emerged from Chapter 11 and effectuated a series of transactions through which Clear Channel Outdoor Holdings, Inc. ("CCOH"), its parent Clear Channel Holdings, Inc. (“CCH”) and its subsidiaries (collectively with CCOH and CCH, the “Outdoor Group”) were separated from, and ceased to be controlled by, the Company and its subsidiaries (the “Separation”).
In connection with the Separation, the Company entered into the Tax Matters Agreement by and among iHeartMedia, iHeartCommunications, iHeart Operations, Inc., CCH, CCOH and Clear Channel Outdoor, Inc., to allocate the responsibility of iHeartMedia and its subsidiaries, on the one hand, and CCOH and its subsidiaries, on the other, for the payment of taxes arising prior and subsequent to, and in connection with, the Separation.
The Tax Matters Agreement requires that iHeartMedia and iHeartCommunications indemnify CCOH and its subsidiaries, and their respective directors, officers and employees, and hold them harmless, on an after-tax basis, from and against certain tax claims related to the Separation. In addition, the Tax Matters Agreement requires that CCOH indemnify iHeartMedia for certain income taxes paid by iHeartMedia on behalf of CCOH and its subsidiaries.

NOTE 7 – INCOME TAXES
On March 11, 2021 the President signed into law the American Rescue Plan Act, which included provisions on taxes, health care, unemployment benefits, direct payments, state and local funding and other issues. The tax provisions will not have a material impact on the Company’s tax provision calculations.

The Company’s income tax benefit (expense) for the three and nine months ended September 30, 2016,2021 and the three and nine months ended September 30, 2020 consisted of the following components:
(In thousands)Three Months Ended
September 30,		Nine Months Ended
September 30,
2021202020212020
Current tax expense$(7,651)$(1,698)$(12,717)$(5,134)
Deferred tax benefit (expense)34,798 16,926 (64,520)214,615 
Income tax benefit (expense)$27,147 $15,228 $(77,237)$209,481 

The effective tax rates for the three and nine months ended September 30, 2021 were 115.6% and (40.0)%, respectively. The effective tax rates were primarily impacted by the forecasted increase in valuation allowance against certain deferred tax assets, related primarily to disallowed interest expense carryforwards, due to uncertainty regarding the Company’s ability to utilize those assets in future periods.




The effective tax rates for the three and nine months ended September 30, 2020 were 32.2% and 9.8%, respectively. The effective tax rate for the nine months ended September 30, 2020 was primarily impacted by the impairment charges to non-deductible goodwill. The deferred tax benefit primarily consists of $125.5 million related to the FCC license impairment charges recorded during the period.


NOTE 8 – STOCKHOLDER'S EQUITY
Pursuant to the Company's 2019 Equity Incentive Plan (the "2019 Plan"), the Company historically granted restricted stock units and options to purchase shares of the Company's Class A common stock to certain key individuals. On April 21, 2021, our 2021 Long-Term Incentive Award Plan (the “2021 Plan”) was approved by stockholders and replaced the 2019 Plan. Pursuant to our 2021 Plan, we will continue to grant restricted stock units and options to purchase shares of the Company's Class A common stock to certain key individuals.

21


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Share-based Compensation
Share-based compensation expenses are recorded in Selling, general and administrative expenses and were $6.0 million and $5.9 millionfor the Company for the three months ended September 30, 2021 and the three months ended September 30, 2020, respectively. Share-based compensation expenses are recorded in Selling, general and administrative expenses and were $17.6 million and $14.7 millionfor the Company for the nine months ended September 30, 2021 and September 30, 2020, respectively.
In August 2020, the Company issued performance-based restricted stock units ("Performance RSUs") to certain key employees. Such Performance RSUs vest upon the achievement of critical operational (cost savings) improvements and specific environmental, social and governance initiatives, which are being measured over an approximately 18-month period from the date of issuance. In the three and nine months ended September 30, 2021, the Company recognized $0.4 million and $1.4 million in relation to these Performance RSUs. In the three and nine months ended September 30, 2020, the Company recognized $1.1 million in relation to these Performance RSUs.
As of September 30, 2021, there was $45.0 million of unrecognized compensation cost related to unvested share-based compensation arrangements with vesting based on service conditions. This cost is expected to be recognized over a weighted average period of approximately 2.3 years. In addition, as of September 30, 2021, there was $0.3 million of unrecognized compensation cost related to unvested share-based compensation arrangements that will vest based on certain performance conditions.
Common Stock and Special Warrants
The Company is authorized to issue 2,100,000,000 shares, consisting of (a) 1,000,000,000 shares of Class A Common Stock, par value $0.001 per share (the “Class A Common Stock”), (b) 1,000,000,000 shares of Class B Common Stock, par value $0.001 per share (the “Class B Common Stock”), and (c) 100,000,000 shares of preferred stock, par value $0.001 per share (the “Preferred Stock”).
The following table presents the Company's Class A Common Stock, Class B Common Stock and Special Warrants issued and outstanding as of September 30, 2021:
September 30,
2021
(Unaudited)
Class A Common Stock, par value $.001 per share, 1,000,000,000 shares authorized119,669,831 
Class B Common Stock, par value $.001 per share, 1,000,000,000 shares authorized22,505,661 
Special Warrants5,304,430 
  Total Class A Common Stock, Class B Common Stock and Special Warrants issued147,479,922 

During the three and nine months ended September 30, 2021, stockholders converted 1,130,851 and 6,718,576 shares of the Class B common stock into Class A common stock. During the three and nine months ended September 30, 2020, stockholders converted 7,263 and 13,323 shares of the Class B common stock into Class A common stock.
Special Warrants
Each Special Warrant issued under the special warrant agreement entered into in connection with the Reorganization may be exercised by its holder to purchase 1 share of Class A common stock or Class B common stock at an exercise price of $0.001 per share, unless the Company in its sole discretion believes such exercise would, alone or in combination with any other existing or proposed ownership of common stock, result in, subject to certain exceptions, (a) such exercising holder owning more than 4.99 percent of the Company's outstanding Class A common stock, (b) more than 22.5 percent of the Company's capital stock or voting interests being owned directly or indirectly by foreign individuals or entities, (c) the Company exceeding any other applicable foreign ownership threshold or (d) violation of any provision of the Communications Act or restrictions on ownership or transfer imposed by the Company's certificate of incorporation or the decisions, rules and policies of the FCC. Any holder exercising Special Warrants must complete and timely deliver to the warrant agent the required exercise forms and
22


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
certifications required under the special warrant agreement.  The Communications Act and FCC regulations prohibit foreign entities or individuals from indirectly (i.e., through a parent company) owning or voting more than 25 percent of a licensee’s equity, unless the FCC determines that greater indirect foreign ownership is in the public interest.  As described further in Note 6 above, on July 25, 2019, the Company filed a PDR requesting FCC consent to exceed the 25 percent foreign ownership and voting benchmarks. On November 5, 2020, the FCC issued the Declaratory Ruling granting the relief requested by the PDR.
On November 9, 2020, the Company sent Exchange Notices to the holders of Special Warrants, notifying them of the Exchange process. On January 8, 2021, the Company exchanged a portion of the outstanding Special Warrants into Class A common stock or Class B common stock, in compliance with the Declaratory Ruling, the Communications Act and FCC rules. Following the Exchange, the Company’s remaining Special Warrants continue to be exercisable for shares of Class A common stock or Class B common stock. See "Part II, Item 1A. Risk Factors - Regulations imposed by the Communications Act and the FCC limit the amount of foreign individuals or entities that may invest in our capital stock without FCC approval" of this Quarterly Report on Form 10-Q and "Part I, Item 1. Business – Regulation of Our Business, Alien Ownership Restrictions" of our Annual Report on Form 10-K for the year ended December 31, 2020 for additional information.
During the three and nine months ended September 30, 2021, stockholders exercised 60,698 and 47,197,139 Special Warrants for an equivalent number of shares of Class A common stock, respectively. There were no Special Warrants exercised for an equivalent number of shares of Class B common stock during the three months ended September 30, 2021. During the nine monthsended September 30, 2021, stockholders exercised 22,337,312 Special Warrants for an equivalent number of shares of Class B common stock. During the three and nine months ended September 30, 2020 , stockholders exercised 1,986,278 and 4,990,132 Special Warrants for an equivalent number of shares of Class A common stock. During the three and nine months ended September 30, 2020, stockholders exercised 704 and 2,049 Special Warrants for an equivalent number of shares of Class B common stock.

As further described in Note 6, Commitments and Contingencies above, on March 26, 2021, the Company’s Board resolved to take certain actions to limit the rights of the GMEI Investors in order to implement certain conditions required by the FCC. Such actions, included, but are not limited to, suspending all voting rights of GMEI Investors until and unless the FCC releases a declaratory ruling granting specific approval for each of the GMEI Investors to hold more than 5% of the equity and/or voting interests of the Company.
23


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Computation of Loss per Share
(In thousands, except per share data)Three Months Ended
September 30,		Nine Months Ended
September 30,
 2021202020212020
NUMERATOR:    
Net income (loss) attributable to the Company – common shares$3,180 $(32,112)$(270,829)$(1,918,165)
DENOMINATOR(1):
   
Weighted average common shares outstanding - basic147,040 146,152 146,591 145,911 
  Stock options and restricted stock(2):
3,357 — — — 
Weighted average common shares outstanding - diluted150,397 146,152 146,591 145,911 
Net income (loss) attributable to the Company per common share:   
Basic$0.02 $(0.22)$(1.85)$(13.15)
Diluted$0.02 $(0.22)$(1.85)$(13.15)
(1) All of the outstanding Special Warrants are included in both the basic and diluted weighted average common shares outstanding of the Company for the three and nine months ended September 30, 2021 and 2020.
(2) Outstanding equity awards representing 0.3 million and 9.6 million shares of Class A common stock of the Company for the three months ended September 30, 2021 and 2020, respectively, and 10.6 million and 8.5 million for the nine months ended September 30, 2021 and 2020, respectively, were not included in the computation of diluted earnings per share because to do so would have been antidilutive.

On May 5, 2021, the Company’s short-term stockholder rights plan expired in accordance with its terms and the rights are no longer outstanding.

NOTE 9 – SEGMENT DATA
As discussed in Note 1, in connection with certain leadership and organizational changes implemented in the first quarter 2021, the Company revised its segment reporting as of January 1, 2021. The corresponding current and prior period segment disclosures were recast to reflect the current segment presentation. Segment Adjusted EBITDA is the segment profitability metric reported to the Company’s Chief Operating Decision Maker for purposes of decisions about allocation of resources to, and assessing performance of, each reportable segment.
The Company’s primary businesses are included in its Multiplatform Group and Digital Audio Group segments. Revenue and expenses earned and charged between Multiplatform Group, Digital Audio Group, Corporate and the Company's Audio & Media Services Group are eliminated in consolidation.  The Multiplatform Group provides media and entertainment services via broadcast delivery and also includes the Company’s events and national syndication businesses. The Digital Audio Group provides media and entertainment services via digital delivery.  The Audio & Media Services Group provides other audio and media services, including the Company’s media representation business (Katz Media) and its provider of scheduling and broadcast software (RCS).  Corporate includes infrastructure and support, including executive, information technology, human resources, legal, finance and administrative functions for the Company’s businesses. Share-based payments are recorded in Selling, general and administrative expense.
24


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The following tables present the Company's segment results for the Company for the three and nine months ended September 30, 2021 and 2020:
Segments
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupCorporate and other reconciling itemsEliminationsConsolidated
Three Months Ended September 30, 2021
Revenue$658,979 $205,769 $66,078 $— $(2,775)$928,051 
Operating expenses(1)
450,549 138,646 43,656 67,762 (2,775)697,838 
Segment Adjusted EBITDA(2)
$208,430 $67,123 $22,422 $(67,762)$— $230,213 
Depreciation and amortization(108,100)
Impairment charges(11,647)
Other operating expense, net(12,341)
Restructuring expenses(12,021)
Share-based compensation expense(5,993)
Operating income$80,111 
Intersegment revenues$112 $1,475 $1,188 $— $— $2,775 
Capital expenditures$35,082 $6,223 $3,967 $5,002 $— $50,274 
Share-based compensation expense$— $— $— $5,993 $— $5,993 
Segments
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupCorporate and other reconciling itemsEliminationsConsolidated
Three Months Ended September 30, 2020
Revenue$555,097 $116,200 $75,039 $— $(1,930)$744,406 
Operating expenses(1)
416,131 81,042 46,247 40,792 (1,930)582,282 
Segment Adjusted EBITDA(2)
$138,966 $35,158 $28,792 $(40,792)$— $162,124 
Depreciation and amortization(99,379)
Other operating expense, net(1,675)
Restructuring expenses(15,790)
Share-based compensation expense(5,885)
Operating income$39,395 
Intersegment revenues$168 $— $1,762 $— $— $1,930 
Capital expenditures$12,056 $4,029 $850 $2,042 $— $18,977 
Share-based compensation expense$— $— $— $5,885 $— $5,885 

25


IHEARTMEDIA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Segments
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupCorporate and other reconciling itemsEliminationsConsolidated
Nine Months Ended September 30, 2021
Revenue$1,762,726 $561,252 $182,390 $— $(10,047)$2,496,321 
Operating expenses(1)
1,268,107 399,828 124,148 197,317 (10,047)1,979,353 
Segment Adjusted EBITDA(2)
$494,619 $161,424 $58,242 $(197,317)$— $516,968 
Depreciation and amortization(343,408)
Impairment charges(49,391)
Other operating expense, net(27,491)
Restructuring expenses(47,216)
Share-based compensation expense(17,581)
Operating income$31,881 
Intersegment revenues$447 $4,547 $5,053 $— $— $10,047 
Capital expenditures$66,522 $17,934 $6,158 $10,721 $— $101,335 
Share-based compensation expense$— $— $— $17,581 $— $17,581 

Segments
(In thousands)Multiplatform GroupDigital Audio GroupAudio & Media Services GroupCorporate and other reconciling itemsEliminationsConsolidated
Nine Months Ended September 30, 2020
Revenue$1,541,823 $302,203 $174,517 $— $(5,855)$2,012,688 
Operating expenses(1)
1,265,094 231,589 127,774 120,906 (5,855)1,739,508 
Segment Adjusted EBITDA(2)
$276,729 $70,614 $46,743 $(120,906)$— $273,180 
Depreciation and amortization(299,494)
Impairment charges(1,733,235)
Other operating expense, net(3,247)
Restructuring expenses(72,947)
Share-based compensation expense(14,728)
Operating loss$(1,850,471)
Intersegment revenues$503 $— $5,352 $— $— $5,855 
Capital expenditures$34,843 $10,714 $2,473 $10,493 $— $58,523 
Share-based compensation expense$— $— $— $14,728 $— $14,728 
(1) Consolidated operating expenses consist of Direct operating expenses and Selling, general and administrative expenses and exclude Restructuring expenses, share-based compensation expenses and depreciation and amortization.
(2) For a definition of Adjusted EBITDA for the consolidated company and a reconciliation to Operating income, the most closely comparable GAAP measure, and to Net income (loss), please see "Reconciliation of Operating Loss to Adjusted EBITDA" and "Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA" in Item 2 of this Quarterly Report on Form 10-Q. Beginning on January 1, 2021, Segment Adjusted EBITDA became the segment profitability metric reported to the Company's Chief Operating Decision Maker for purposes of making decisions about allocation of resources to, and assessing performance of, each reportable segment.
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Format of Presentation
Management’s discussion and analysis of our financial condition and results of operations (“MD&A”) should be read in conjunction with the consolidated financial statements and related footnotes contained in Item 1 of this Quarterly Report on Form 10-Q.  Our discussion is presented10-Q of iHeartMedia, Inc. (the "Company," "iHeartMedia," "we," or "us"). 
Beginning on both a consolidated and segment basis. OurJanuary 1, 2021, we began reporting based on three reportable segments aresegments:
▪the iHeartMedia (“iHM”), Americas outdoor advertising (“Americas outdoor” or “Americas outdoor advertising”) and International outdoor advertising (“International outdoor” or “International outdoor advertising”). Our iHM segment provides media and entertainment services via live broadcast and digital delivery, and alsoMultiplatform Group, which includes our national syndication business. Our Americas outdoorBroadcast radio, Networks and International outdoor segments provide outdoor advertising services in their respective geographic regions using various digitalSponsorships and traditional display types. Included in Events businesses;
▪the “Other” category isiHeartMedia Digital Audio Group, which includes our Digital businesses, including Podcasting; and
▪the Audio & Media Services Group, which includes Katz Media Group (“Katz Media”), our full-service media representation business, Katz Media Group, which is ancillaryand RCS Sound Software ("RCS"), a provider of scheduling and broadcast software and services.
These reporting segments reflect how senior management operates the Company and align with certain leadership and organizational changes implemented in the first quarter of 2021. This structure provides improved visibility into the underlying performances, results, and margin profiles of our distinct businesses and enables senior management to our other businesses.better monitor trends at the operational level and address opportunities or issues as they arise via regular review of segment-level results and forecasts with operational leaders.
We manage our operating segments by focusing primarilyAdditionally, beginning on their operating income, while Corporate expenses, Other operating income (expense), net, Interest expense, Gain on marketable securities, Equity in earnings (loss) of nonconsolidated affiliates, Loss on extinguishment of debt, Other income, net and Income tax expense are managed on a total company basis and are, therefore, included only in our discussion of consolidated results.
Certain prior period amounts have been reclassified to conformJanuary 1, 2021, Segment Adjusted EBITDA became the segment profitability metric reported to the 2017 presentation.Company's Chief Operating Decision Maker for purposes of making decisions about allocation of resources to, and assessing performance of, each reportable segment. Segment Adjusted EBITDA is calculated as Revenue less operating expenses, excluding Restructuring expenses (as defined below) and share-based compensation expenses.
Over the past ten years, we have transitioned our business from a single platform radio broadcast operator to a company with multiple platforms including digital, podcasting, networks and events, as well as ad technology capabilities. We have also invested in numerous technologies and businesses to increase the competitiveness of our inventory with our advertisers and our audience. We believe the presentation of our results by segment provides additional insight into our broadcast radio business and our fast-growing digital business. We believe that our ability to generate cash flow from operations from our business initiatives and our current cash on hand will provide sufficient resources to fund and operate our business, fund capital expenditures and other obligations and make interest payments on our long-term debt for at least the next twelve months.
Description of our Business
Our iHM strategy centers on delivering entertaining and informative content where our listeners want to find us across multiple platforms,our Multiplatform Group, including broadcast mobile and digital, as well as events. Ourevents, and our Digital Audio Group, including podcasting and streaming services. The primary source of revenue for our Multiplatform Group is derived from selling local and national advertising time on our radio stations, with contracts typically less than one year in duration. The programming formats of our radio stations are designed to reach audiences with targeted demographic characteristics. We are workingwork closely with our advertising and marketing partners to develop tools and leverage data to enable advertisers to effectively reach their desired audiences. WeOur Multiplatform Group also generates revenue from network syndication, nationally recognized events and other miscellaneous transactions. Through our Digital Audio Group, we continue to expand the choices for listeners and we deliverderive revenue by delivering our content and sellselling advertising across multiple digital distribution channels, including digitally via our iHeartRadio mobile application, our station websites and other digital platforms which reach national, regional and local audiences. We also generate revenues from network syndication, our nationally recognized live events, our station websites and other miscellaneous transactions.
Management typically monitors our outdoor advertising business by reviewing the average rates, average revenue per display, occupancy and inventory levels of each of our display types by market. Our outdoor advertisingAudio & Media Services Group revenue is derived from selling advertising spacegenerated by services provided to broadcast industry participants through our Katz Media and RCS businesses. As a media representation firm, Katz Media generates revenue via commissions on media sold on behalf of the displays we own or operate in key markets worldwide, consisting primarily of billboards, street furnitureradio and transit displays.  Part of our long-term strategy for our outdoor advertising businesses istelevision stations that it represents, while RCS generates revenue by providing broadcast and webcast software and technology and services to pursue the technology of digital displays, including flat screens, LCDsradio stations, television music channels, cable companies, satellite music networks and LEDs, as additions to traditional methods of displaying our clients’ advertisements. We are currently installing these technologies in certain markets, both domestically and internationally.Internet stations worldwide.
Our advertising revenue for all of our segments is highly correlated to changes in gross domestic product (“GDP”) as advertising spending has historically trended in line with GDP, both domesticallyGDP.  A recession or downturn in the U.S. economy could have a significant impact on the Company’s ability to generate revenue. As a result of the impact of the coronavirus pandemic (“COVID-19”) and internationally.  Internationally,the resulting impact on the U.S. economy, our revenue for the nine months ended September 30, 2021 was negatively impacted. Beginning
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in March 2020 and continuing in the following months, we saw a sharp decline in each of our Broadcast radio, Networks and Sponsorships revenue streams. Although our results arefor the third quarter of 2021 continued to be impacted by fluctuationsthe effects of the COVID-19 pandemic, our revenue for both the three months ended June 30, 2021 and September 30, 2021 increased significantly compared to the three months ended June 30, 2020 and September 30, 2020. Although revenues significantly increased in foreign currency exchange ratesthe nine months ended September 30, 2021 compared to the prior year for our Broadcast radio, Networks and Sponsorships revenue streams of our Multiplatform Group, revenue from these revenue streams has not fully recovered from the impact of COVID-19. Our Digital Audio Group revenues, including podcasting, have continued to grow each quarter year-over-year during the COVID-19 pandemic.
As the business environment continues to build positive momentum, we expect that the traditional promotional use of radio to be a strong benefit to us. As businesses continue to recover, we believe that we are advantaged by our unparalleled reach and the live and local trusted voices that advertisers need to get their messages out quickly.
In January 2020, we announced key modernization initiatives designed to take advantage of the significant investments that the Company has made in new technologies to build an improved operating infrastructure to upgrade products and deliver incremental cost efficiencies. This modernization is a multi-pronged set of strategic initiatives that we believe positions the Company for sustainable long-term growth, margin expansion, and value creation for stockholders.
Our investments in modernization delivered approximately $50 million of in-year savings in 2020 and remain on track to achieve the target of $100 million of cost savings in 2021.
In April 2020, we announced approximately $200 million of incremental in-year operating-expense-saving initiatives in response to the weaker economic environment caused by the COVID-19 pandemic. As previously announced, the Company has implemented plans to make the majority of the savings permanent. For more information, please see the Liquidity and Capital Resources - Anticipated Cash Requirements section below.
Impairment Charges
As part of our operating-expense-savings initiatives, we have taken proactive steps to streamline our real estate footprint and reduce related structural lease expenses incurred by the Company. These strategic actions typically result in impairment charges due to the write-down of the affected right-of-use assets and related fixed assets, including leasehold improvements. For the nine months ended September 30, 2021, we recognized non-cash impairment charges of $49.4 million as wella result of these cost-savings initiatives.
We perform our annual impairment test on goodwill and indefinite-lived intangible assets, including FCC licenses, as of July 1 of each year. No impairment was required as part of the 2021 annual impairment testing. As a result of the COVID-19 pandemic and the economic conditionsdownturn starting in March 2020, the foreign marketsCompany performed interim impairment tests as of March 31, 2020 on its indefinite-lived FCC licenses and goodwill, resulting in whichnon-cash impairment charges of $502.7 million and $1.2 billion on its FCC licenses and goodwill, respectively. For more information, see Note 4, Property, Plant and Equipment, Intangible Assets and Goodwill to the consolidated financial statements located in Item 1 of this Quarterly Report on Form 10-Q for a further description of the impairment charges and annual impairment tests.
While we havebelieve we made reasonable estimates and utilized reasonable assumptions to calculate the fair values of our long-lived assets, indefinite-lived FCC licenses and reporting units, it is possible a material change could occur to the estimated fair value of these assets. If our actual results are not consistent with our estimates, we could be exposed to future impairment losses that could be material to our results of operations.
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Executive Summary
Although our results for the third quarter of 2021 continued to be impacted by the effects of the COVID-19 pandemic, our revenues increased significantly, including revenue from our Multiplatform segment, which includes our broadcast radio, networks and sponsorship and events businesses. Digital revenue, including podcasting, continued to grow year-over-year.
The key developments that impacted our business during the quarter are summarized below:
•Consolidated revenue decreased $29.2Revenue of $928.1 million increased $183.6 million, or 24.7% during the three monthsquarter ended September 30, 20172021 compared to Revenue of $744.4 million in the prior year's third quarter.
•Revenue and Segment Adjusted EBITDA from our Multiplatform Group increased $103.9 million and $69.5 million compared to the same period of 2016. Excluding the $10.2prior year's third quarter, respectively.
•Revenue and Segment Adjusted EBITDA from our Digital Audio Group increased $89.6 million impact from movements in foreign exchange rates, consolidated revenue decreased $39.4and $32.0 million during the three months ended September 30, 2017 compared to the same period of 2016, primarily dueprior year's third quarter, respectively.
•Revenue and Segment Adjusted EBITDA from our Audio & Media Services Group decreased $9.0 million and $6.4 million compared to the salesprior year's third quarter, respectively.
•Operating income of certain outdoor businesses, which generated $2.6$80.1 million and $41.9was up from $39.4 million in revenuethe prior year’s third quarter.
•Net income of $3.7 million compared to a Net loss of $32.1 million in the three months ended September 30, 2017prior year's third quarter.
•Adjusted EBITDA(1) of $230.2 million, was up $68.1 million from $162.1 million in prior year's third quarter.
•Cash flows provided by operating activities of $95.7 million increased from Cash flows provided by operating activities of $33.3 million in the prior year's third quarter.
•Free cash flow(2) of $45.5 million improved from $14.3 million in the prior year's third quarter.

The table below presents a summary of our historical results of operations for the periods presented:
(In thousands)Three Months Ended
September 30,		%
20212020Change
Revenue$928,051 $744,406 24.7 %
Operating income$80,111 $39,395 103.4 %
Net income (loss)$3,673 $(32,112)NM
Cash provided by operating activities$95,736 $33,252 187.9 %
Adjusted EBITDA(1)
$230,213 $162,124 42.0 %
Free cash flow(2)
$45,462 $14,275 218.5 %
(1) For a definition of Adjusted EBITDA and 2016, respectively.
On August 14, 2017, CCIBV, our indirect subsidiary, issued at a $6.0 million premium $150.0 million principal amountreconciliation to Operating income (loss), the most closely comparable GAAP measure, and to Net income (loss), please see "Reconciliation of 8.75% Senior Notes due 2020.
During the third quarterOperating Income (Loss) to Adjusted EBITDA" and "Reconciliation of 2017, Americas outdoor sold its ownership interest in a joint venture in CanadaNet Income (Loss) to EBITDA and recognized a net loss on sale of $12.1 million.
In October 2017, iHeartCommunications exchanged $45.0 million of 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications for $45.0 million of 10.0% Senior Notes due 2018 that were held by unaffiliated third parties.



Revenues and expenses “excluding the impact of foreign exchange movements”Adjusted EBITDA" in this Management’s Discussion & AnalysisMD&A.
(2) For a definition of Financial ConditionFree cash flow and Resultsa reconciliation to Cash provided by operating activities, the most closely comparable GAAP measure, please see “Reconciliation of Operations are presented because management believes that viewing certain financial results without the impact of fluctuationsCash provided by operating activities to Free cash flow” in foreign currency rates facilitates period to period comparisons of business performance and provides useful information to investors.  Revenues and expenses “excluding the impact of foreign exchange movements” are calculated by converting the current period’s revenues and expenses in local currency to U.S. dollars using average foreign exchange rates for the prior period. this MD&A.

Consolidated


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Results of Operations
The tables below present the comparison of our historical results of operations for the three and nine months ended September 30, 20172021 to the three and nine months ended September 30, 2016 is2020:
(In thousands)Three Months Ended
September 30,		Nine Months Ended
September 30,
2021202020212020
Revenue$928,051 $744,406 $2,496,321 $2,012,688 
Operating expenses:
Direct operating expenses (excludes depreciation and amortization)325,766 270,862 939,094 808,925 
Selling, general and administrative expenses (excludes depreciation and amortization)390,086 333,095 1,105,056 1,018,258 
Depreciation and amortization108,100 99,379 343,408 299,494 
Impairment charges11,647 — 49,391 1,733,235 
Other operating expense, net12,341 1,675 27,491 3,247 
Operating income (loss)80,111 39,395 31,881 (1,850,471)
Interest expense, net82,481 85,562 252,489 257,614 
Gain (loss) on investments, net(10,367)62 39,468 (8,613)
Equity in loss of nonconsolidated affiliates(1,056)(58)(1,115)(653)
Other expense, net(9,681)(1,177)(10,851)(10,295)
Loss before income taxes(23,474)(47,340)(193,106)(2,127,646)
Income tax benefit (expense)27,147 15,228 (77,237)209,481 
Net income (loss)3,673 (32,112)(270,343)(1,918,165)
Less amount attributable to noncontrolling interest493 — 486 — 
Net income (loss) attributable to the Company$3,180 $(32,112)$(270,829)$(1,918,165)

The tables below present the comparison of our revenue streams for the three and nine months ended September 30, 2021 to the three and nine months ended September 30, 2020:
(In thousands)Three Months Ended
September 30,		%Nine Months Ended
September 30,		%
20212020Change20212020Change
Broadcast Radio$483,456 $404,460 19.5 %$1,293,134 $1,110,155 16.5 %
Networks127,920 118,982 7.5 %366,592 349,889 4.8 %
Sponsorship and Events42,663 28,898 47.6 %93,641 73,055 28.2 %
Other4,940 2,757 79.2 %9,359 8,724 7.3 %
Multiplatform Group658,979 555,097 18.7 %1,762,726 1,541,823 14.3 %
Digital, excluding Podcast141,573 93,574 51.3 %405,276 242,479 67.1 %
Podcast64,196 22,626 183.7 %155,976 59,724 161.2 %
Digital Audio Group205,769 116,200 77.1 %561,252 302,203 85.7 %
Audio & Media Services Group66,078 75,039 (11.9)%182,390 174,517 4.5 %
Eliminations(2,775)(1,930)(10,047)(5,855)
Revenue, total$928,051 $744,406 24.7 %$2,496,321 $2,012,688 24.0 %

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Consolidated results for the three and nine months ended September 30, 2021 compared to the consolidated results for the three and nine months ended September 30, 2020 were as follows:

(In thousands)Three Months Ended
September 30,		 %
Change		 Nine Months Ended
September 30,		 
%
Change
 2017 2016  2017 2016 
Revenue$1,537,416
 $1,566,582
 (1.9)% $4,457,106
 $4,542,852
 (1.9)%
Operating expenses:           
Direct operating expenses (excludes depreciation and amortization)621,895
 591,740
 5.1% 1,807,534
 1,771,590
 2.0%
Selling, general and administrative expenses (excludes depreciation and amortization)438,654
 421,700
 4.0% 1,336,563
 1,281,849
 4.3%
Corporate expenses (excludes depreciation and amortization)77,967
 86,832
 (10.2)% 233,487
 252,348
 (7.5)%
Depreciation and amortization149,749
 158,453
 (5.5)% 443,650
 476,053
 (6.8)%
Impairment charges7,631
 8,000
 (4.6)% 7,631
 8,000
 (4.6)%
Other operating income (expense), net(13,215) (505)   24,785
 219,768
  
Operating income228,305
 299,352
 (23.7)% 653,026
 972,780
 (32.9)%
Interest expense470,250
 459,852
   1,388,747
 1,389,793
  
Loss on investments, net(2,173) (13,767)   (2,433) (13,767)  
Equity in earnings (loss) of nonconsolidated affiliates(2,238) 1,117
   (2,240) (926)  
Gain on extinguishment of debt—
 157,556
   —
 157,556
  
Other income (expense), net2,223
 (7,323)   (11,244) (47,054)  
Loss before income taxes(244,133) (22,917)   (751,638) (321,204)  
Income tax expense(2,051) (5,613)   (50,143) (42,243)  
Consolidated net loss(246,184) (28,530)   (801,781) (363,447)  
Less amount attributable to noncontrolling interest1,993
 6,471
   8,648
 38,950
  
Net loss attributable to the Company$(248,177) $(35,001)   $(810,429) $(402,397)  
Revenue
Consolidated Revenue
Consolidated revenue decreased $29.2increased $183.6 million during the three months ended September 30, 20172021 compared to the same period of 2016. Excluding2020. The increase in Consolidated revenue is attributable to the $10.2continued recovery from the macroeconomic effects of COVID-19 and the continuing growth of our operating businesses. Multiplatform revenue increased $103.9 million, impactor 18.7%, primarily resulting from movementsstrengthening demand for broadcast advertising compared to the third quarter of 2020, partially offset by lower political advertising revenue compared to the same period of 2020, which was a presidential election year. Digital Audio revenue increased $89.6 million, or 77.1%, driven primarily by continuing increases in foreign exchange rates, consolidateddemand for digital advertising and the continued growth of podcasting. Audio & Media Services revenue decreased $39.4$9.0 million due to lower political advertising revenue, partially offset by the continued recovery from the impact of COVID-19.
Consolidated revenue increased $483.6 million during the nine months ended September 30, 2021 compared to the same period of 2020. The increase in Consolidated revenue is attributable to the continued recovery from the macroeconomic effects of COVID-19 and the continuing growth of our operating businesses. Multiplatform revenue increased $220.9 million, primarily resulting from strengthening demand for broadcast advertising. Digital Audio revenue increased $259.0 million, driven primarily by continuing increases in demand for digital advertising, including continued growth in podcasting. Audio & Media Services revenue increased $7.9 million primarily due to the continued recovery from the impact of COVID-19, partially offset by decreases in political advertising revenue.

Direct Operating Expenses
Consolidated direct operating expenses increased $54.9 million during the three months ended September 30, 20172021 compared to the same period of 2016. Revenue growth from our iHM business was offset by lower revenue generated by our International and Americas outdoor businesses2020, primarily as a result of the salesexpenses directly associated with the significant increase in revenue. The increase in direct operating expenses was driven primarily by higher content and talent and profit sharing expenses, third-party digital costs, and costs related to the return of local and national live events. The increase in Consolidated direct operating expenses was partially offset by lower employee compensation and other expenses resulting from our businessesmodernization and cost-reduction initiatives executed in Canada in 20172020 and Australia in 2016, which generated $2.6 million and $41.9 million in revenue in the three months ended September 30, 2017 and 2016, respectively.2021.
Consolidated revenue decreased $85.7direct operating expenses increased $130.2 million during the nine months ended September 30, 20172021 compared to the same period of 2016. Excluding2020. The increase in Direct operating expenses was driven primarily by higher variable expenses, along with higher third-party digital costs and talent and profit sharing expenses due to higher revenue. In addition, variable operating expenses, including music license and performance royalty fees, also increased as a result of higher revenue. Variable expenses related to events also increased as a result of the $18.1return of live events. The increase in Consolidated direct operating expenses was partially offset by lower employee compensation and other expenses resulting from our modernization and cost-reduction initiatives executed in 2020 and early 2021.
Selling, General and Administrative (“SG&A”) Expenses
Consolidated SG&A expenses increased $57.0 million impactduring the three months ended September 30, 2021 compared to the same period of 2020. The increase in Consolidated SG&A expenses was driven primarily by increased employee compensation expenses resulting primarily from movementshigher variable bonus expense based on financial performance and higher sales commission expenses as a result of higher revenue. In the prior year the Company did not pay bonuses to the vast majority of employees. In addition, increased headcount resulting from investments in foreign exchange rates, consolidated revenue decreased $67.6our digital businesses contributed to the increase in Consolidated SG&A expenses. These increases were partially offset by lower trade expense due to the timing of expenses incurred in connection with the iHeartRadio Music Festival, as well as decreases in employee compensation and other expenses resulting from modernization and cost-reduction initiatives taken in response to the COVID-19 pandemic.


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Consolidated SG&A expenses increased $86.8 million during the nine months ended September 30, 20172021 compared to the same period of 2016. Revenue growth2020. The increase in SG&A expenses was driven primarily by higher employee compensation expenses resulting from higher variable bonus accruals based on financial performance as well as an increase in headcount resulting from investments in our iHM business was offset by lower revenue generated by our International and Americas outdoor businessesdigital businesses. Sales commission expenses also increased as a result of the sales of our businesses in Canada in 2017 and Australia and Turkey in 2016, which generated $13.7 million and $131.2 million in


revenue in the nine months ended September 30, 2017 and 2016, respectively.
Consolidated Direct Operating Expenses
Consolidated direct operating expenses increased $30.2 million during the three months ended September 30, 2017 compared to the same period of 2016. Excluding the $7.2 million impact from movements in foreign exchange rates, consolidated direct operating expenses increased $23.0 million during the three months ended September 30, 2017 compared to the same period of 2016. Higher direct operating expenses in our iHM business, due mostly to a $33.8 million prior year benefit resulting from the renegotiation of certain contracts, washigher revenue. These increases were partially offset by lower direct operating expenses in our International and Americas outdoor businesses as a result of the sales of our business in Australia in 2016 and Canada in 2017.
Consolidated direct operating expenses increased $35.9 million during the nine months ended September 30, 2017 comparedbad debt expense, lower trade expense due to the same periodtiming of 2016. Excluding the $11.3 million impact from movements in foreign exchange rates, consolidated direct operating expenses increased $47.2 million during the nine months ended September 30, 2017 compared to the same period of 2016. Higher direct operating expenses in our iHM business, due mostly to a $33.8 million prior year benefit resulting from the renegotiation of certain contracts, were partially offset by the impact of the sale of our businesses in Australia and Turkey in 2016 and Canada in 2017.
Consolidated Selling, General and Administrative (“SG&A”) Expenses
Consolidated SG&A expenses increased $17.0 million during the three months ended September 30, 2017 compared to the same period of 2016. Excluding the $2.6 million impact from movements in foreign exchange rates, consolidated SG&A expenses increased $14.4 million during the three months ended September 30, 2017 compared to the same period of 2016. Higher SG&A expenses were primarily driven by trade and barter expenses in our iHM business.
Consolidated SG&A expenses increased $54.7 million during the nine months ended September 30, 2017 compared to the same period of 2016. Excluding the $3.0 million impact from movements in foreign exchange rates, consolidated SG&A expenses increased $57.7 million during the nine months ended September 30, 2017 compared to the same period of 2016. Higher SG&A expenses were primarily driven by trade and barter expenses in our iHM business and were partially offset by a decrease in SG&A expenses resulting primarily from the sales of our businesses in Australia and Turkey in 2016 and Canada in 2017.
Corporate Expenses
Corporate expenses decreased $8.9 million during the three months ended September 30, 2017 compared to the same period of 2016 primarily resulting from lower employee benefits and variable compensation expenses. For the three month period ended September 30, 2017, we incurred professional fees directly related to the notes exchange offers and term loan offers and, accordingly, such fees are reflected in Other Income (Expense), net as further discussed below.
Corporate expenses decreased $18.9 million during the nine months ended September 30, 2017 compared to the same period of 2016. Excluding the $1.9 million impact from movements in foreign exchange rates, corporate expenses decreased $17.0 million during the nine months ended September 30, 2017 compared to the same period of 2016. For the nine month period ended September 30, 2016, professional fees incurred in connection with our capital structure were reflected as part of corporate expenses. For the nine month period ended September 30, 2017, we incurred professional fees directly related to the notes exchange offers and term loan offers and, accordingly, such fees are reflected in Other Income (Expense), net as further discussed below. Employee benefit expense was also lower. The reduction in Corporate expenses was partially offset by higher spending on strategic revenue and efficiency initiatives.
Strategic Revenue and Efficiency Initiatives
Included in the amounts for direct operating expenses, SG&A and corporate expenses discussed above are expenses incurred in connection with our strategic revenue and efficiency initiatives. These costs consist primarily of severance related to workforce initiatives, consolidation of locations and positions, contract cancellation costs, consulting expenses,the iHeartRadio Music Festival, as well as decreases in employee compensation and other costs incurredexpenses resulting from modernization and cost-reduction initiatives taken in connection with improving our businesses. These costs are expectedresponse to provide benefits in future periods as the initiative results are realized.COVID-19 pandemic.
Strategic revenue and efficiency costs were $6.0 million during the three months ended September 30, 2017. Of these expenses, $2.4 million was incurred by our iHM segment, $0.5 million was incurred by our Americas outdoor segment, $2.0 million was incurred by our International outdoor segment and $1.1 million was incurred by Corporate. Additionally, $1.8 million of these costs are reported within direct operating expenses, $3.1 million are reported within SG&A and $1.1 million are reported within corporate expenses. 


Strategic revenue and efficiency costs were $6.0 million during the three months ended September 30, 2016. Of these expenses, $2.5 million was incurred by our iHM segment, $0.3 million was incurred by our Americas outdoor segment, $2.1 million was incurred by our International outdoor segment, $0.1 million was incurred by our Other category and $1.0 million was incurred by Corporate. Additionally, $1.9 million of these costs are reported within direct operating expenses, $3.1 million are reported within SG&A and $1.0 million are reported within corporate expenses.
Strategic revenue and efficiency costs were $31.0 million during the nine months ended September 30, 2017. Of these expenses, $14.4 million was incurred by our iHM segment, $1.4 million was incurred by our Americas outdoor segment, $6.0 million was incurred by our International outdoor segment, $4.1 million was incurred by our Other category and $5.1 million was incurred by Corporate. Additionally, $10.6 million of these costs are reported within direct operating expenses, $15.3 million are reported within SG&A and $5.1 million are reported within corporate expenses. 
Strategic revenue and efficiency costs were $19.4 million during the nine months ended September 30, 2016. Of these expenses, $11.7 million was incurred by our iHM segment, $1.9 million was incurred by our Americas outdoor segment, $3.6 million was incurred by our International outdoor segment, $0.5 million was incurred by our Other segment and $1.7 million was incurred by Corporate. Additionally, $7.1 million of these costs are reported within direct operating expenses, $10.6 million are reported within SG&A and $1.7 million are reported within corporate expenses.
Depreciation and Amortization
Depreciation and amortization decreasedincreased $8.7 million and $43.9 million during the three months ended September 30, 2017, compared to the same period of 2016. The decrease was primarily due to assets becoming fully depreciated or fully amortized and the disposal of assets related to the sale of our Australia business in 2016.
Depreciation and amortization decreased $32.4 million during the nine months ended September 30, 2017,2021 compared to the same periodperiods of 2016. The decrease was2020, primarily due to assets becoming fully depreciated or fully amortizedas a result of increased capital expenditures and the disposalimpact of assets related to the saleacquired businesses, and accelerated amortization of our outdoor non-strategic U.S. markets and Australia and Turkey businesses in 2016.certain intangible assets.
Impairment Charges
The Company performs itsWe perform our annual impairment test on our goodwill and FCC licenses as of July 1 of each year. In addition, we test for impairment of property, plant and equipmentintangible assets whenever events and circumstances indicate that depreciablesuch assets might be impaired. As a resultpart of these impairment tests,our operating expense-savings initiatives, we recordedhave taken strategic actions to streamline our real estate footprint and related expenses, resulting in impairment charges due to the write-down of $7.6 million during the threeright-of-use assets and nine months ended September 30, 2017, related to one of our iHM markets and one of our International outdoor businesses.fixed assets, including leasehold improvements. During the three and nine months ended September 30, 2016,2021, we recognized non-cash impairment charges of $8.0$11.6 million and $49.4 million related primarily to goodwill in onecertain of our International outdoor businesses. Please see Note 2right-of-use assets and leasehold improvements as a result of these cost-savings initiatives. No impairment charges were recorded in the third quarter of 2021 or 2020 in connection with our annual impairment testing of goodwill and FCC licenses. In the nine months ended September 30, 2020, we recognized non-cash impairment charges to the Consolidated Financial Statements located in Item 1our goodwill and FCC licenses of this Quarterly Report on Form 10-Q for$1.7 billion as a further descriptionresult of the impairment charges.adverse effects caused by the COVID-19 pandemic on estimated future cash flows in the first quarter of 2020.

Other Operating Income (Expense),Expense, Net
Other operating expense, net was $13.2of $12.3 million and $1.7 million for the three months ended September 30, 2017, which primarily related to the $12.1 million loss, which includes $6.3 million in cumulative translation adjustments, recognized on the sale of our ownership interest in a joint venture in Canada during the third quarter of 2017.2021 and 2020, respectively, and Other operating income,expense, net of $24.8$27.5 million and $3.2 million for the nine months ended September 30, 20172021 and 2020, respectively, relate primarily to net losses recognized on asset disposals in connection with our real estate optimization initiatives.
Interest Expense
Interest expense decreased $3.1 million during the three months ended September 30, 2021 compared to the same period of 2020, primarily as a result of the interest rate reduction of our amended incremental term loan facility and the $250.0 million voluntary repayment made in July 2021 on our term loan credit facilities in connection with the repricing transaction.

Interest expense decreased $5.1 million during the nine months ended September 30, 2021 compared to the same period of 2020, primarily as a result of the impact of lower LIBOR rates and the $250.0 million voluntary repayment of our term loan facilities and amended incremental term loan facility in July 2021, partially offset by the issuance of incremental term loans in the third quarter of 2020.

Gain (Loss) on Investments, Net
During the three months ended September 30, 2021, we recognized a loss on investments, net of $10.4 million in connection with estimated credit losses and declines in the value of our investments. During the nine months ended September 30, 2021, we recognized a gain of $39.5 million, primarily related to the sale of our investment in the first quarter of 2017 ofSan Antonio Spurs. In the Americas outdoor Indianapolis market exchanged for certain assets in Atlanta, Georgia, plus $43.1 million in cash, net of closing costs, resulting in a net gain of $28.9 million andthree months ended September 30, 2020 we recognized a gain of $6.8$0.1 million. In the nine months ended September 30, 2020 we recognized a loss of $8.6 million recognized onprimarily in connection with estimated credit losses and declines in the salevalue of our ownership interest in a joint venture in Belgium in the second quarter of 2017, offset by the loss of $12.1 million recognized on the sale of our ownership interest in a joint venture in Canada.investments.

Other operatingExpense, Net
Other expense, net was $0.5$9.7 million and $1.2 million for the three months ended September 30, 2016, which primarily related to net losses on the sale of operating assets. Other operating income, net was $219.82021 and 2020, respectively, and $10.9 million and $10.3 million for the nine months ended September 30, 2016, which primarily related to the sale of nine non-strategic outdoor markets in the first quarter of 2016, partially offset by the loss on the sales of our Australia2021 and Turkey businesses.
Interest Expense
Interest2020, respectively. Other expense, increased $10.4 million during the three months ended September 30, 2017 compared to the same period of 2016 primarily due to an increase in variable interest rates. Interest expense decreased $1.0 million during the nine months ended September 30, 2017 compared to the same period of 2016. The decrease is primarily due to settlements of long-term debt in 2016, partially offset by an increase in variable interest rates, primarily as a result from an increase in LIBOR.
Loss on Investments, net


During the three and nine months ended September 30, 2017, we recognized losses of $2.2 million and $2.4 million, respectively, related to our investments. During the three and nine months ended September 30, 2016, we recognized a loss of $13.8 million, related to cost-method investments.
Gain (Loss) on Extinguishment of Debt
During the third quarter of 2016, Broader Media, LLC, an indirect wholly-owned subsidiary of the Company, repurchased approximately $383.0 million aggregate principal amount of iHeartCommunications' 10.0% Senior Notes due 2018 for an aggregate purchase price of approximately $222.2 million. In connection with this repurchase, we recognized a gain of $157.6 million.
Other Income (Expense), net
Other income, net was $2.2 million and other expense, net was $11.2 million for the three and nine months ended September 30, 2017, respectively. These amounts relate2021 related primarily to the write-off of unamortized debt issuance costs upon our voluntary partial prepayment of our Term Loan Facilities in July 2021, and finance lease termination payments. Other expense, net foreign exchange gains of $9.3 millionfor the nine months ended September 30, 2020 related primarily to costs incurred to amend our Term Loan Facility and $21.6 millionprofessional fees.

32

Income Tax Benefit (Expense)

The effective tax rate for the Company for the three and nine months ended September 30, 2017, respectively, recognized2021 was 115.6% and (40.0)%, respectively. The effective tax rates were primarily impacted by the forecasted increase in connection with intercompany notes denominatedvaluation allowance against certain deferred tax assets, related primarily to disallowed interest expense carryforwards, due to uncertainty regarding the Company’s ability to utilize those assets in foreign currencies, partially offset by expenses incurred in connection with the notes exchange offers and term loan offers of $7.2 million and $31.4 million for the three and nine months ended September 30, 2017, respectively, as described in "Liquidity and Capital Resources - Notes Exchange Offers and Term Loan Offers".future periods.
Other expense, net was $7.3 million and $47.1 million for the three and nine months ended September 30, 2016, respectively, which primarily related to net foreign exchange losses recognized in connection with intercompany notes denominated in foreign currencies.
Income Tax Expense
The effective tax rate for the three and nine months ended September 30, 20172020 was (0.8)%32.2% and (6.7)%9.8%, respectively. The effective tax rate for the three and nine months ended September 30, 20162020 was (24.5)% and (13.2)%, respectively. The effective tax rates were primarily impacted by the valuation allowance recorded againstimpairment charges discussed above. The deferred tax assets originating inbenefit primarily consisted of $125.5 million related to the period from net operating losses in U.S. federal, state and certain foreign jurisdictions. FCC license impairment charges recorded during the period.
iHM Results
Net Income (Loss) Attributable to the Company

Net income attributable to the Company increased $35.3 million to Net income attributable to the Company of Operations
Our iHM operating results were as follows:
(In thousands)Three Months Ended
September 30,		 %
Change		 Nine Months Ended
September 30,		 
%
Change
 2017 2016  2017 2016 
Revenue$859,531
 $857,099
 0.3% $2,501,084
 $2,463,899
 1.5%
Direct operating expenses265,795
 229,668
 15.7% 773,327
 704,097
 9.8%
SG&A expenses287,676
 268,612
 7.1% 894,669
 812,344
 10.1%
Depreciation and amortization58,089
 60,691
 (4.3)% 174,946
 182,506
 (4.1)%
Operating income$247,971
 $298,128
 (16.8)% $658,142
��$764,952
 (14.0)%
Three Months
iHM revenue increased $2.4$3.2 million during the three months ended September 30, 20172021 compared to the same period of 2016, with growth in national and digital revenue being partially offset by lower local revenue. National revenue grew due to an increase in national trade and barter, largely relateda Net loss attributable to the iHeartMedia Music Festival, as well as increased national sales initiatives and investments, including our programmatic buying platforms, primarily offset by a decrease in national traffic and weather revenue. Local revenue decreased as a resultCompany of lower spot revenue, partially offset by an increase in local trade and barter.
iHM direct operating expenses increased $36.1$32.1 million during the three months ended September 30, 2017 compared2020, primarily as a result of the increase in revenue from the continuing recovery from the macroeconomic effects of the COVID-19 pandemic and the continuing growth of our operating businesses.

Net loss attributable to the same period of 2016 primarily driven by a $33.8Company decreased $1,647.3 million prior year benefit resulting from the renegotiation of certain contracts. iHM SG&A expenses increased $19.1 million during the three months ended September 30, 2017 compared to the same period of 2016 primarily due to higher trade and barter expenses and higher variable expenses, including sales activation costs.
Nine Months
iHM revenue increased $37.2$270.8 million during the nine months ended September 30, 20172021 compared to Net loss attributable to the same periodCompany of 2016, with growth in national revenue and other revenue being partially offset by lower local revenue. National revenue grew


due to an increase in national trade and barter, as well as increased sales in response to our national investments, including our programmatic buying platforms, primarily offset by a decrease in national traffic and weather revenue. Other revenue increased partially as a result of higher talent appearance fees. Local revenue decreased primarily as a result of lower spot revenue, partially offset by an increase in local trade and barter.
iHM direct operating expenses increased $69.2$1,918.2 million during the nine months ended September 30, 20172020, primarily as a result of the impairment charge recognized during the first quarter of 2020 and the increase in revenue from the continuing recovery from the macroeconomic effects of the COVID-19 pandemic and the continuing growth of our operating businesses.


Multiplatform Group Results
(In thousands)Three Months Ended
September 30,		%Nine Months Ended
September 30,		%
20212020Change20212020Change
Revenue$658,979 $555,097 18.7 %$1,762,726 $1,541,823 14.3 %
Operating expenses(1)
450,549 416,131 8.3 %1,268,107 1,265,094 0.2 %
Segment Adjusted EBITDA$208,430 $138,966 50.0 %$494,619 $276,729 78.7 %
Segment Adjusted EBITDA margin31.6 %25.0 %28.1 %17.9 %
(1) Operating expenses consist of Direct operating expenses and Selling, general and administrative expenses, excluding Restructuring expenses.

Three Months

Revenue from our Multiplatform Group increased $103.9 million compared to the prior year, primarily as a result of the continued recovery from the negative impact of the COVID-19 pandemic in 2020. Broadcast revenue grew $79.0 million, or 19.5%, year-over-year, while Networks grew $8.9 million, or 7.5%, year-over-year. Revenue from Sponsorship and Events increased by $13.8 million, or 47.6%, year-over-year, primarily as a result of the return of live events. These increases were partially offset by a $15.1 million decrease in political revenue compared to the same period of 2016in 2020, which was a presidential election year.

Operating expenses increased $34.4 million, driven primarily driven by a $33.8 million prior year benefit resulting from the renegotiation of certain contracts,higher variableemployee compensation expenses, including commission and bonus expense, as well as higher contenttalent and programming costs, including talentprofit-sharing fees, both as a result of higher revenue, and music license fees. iHM SG&Ahigher expenses related to the return of live events, which were partially offset by lower trade expenses resulting from the timing of expenses incurred in connection with the iHeartRadio Music Festival. These increases were partially offset by lower employee compensation and other expenses resulting from our modernization and cost-reduction initiatives executed in 2020 and early 2021.



33



Nine Months

Revenue from our Multiplatform Group increased $82.3$220.9 million during the nine months ended September 30, 2017 compared to the samecomparative period of 2016 primarily due to higher trade and barter expenses, investments in national and digital sales capabilities and higher variable expenses, including sales activation costs and commissions.
Americas Outdoor Advertising Results of Operations
Our Americas outdoor operating results were as follows:
(In thousands)Three Months Ended
September 30,		 %
Change		 Nine Months Ended
September 30,		 
%
Change
 2017 2016  2017 2016 
Revenue$316,587
 $322,997
 (2.0)% $919,967
 $931,058
 (1.2)%
Direct operating expenses141,609
 142,989
 (1.0)% 427,181
 421,039
 1.5%
SG&A expenses54,689
 54,500
 0.3% 165,538
 167,660
 (1.3)%
Depreciation and amortization47,035
 47,242
 (0.4)% 137,689
 140,883
 (2.3)%
Operating income$73,254
 $78,266
 (6.4)% $189,559
 $201,476
 (5.9)%
Three Months
Americas outdoor revenue decreased $6.4 million during the three months ended September 30, 2017 compared to the same period of 2016. Excluding the $0.9 million impact from movements in foreign exchange rates, Americas outdoor revenue decreased $7.3 million during the three months ended September 30, 2017 compared to the same period of 2016. The decrease in revenue is primarily due to a $4.2 million decrease in revenue resulting from the sale of our Canadian outdoor business, higher revenue in the prior year, period dueprimarily as a result of the continued recovery from the negative impact of the COVID-19 pandemic on our traditional radio business. Broadcast revenue increased $183.0 million, or 16.5%, year-over-year, while Networks grew $16.7 million, or 4.8%, year-over-year. Revenue from Sponsorship and Events increased by $20.6 million, or 28.2%, year-over-year, primarily as a result of the return of live events.

Operating expenses increased $3.0 million, driven primarily by higher variable employee compensation expense including commission and bonus expense, as well as higher talent and profit share fees, both driven by higher revenue, and higher expenses related to the 2016 Olympics in Brazil and the exchangereturn of outdoor markets in the first quarter of 2017. Thislive events. The increase was partially offset by increased digital revenuelower bad debt expense as well as lower employee compensation and other expenses resulting from newour modernization and existing airport contracts.cost-reduction initiatives.
Americas outdoor direct
Digital Audio Group Results
(In thousands)Three Months Ended
September 30,		%Nine Months Ended
September 30,		%
20212020Change20212020Change
Revenue$205,769 $116,200 77.1 %$561,252 $302,203 85.7 %
Operating expenses(1)
138,646 81,042 71.1 %399,828 231,589 72.6 %
Segment Adjusted EBITDA$67,123 $35,158 90.9 %$161,424 $70,614 128.6 %
Segment Adjusted EBITDA margin32.6 %30.3 %28.8 %23.4 %
(1) Operating expenses consist of Direct operating expenses decreased $1.4and Selling, general and administrative expenses, excluding Restructuring expenses.

Three Months

Revenue from our Digital Audio Group increased $89.6 million during the three months ended September 30, 2017 compared to the same periodprior year, including growth from Digital, excluding Podcast revenue, which grew $48.0 million, or 51.3%, year-over-year, driven by increased demand for digital advertising, and Podcast revenue which increased by $41.6 million, or 183.7%, year-over-year, driven by higher revenues from the development of 2016. Excludingnew podcasts as well as growth from existing podcasts. Digital Audio Group revenue increased as a result of general increased demand for digital advertising, the $0.5growing popularity of podcasting, the continued addition of premium content to our industry-leading podcast business and our improving ability to monetize our digital audiences and inventory utilizing our sales force and advertising technology platforms, partially driven by leveraging our prior strategic investments in the digital space.

Operating expenses increased $57.6 million in connection with our Digital Audio Group’s significant revenue growth, including the impact from movements in foreign exchange rates, Americas outdoor directof higher variable employee compensation expense, variable content and third-party digital costs due to higher revenue and the development of new podcasts. In addition, operating expenses decreased $1.9increased due to increased headcount resulting from our investments in key infrastructure to support our growing digital operations, as well as higher variable compensation expenses including sales commissions and bonus arrangements.

Nine Months

Revenue from our Digital Audio Group increased $259.0 million during the three months ended September 30, 2017 compared to the same period of 2016. The decrease wasprior year, led by Digital, excluding Podcast revenue, which grew $162.8 million, or 67.1%, year-over-year, driven by increased demand for digital advertising. Podcast revenue also increased by $96.3 million, or 161.2%, year-over-year, driven by higher revenues from the development of new podcasts and growth from existing podcasts. Digital Audio Group revenues increased as a $3.6result of general increased demand for digital advertising, the growing popularity of podcasting, the continued addition of premium content to our industry-leading podcast business and our improving ability to monetize our digital audiences and inventory utilizing our sales force and advertising technology platforms, partially driven by investments in the digital space.

34

Operating expenses increased $168.2 million decrease in direct operating expensesconnection with our Digital Audio Group’s significant revenue growth, including the impact of variable employee compensation expense, variable content and talent costs and third-party digital costs due to higher revenue, as well as increased content and production costs primarily resulting from the saledevelopment of new podcasts. In addition, operating expenses increased due to additional headcount resulting from investments in the digital space, as well as higher variable compensation expenses including sales commissions and bonus arrangements.

Audio & Media Services Group Results
(In thousands)Three Months Ended
September 30,		%Nine Months Ended
September 30,		%
20212020Change20212020Change
Revenue$66,078 $75,039 (11.9)%$182,390 $174,517 4.5 %
Operating expenses(1)
43,656 46,247 (5.6)%124,148 127,774 (2.8)%
Segment Adjusted EBITDA$22,422 $28,792 (22.1)%$58,242 $46,743 24.6 %
Segment Adjusted EBITDA margin33.9 %38.4 %31.9 %26.8 %
(1) Operating expenses consist of Direct operating expenses and Selling, general and administrative expenses, excluding Restructuring expenses.

Three Months

Revenue from our Canadian outdoor market andAudio & Media Services Group decreased $9.0 million compared to the comparative period in the prior year due to lower variablepolitical advertising revenue compared to 2020, which was a presidential election year, partially offset by the continued recovery from the impact of the COVID-19 pandemic.

Operating expenses decreased $2.6 million primarily as a result of lower expenses due to our modernization and cost-reduction initiatives.

Nine Months

Revenue from our Audio & Media Services Group increased $7.9 million compared to the 2016 Olympicscomparative period in Brazil,the prior year as a result of the continued recovery from the negative impact of the COVID-19 pandemic, partially offset by higher fixed site lease expenses. Americas outdoorlower political advertising revenue.

Operating expenses decreased $3.6 million primarily as a result of lower expenses due to our modernization and cost-reduction initiatives.


Reconciliation of Operating Income (Loss) to Adjusted EBITDA
(In thousands)Three Months Ended
September 30,		Nine Months Ended
September 30,
2021202020212020
Operating income (loss)$80,111 $39,395 $31,881 $(1,850,471)
Depreciation and amortization108,100 99,379 343,408 299,494 
Impairment charges11,647 — 49,391 1,733,235 
Other operating expense, net12,341 1,675 27,491 3,247 
Share-based compensation expense5,993 5,885 17,581 14,728 
Restructuring expenses12,021 15,790 47,216 72,947 
Adjusted EBITDA(1)
$230,213 $162,124 $516,968 $273,180 

35


Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA
(In thousands)Three Months Ended
September 30,		Nine Months Ended
September 30,
2021202020212020
Net income (loss)$3,673 $(32,112)$(270,343)$(1,918,165)
Income tax (benefit) expense(27,147)(15,228)77,237 (209,481)
Interest expense, net82,481 85,562 252,489 257,614 
Depreciation and amortization108,100 99,379 343,408 299,494 
EBITDA$167,107 $137,601 $402,791 $(1,570,538)
Loss (gain) on investments, net10,367 (62)(39,468)8,613 
Other expense, net9,681 1,177 10,851 10,295 
Equity in loss of nonconsolidated affiliates1,056 58 1,115 653 
Impairment charges11,647 — 49,391 1,733,235 
Other operating expense, net12,341 1,675 27,491 3,247 
Share-based compensation expense5,993 5,885 17,581 14,728 
Restructuring expenses12,021 15,790 47,216 72,947 
Adjusted EBITDA(1)
$230,213 $162,124 $516,968 $273,180 

(1)We define Adjusted EBITDA as consolidated Operating income (loss) adjusted to exclude restructuring expenses included within Direct operating expenses and SG&A expenses, increased $0.2 million during the three months ended September 30, 2017 compared to the same period of 2016. Excluding the $0.2 million impact from movements in foreign exchange rates, Americas outdoorand share-based compensation expenses included within SG&A expenses, were flat during the three months ended September 30, 2017 compared to the same period of 2016.
Nine Months
Americas outdoor revenue decreased $11.1 million during the nine months ended September 30, 2017 compared to the same period of 2016. Excluding the $2.7 million impact from movements in foreign exchange rates, Americas outdoor revenue decreased $13.8 million during the nine months ended September 30, 2017 compared to the same period of 2016. The decrease in revenue was primarily due to a decrease in print display revenues, as well as the $10.9 million impact resulting from the salesfollowing line items presented in our Statements of non-strategic outdoor marketsOperations: Depreciation and amortization, Impairment charges and Other operating expense, net. Alternatively, Adjusted EBITDA is calculated as Net income (loss), adjusted to exclude Income tax (benefit) expense, Interest expense, net, Depreciation and amortization, Loss (gain) on investments, net, Other expense, net, Equity in loss of nonconsolidated affiliates, net, Impairment charges, Other operating expense, net, Share-based compensation expense, and restructuring expenses. Restructuring expenses primarily include expenses incurred in connection with cost-saving initiatives, as well as certain expenses, which, in the first quarterview of 2016management, are outside the ordinary course of business or otherwise not representative of the Company's operations during a normal business cycle. We use Adjusted EBITDA, among other measures, to evaluate the Company’s operating performance. This measure is among the primary measures used by management for the planning and the saleforecasting of future periods, as well as for measuring performance for compensation of executives and other members of management. We believe this measure is an important indicator of our Canadianoperational strength and performance of our business because it provides a link between operational performance and operating income. It is also a primary measure used by management in evaluating companies as potential acquisition targets. We believe the presentation of this measure is relevant and useful for investors because it allows investors to view performance in a manner similar to the method used by management. We believe it helps improve investors’ ability to understand our operating performance and makes it easier to compare our results with other companies that have different capital structures or tax rates. In addition, we believe this measure is also among the primary measures used externally by our investors, analysts and peers in our industry for purposes of valuation and comparing our operating performance to other companies in our industry. Since Adjusted EBITDA is not a measure calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for, operating income or net income (loss) as an indicator of operating performance and may not be comparable to similarly titled measures employed by other companies. Adjusted EBITDA is not necessarily a measure of our ability to fund our cash needs. Because it excludes certain financial information compared with operating income and compared with consolidated net income (loss), the most directly comparable GAAP financial measures, users of this financial information should consider the types of events and transactions which are excluded.
36


Reconciliation of Cash Provided by Operating Activities to Free Cash Flow
(In thousands)Three Months Ended
September 30,		Nine Months Ended
September 30,
2021202020212020
Cash provided by operating activities$95,736 $33,252 $196,593 $136,161 
Purchases of property, plant and equipment(50,274)(18,977)(101,335)(58,523)
Free cash flow(1)
$45,462 $14,275 $95,258 $77,638 
(1)We define Free cash flow ("Free Cash Flow") as Cash provided by operating activities less capital expenditures, which is disclosed as Purchases of property, plant and equipment in the third quarterCompany's Consolidated Statements of 2017,Cash Flows. We use Free Cash Flow, among other measures, to evaluate the Company’s liquidity and the exchange of outdoor markets in the first quarter of 2017. This was partially offset by increased digital revenuesits ability to generate cash flow. We believe that Free Cash Flow is meaningful to investors because we review cash flows generated from new and existing airport contracts and deployments of new digital billboards.
Americas outdoor direct operating expenses increased $6.1 million during the nine months ended September 30, 2017 compared to the same period of 2016. Excluding the $1.5 million impact from movements in foreign exchange rates, Americas outdoor direct operating expenses increased $4.6 million during the nine months ended September 30, 2017 compared to the same period of 2016. The increase in direct operating expenses was driven by higher site lease expenses related to new and existing airport contracts and print displays, and the impact of a $2.9 million early termination lease payment received in 2016, partially offset by lower expenseoperations after taking into consideration capital expenditures due to the $8.7 million impact resulting from the salesfact that these expenditures are considered to be a necessary component of non-strategic outdoor marketsongoing operations. In addition, we believe that Free Cash Flow helps improve investors' ability to compare our liquidity with other companies. Since Free Cash Flow is not a measure calculated in the first quarter


accordance with GAAP, it should not be considered in isolation of, 2016or as a substitute for, Cash provided by operating activities and the salemay not be comparable to similarly titled measures employed by other companies. Free Cash Flow is not necessarily a measure of our Canadian business in the third quarter of 2017, and the exchange of outdoor markets in the first quarter of 2017. Americas outdoor SG&A expenses decreased $2.1 million during the nine months ended September 30, 2017 comparedability to the same period of 2016. Excluding the $0.9 million impact from movements in foreign exchange rates, Americas outdoor SG&A expenses decreased $3.0 million during the nine months ended September 30, 2017 compared to the same period of 2016. The decrease in SG&A expenses was primarily due to lower bad debt expense and the $1.2 million impact resulting from the sales of non-strategic outdoor markets in the first quarter of 2016 and the sale offund our Canadian business in the third quarter of 2017, and the exchange of outdoor markets in the first quarter of 2017.cash needs.
International Outdoor Advertising Results of Operations
Our International outdoor operating results were as follows:
(In thousands)Three Months Ended
September 30,		 %
Change		 Nine Months Ended
September 30,		 
%
Change
 2017 2016  2017 2016 
Revenue$328,502
 $346,224
 (5.1)% $942,167
 $1,035,263
 (9.0)%
Direct operating expenses214,491
 219,261
 (2.2)% 607,023
 645,199
 (5.9)%
SG&A expenses73,708
 71,664
 2.9% 204,531
 220,872
 (7.4)%
Depreciation and amortization32,886
 37,018
 (11.2)% 95,149
 113,075
 (15.9)%
Operating income$7,417
 $18,281
 (59.4)% $35,464
 $56,117
 (36.8)%
Three Months
International outdoor revenue decreased $17.7 million during the three months ended September 30, 2017 compared to the same period of 2016. Excluding the $9.3 million impact from movements in foreign exchange rates, International outdoor revenue decreased $27.0 million during the three months ended September 30, 2017 compared to the same period of 2016. The decrease in revenue is due to a $35.2 million decrease in revenue resulting from the sale of our business in Australia in 2016. This was partially offset by growth across other markets including China, Spain, Switzerland and the United Kingdom, primarily from new contracts and digital expansion.
International outdoor direct operating expenses decreased $4.8 million during the three months ended September 30, 2017 compared to the same period of 2016. Excluding the $6.8 million impact from movements in foreign exchange rates, International outdoor direct operating expenses decreased $11.6 million during the three months ended September 30, 2017 compared to the same period of 2016. The decrease was driven by a $20.1 million decrease in direct operating expenses resulting from the 2016 sale of our business in Australia, partially offset by higher site lease expense in certain countries experiencing revenue growth. International outdoor SG&A expenses increased $2.0 million during the three months ended September 30, 2017 compared to the same period of 2016. Excluding the $2.4 million impact from movements in foreign exchange rates, International outdoor SG&A expenses decreased $0.4 million during the three months ended September 30, 2017 compared to the same period of 2016. The decrease in SG&A expenses was primarily due to a $6.8 million decrease resulting from the sale of our business in Australia, partially offset by increases in bad debt expense primarily related to two specific accounts and employee-related expenses.
Nine Months
International outdoor revenue decreased $93.1 million during the nine months ended September 30, 2017 compared to the same period of 2016. Excluding the $20.8 million impact from movements in foreign exchange rates, International outdoor revenue decreased $72.3 million during the nine months ended September 30, 2017 compared to the same period of 2016. The decrease in revenue is due to a $106.5 million decrease in revenue resulting from the sale of our businesses in Australia and Turkey in 2016. This was partially offset by growth across other markets including Spain, the United Kingdom, Switzerland and China, primarily from new contracts and digital expansion.
International outdoor direct operating expenses decreased $38.2 million during the nine months ended September 30, 2017 compared to the same period of 2016. Excluding the $12.8 million impact from movements in foreign exchange rates, International outdoor direct operating expenses decreased $25.4 million during the nine months ended September 30, 2017 compared to the same period of 2016. The decrease was driven by a $64.5 million decrease in direct operating expenses resulting from the 2016 sales of our businesses in Australia and Turkey, partially offset by higher site lease and production expenses in countries experiencing revenue growth. International outdoor SG&A expenses decreased $16.3 million during the nine months ended September 30, 2017 compared to the same period of 2016. Excluding the $3.8 million impact from movements in foreign exchange rates, International outdoor SG&A expenses decreased $12.5 million during the nine months ended September 30, 2017


compared to the same period of 2016. The decrease in SG&A expenses was primarily due to a $20.6 million decrease resulting from the sale of our businesses in Australia and Turkey, partially offset by higher bad debt expense and higher spending related to growth in certain countries, as well as higher spending on strategic efficiency initiatives.
Reconciliation of Segment Operating Income to Consolidated Operating Income
(In thousands)Three Months Ended
September 30,		 Nine Months Ended
September 30,
 2017 2016 2017 2016
iHM$247,971
 $298,128
 $658,142
 $764,952
Americas outdoor73,254
 78,266
 189,559
 201,476
International outdoor7,417
 18,281
 35,464
 56,117
Other7,261
 9,643
 13,713
 18,205
Other operating income, net(13,215) (505) 24,785
 219,768
Impairment charges(7,631) (8,000) (7,631) (8,000)
Corporate expense (1)
(86,752) (96,461) (261,006) (279,738)
Consolidated operating income$228,305
 $299,352
 $653,026
 $972,780
(1)Corporate expenses include expenses related to iHM, Americas outdoor, International outdoor and our Other category, as well as overall executive, administrative and support functions.
Share-Based Compensation Expense
We haveHistorically, we had granted restricted shares of the Company's Class A common stock and CCOH hasto certain key individuals.

Pursuant to our 2019 Equity Incentive Plan (the "2019 Plan"), we historically granted restricted stock, restricted stock units and options to purchase shares of CCOH'sthe Company's Class A common stock to certain key individuals. On April 21, 2021, our 2021 Long-Term Incentive Award Plan (the "2021 Plan") was approved by stockholders and replaced the 2019 Plan. Pursuant to our 2021 Plan, we will continue to grant restricted stock units and options to purchase shares of the Company's Class A common stock to certain key individuals.

Share-based compensation expenses are recorded in corporateSG&A expenses and were $3.5$6.0 million and $3.5$5.9 million for the three months ended September 30, 20172021 and 2016,2020, respectively, and $9.0$17.6 million and $10.4$14.7 million for the nine months ended September 30, 20172021 and 2016,2020, respectively.

As of September 30, 2017,2021, there was $20.3$45.0 million of unrecognized compensation cost related to unvested share-based compensation arrangements that will vestwith vesting based on service conditions. This cost is expected to be recognized over a weighted average period of approximately 2.82.3 years. In addition, as of September 30, 2017,2021, there was $26.6$0.3 million of unrecognized compensation costcosts related to unvested share-based compensation arrangements that will vest based on market performance and service conditions.  This cost will be recognized when it becomes probable that the performance condition will be satisfied.

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LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
The following discussion highlights cash flow activities during the nine months ended September 30, 2017periods presented:
(In thousands)Nine Months Ended
September 30,
20212020
Cash provided by (used for):
Operating activities$196,593 $136,161 
Investing activities$(259,898)$(71,172)
Financing activities$(288,118)$248,637 
Free Cash Flow(1)
$95,258 $77,638 

(1) For a definition of Free cash flow from operations and 2016, respectively:
(In thousands)Nine Months Ended September 30,
 2017 2016
Cash provided by (used for):   
Operating activities$(558,717) $(272,578)
Investing activities$(144,980) $366,312
Financing activities$137,066
 $(322,583)


a reconciliation to Cash provided by operating activities from operations, the most closely comparable GAAP measure, please see “Reconciliation of Cash provided by operating activities from operations to Free cash flow from operations” in this MD&A.
Operating Activities
Cash used forprovided by operating activities was $558.7increased from $136.2 million duringin the nine months ended September 30, 2017 compared2020 to $272.6$196.6 million of cash used for operating activities duringin the nine months ended September 30, 2016.2021 primarily as a result of an increase in cash flows generated from higher revenues and operating profitability as the Company's businesses continue to recover from the impact of the COVID-19 pandemic. The increase in cash used forprovided by operating activities is primarily attributed to lower operating income as well aswas partially offset by changes in working capital balances, particularly accounts receivable, which were affectedwas impacted by slower collections, and prepaid assets, partially offset by accounts payable due to the timing of payments. Cash paid for interest during the nine months ended September 30, 2017 was $1,426.4 million as compared to $1,434.5 million paid during the nine months ended September 30, 2016.collections.

Investing Activities

Cash used for investing activities of $145.0$259.9 million during the nine months ended September 30, 2017 reflected $184.92021 primarily reflects the net cash payment made to acquire Triton Digital for $228.5 million. In addition, $101.3 million in cash was used for capital expenditures, partially offset by net cash proceeds from the sale of assets of $71.3 million, which included net cash proceeds from the sale of our outdoor Indianapolis market of $43.1 million.expenditures. We spent $44.4$66.5 million for capital expenditures in our iHMMultiplatform Group segment primarily related to our real estate optimization initiatives,and $17.9 million in our Digital Audio Group segment primarily related to IT infrastructure, $48.7$6.2 million in our Americas outdoorAudio & Media Services Group segment, primarily related to the construction of new advertising structures, such as digital boards, $83.9software and $10.7 million in Corporate primarily related to equipment and software purchases. Cash used for investing activities was partially offset by cash provided by investing activities primarily related to proceeds of $50.8 million received from the sale of our International outdoorinvestment in the San Antonio Spurs.
Cash used for investing activities of $71.2 million during the nine months ended September 30, 2020 primarily reflects $58.5 million in cash used for capital expenditures. We spent $34.8 million for capital expenditures in our Multiplatform Group segment primarily related to street furniture and transit advertising structures, including digital displays, $0.5IT infrastructure, $10.7 million in our Other categoryDigital Audio Group segment primarily related to investments in our digital platform, $2.5 million in our Audio & Media Services Group segment, primarily related to acquired software and $7.4$10.5 million in Corporate primarily related to equipment and software purchases.

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Financing Activities
Cash provided by investingused for financing activities of $366.3$288.1 million during the nine months ended September 30, 2016 reflected net cash proceeds2021 primarily resulted from the sale$250.0 million voluntary repayment of nine non-strategic outdoor markets including Clevelandour term loan credit facilities in connection with the repricing transaction, and Columbus, Ohio, Des Moines, Iowa, Ft. Smith, Arkansas, Memphis, Tennessee, Portland, Oregon, Reno, Nevada, Seattle, Washingtonrequired quarterly principal payments made on our Term Loan Facility and Wichita, Kansasrepayment of $592.3 million in cash and certain advertising assets in Florida. Those sale proceeds were partially offset by $201.0 million used for capital expenditures. We spent $46.3 million for capital expenditures ina subsidiary note payable. As a result of our iHM segment primarily related to leasehold improvements and IT infrastructure, $47.8 million involuntary prepayment, our Americas outdoor segment primarily related to the construction of new advertising structures, such as digital displays, $97.5 million in our International outdoor segment primarily related to billboard and street furniture advertising structures, $1.8 million in our Other category and $7.7 million in Corporate primarily related to equipment and software purchases.
Financing ActivitiesTerm Loan Facility no longer requires quarterly principal payments.
Cash provided by financing activities of $137.1$248.6 million during the nine months ended September 30, 2017 primarily resulted from proceeds from long-term debt issued by one of our international subsidiaries, as well as borrowings on our receivables-based credit facility. These proceeds were partially offset by dividends paid to non-controlling interests, which represents the portion of the dividends paid by CCOH in February 2017 to parties other than our subsidiaries that own CCOH stock, and a payment under our receivables-based credit facility.
Cash used for financing activities of $322.6 million during the nine months ended September 30, 20162020 primarily resulted from the purchasenet proceeds of iHeartCommunications' 10.0% Senior Notes due 2018 for an aggregate purchase price$425.8 million from the issuance of $222.2incremental term loan commitments, offset by the $150.0 million and dividends paid to non-controlling interests.prepayment on our Term Loan Facility in the first quarter of 2020, along with required quarterly principal payments made on the Term Loan Facility.

Anticipated Cash Requirements
Our primary sources of liquidity are cash on hand, cash flow from operations, borrowing capacity under iHeartCommunications' domestic receivables-based credit facility, subject to the limitations contained in iHeartCommunications' material financing agreements, and cash from liquidity-generating transactions. As of September 30, 2017, we had $286.4 millionwhich consisted of cash and cash equivalents on our balance sheet, including $222.4of $369.1 million as of September 30, 2021, cash and cash equivalents held by our subsidiary, CCOH. Included in the cash held by CCOH is $206.1 million of cash held outside the U.S. It is our policy to permanently reinvest the earnings of our non-U.S. subsidiaries as these earnings are generally redeployed in those jurisdictions for operating needs and continued functioning of their businesses.  We have the ability and intent to indefinitely reinvest the undistributed earnings of consolidated subsidiaries based outside of the United States, except that excess cashflow from our foreign operations may be transferred to our operations in the United States if needed to fund operations in the United States, subject to the foreseeable cash needs of our foreign operations and the mutual agreement of us and CCOH.  If any excess cash held byborrowing capacity under our foreign subsidiaries is needed to fund operations in the United States, we could presently repatriate available funds without a requirement to accrue or pay U.S. taxes.  This is a result of significant deficits, as calculated for tax law purposes, in our foreign earnings and profits, which gives us flexibility to make future cash distributions as non-taxable returns of capital. 
$450.0 million ABL Facility. As of September 30, 2017, we2021, iHeartCommunications had no amounts outstanding under the ABL Facility, a borrowing basefacility size of $499.1$450.0 million under iHeartCommunications' receivables-based credit facility, had $365.0and $28.5 million of outstanding borrowings and had $49.1 million ofin outstanding letters of credit, resulting in $85.0$421.5 million of excessborrowing base availability. However, any incremental borrowings under iHeartCommunications' receivables-based credit facility are further limited by the terms contained in iHeartCommunications' material financing agreements.


Our primary usesTogether with our cash balance of liquidity are to fund our working capital, debt service, capital expenditures and other obligations.  At$369.1 million as of September 30, 2017,2021 and our borrowing capacity under the ABL Facility, our total available liquidity1 was approximately $791 million.

On July 16, 2021, we had debt maturities totaling $366.9 million, $308.5 million (net of $277.1 million due to certain subsidiaries of iHeartCommunications)amended the Term Loan credit facilities and $8,368.9 million in 2017, 2018 and 2019, respectively.  A substantial amount of our cash requirements are for debt service obligations.  We anticipate having approximately $344.6voluntarily prepaid $250.0 million of borrowings outstanding under these facilities using cash interest payment obligations duringon hand. On October 27, 2021, iHeart Operations repurchased all of the three months ending December 31, 2017.  Our significant interest payment obligations reduce our financial flexibility, make us more vulnerableiHeart Operations Preferred Stock with cash on hand for an aggregate price of $64.4 million (“Redemption Price”), including accrued dividends, upon obtaining consent from the third party investor. The Redemption Price included a negotiated make-whole premium as the redemption occurred prior to changes in operating performance and economic downturns, reduce our liquidity and negatively affect iHeartCommunications' ability to obtain additional financingthe optional redemption date set forth in the future.Certificate of Designation governing the iHeart Operations Preferred Stock. Subsequent to the transaction, the preferred shares were retired and cancelled and are no longer outstanding.
During the second quarter of 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. This update provides U.S. GAAP guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to
We continue as a going concern and about related footnote disclosures. We adopted this standard for the year ended December 31, 2016. Under this standard, we are required to evaluate whether there is substantial doubt aboutthe ongoing impact of COVID-19 on our ability to continue asbusiness. The challenges that COVID-19 has created for advertisers and consumers have had a going concern each reporting period, including interim periods.
In evaluatingsignificant impact on our ability to continue as a going concern, management considered the conditions and events that could raise substantial doubt about our ability to continue as a going concernrevenue for a period of 12 months following the date our financial statements were issued (November 8, 2017). Management considered our current financial condition and liquidity sources, including current funds available, forecasted future cash flows and our conditional and unconditional obligations due before November 8, 2018.
A substantial amount of our cash requirements are for debt service obligations. Although we have generated operating income in excess of $1.0 billion in each of the years ended December 31, 2016 and 2015, we incurred net losses and had negative cash flows from operations for each of these years as a result of significant cash interest payments arising from our substantial debt balance. For the nine months ended September 30, 2017,2021 and have created a business outlook that is less clear in the near term. Although our results continued to be impacted by the effects of the COVID-19 pandemic, our revenue for both the three months ended June 30, 2021 and September 30, 2021 increased significantly compared to the three months ended June 30, 2020 and September 30, 2020. We believe that we used cashhave sufficient liquidity to continue to fund our operations for at least the next twelve months.

We expect that our primary anticipated uses of $558.7 million for operating activities, which included cash paid forliquidity will be to fund our working capital, make interest of $1,426.4 million. Our current forecast indicatespayments, fund capital expenditures, pursue certain strategic opportunities and maintain operations and other obligations. We anticipate that we will continue to incur net losses and generate negative cash flows from operating activities as a result of our indebtedness and significant related interest expense. At September 30, 2017, the Company had debt maturities totaling $366.9 million, $308.5 million (net of $277.1 million due to certain of our subsidiaries) and $8,368.9 million in 2017, 2018 and 2019, respectively. In October 2017, we exchanged $45.0 million principal amount of 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications for $45.0 million principal amount of 10.0% Senior Notes due 2018 that were held by unaffiliated third parties. After the exchanges, our debt maturities in the next 12 months include, (i) $365.0 million outstanding under iHeartCommunications' receivables-based credit facility, which matures on December 24, 2017, (ii) $51.5have approximately $81 million of 10% Senior Notes due January 15, 2018, (iii) $175.0 million of 6.875% Senior Notes due June 15, 2018 and (iv) $24.8 million of contractual AHYDO catch-up payments to be made on iHeartCommunications' 14% Senior Notes due 2021 on the interest payment due on August 1, 2018.Our forecast includes approximately $1.8 billion in cash interest payments in the remainder of 2021 and $312 million of cash interest payments in 2022.

Over the past several years, we have transitioned our business from a single-platform radio broadcast operator to a company with multiple platforms, including digital, podcasting, networks and live and virtual events. In January 2020, we announced key modernization initiatives designed to take advantage of the significant investments that we have made in new technologies to build an improved operating infrastructure to upgrade products and deliver incremental cost efficiencies. This modernization is a multi-pronged set of strategic initiatives that we believe positions the Company for sustainable long-term growth, margin expansion, and value creation for stockholders.

Our investments in modernization delivered approximately $50 million of in-year savings in 2020 and remain on track to achieve the target of $100 million of cost savings.

In April 2020, we announced approximately $200 million of incremental in-year operating-expense-saving initiatives in response to the weaker economic environment caused by the COVID-19 pandemic. As previously announced, we have implemented plans to make the majority of these savings permanent.

We believe that our cash balance, our cash flow from operations and availability under our ABL Facility provide us with sufficient liquidity to fund our core operations, maintain key personnel and meet our other material obligations for at least the next 12 months, of which $344.6 million is payable in the fourth quarter of 2017 and $548.2 million is payable in the first quarter of 2018.twelve months. In addition, in certain circumstances, a committeenone of the CCOH board of directors formed for the specific purpose of monitoring the Intercompany Note (the “CCOH Intercompany Note Committee”) has the non-exclusive authority to demand paymentsour long-term debt includes maintenance covenants that could trigger early
1 Total available liquidity is defined as cash and cash equivalents plus available borrowings under the Intercompany Note, as long as the CCOH board of directors declares a simultaneous dividend equalABL Facility. We use total available liquidity to the amount so demanded.  As of November 8, 2017, the CCOH Intercompany Note Committee has the right pursuantevaluate our capacity to the terms of the settlement of the derivative litigation filed by CCOH’s stockholders regarding the Intercompany Note but not the obligation, to make a demand on the Intercompany Note. If the CCOH Intercompany Note Committee exercises this right to demand a full repayment of the Intercompany Note and the CCOH board of directors declares a simultaneous dividend, based on the balance of the Intercompany Note outstanding at September 30, 2017, approximately $110.4 million would be payable to the public stockholders of CCOH. If we are unable to refinance the amounts outstanding under the receivables-based credit facility, the 10% Senior Notes due January 15, 2018 and/or the 6.875% Senior Notes due June 15, 2018 and take other steps to create additional liquidity, forecastedaccess cash flows are not sufficient for us to meet our obligations, including upcoming interest payments and maturities on our outstanding debt, as they become due in the ordinary course of business for a period of 12 months following November 8, 2017. As discussed below, we have plans to reduce our principal and interest obligations and to create additional liquidity.fund operations.
39

repayment. We arefully appreciate the unprecedented challenges posed by the COVID-19 pandemic, however, we remain confident in advanced negotiations with potential lenders to refinance the amounts outstanding under iHeartCommunications' receivables-based credit facilityour business, our employees and currently expect to refinance the amounts outstanding underour strategy. We believe that facility prior to its maturity. In addition, we are taking actions to maximize cash available to meet our obligations as they become due in the ordinary course of business. In addition, as more fully described in Note 3 of our financial statements, we launched notes exchange offers and term loan offers in March 2017, which notes exchange offers and term loan offers remain open as of November 8, 2017. We have engaged in discussions with many of our lenders and noteholders regarding the terms of the global exchange offers and the term loan offers, which have been revised since launch and remain subject to substantial further revision, but no agreement has been reached with respect to those discussions and the discussions remain ongoing. These actions are intended to mitigate those


conditions which raise substantial doubt about our ability to continue as a going concern for a period of 12 months following November 8, 2017.
While wegenerate cash flow from operations from our business initiatives, our current cash on hand and availability under the ABL Facility will provide sufficient resources to continue to work toward completing the notes exchange offersfund and the term loan offers oroperate our business, fund capital expenditures and other similar transactions, refinancing the amounts outstanding under the receivables-based credit facilityobligations and taking other actions to create additional liquidity, there is no assurance that the notes exchange offers and the term loan offers or other similar transactions will be completed, that the amounts outstanding under the receivables-based credit facility will be refinanced or that we will be able to create additional liquidity. Our ability to meet our obligations as they become due in the ordinary course of business for the next 12 months will dependmake interest payments on our ability to achieve forecasted results, our ability to conserve cash, our ability to refinance the amounts outstanding under iHeartCommunications' receivables-based credit facility, our ability to successfully complete the notes exchange offers and the term loan offers or other similar transactions and achieve sufficient cash interest savings therefrom and our ability to complete other liquidity-generating transactions. Based on the uncertaintylong-term debt. If these sources of achieving these actions and the significance of the forecasted future negative cash flows resulting from our substantial debt balance, including anticipated future cash interest payments (including interest due in the fourth quarter of 2017 and in 2018) and the maturities of the $365.0 million in current borrowings under iHeartCommunications' receivables-based credit facility that matures December 24, 2017, the $51.5 million aggregate principal amount of 10% Senior Notes due January 15, 2018, the $175.0 million aggregate principal amount of 6.875% Senior Notes due June 15, 2018 and the $24.8 million of contractual AHYDO catch-up paymentsliquidity need to be made on iHeartCommunications' 14% Senior Notes due 2021 beginning with the interest payment due on August 1, 2018, management has determined that there is substantial doubt as to our ability to continue as a going concern for a period of 12 months following November 8, 2017.
If we are unable to complete any of the actions described in the paragraph above, or if there are material adverse developments in our business, results of operations or liquidity, we mayaugmented, additional cash requirements would likely be forced to further reduce or delay our business activities and capital expenditures, sell material assets, seek additional capital or file for bankruptcy court protection. We cannot assure you that we would be able to accomplish any of these actions on a timely basis or on satisfactory terms, if at all.
In connection with the cash management arrangements for CCOH, iHeartCommunications maintains an intercompany revolving promissory note payable by iHeartCommunications to CCOH (the "Intercompany Note"), which matures on December 15, 2017. As of September 30, 2017, the balance of the Note was $1,051.3 million, all of which is payable on demand. While we intend to extend the maturity of the Intercompany Note prior to its maturity, the principal amount outstanding under the Intercompany Note is subject to demand by CCOH or the CCOH Intercompany Note Committee. See "--CCOH Dividends" below.
The covenants in iHeartCommunications' senior secured credit facilities include a requirement that we receive an opinion from our auditors in connection with our year-end audit that is not subject to a “going concern” or like qualification or exception. Even if we are able to successfully refinance the amounts outstanding under iHeartCommunications' receivables-based credit facility and manage our liquidity challengesfinanced through the endissuance of 2017, if we are unable to improve our liquidity forecast for 2018 and refinancedebt or extend a significant portion of our substantial 2019 debt maturities prior to the completion of the audit of our 2017 financial statements, we anticipate that our auditor’s year-end opinion will contain a “going concern” qualification, and, if we are unable to obtain a waiver or amendment of the covenant in the senior secured credit facilities that requires us to deliver an unqualified auditor’s opinion, it will trigger a default under the senior secured credit facilities. We cannot assure youequity securities; however, there can be no assurances that we will be able to obtain such a waiveradditional debt or amendment.
Except as set forth below under "Non-Payment of $57.1 Million of iHeartCommunications' Legacy Notes Held by an Affiliate," we were in compliance with the covenants contained in iHeartCommunications' materialequity financing agreements as of September 30, 2017, including the maximum consolidated senior secured net debt to consolidated EBITDA limitation contained in iHeartCommunications' senior secured credit facilities. However, our future results are subject to significant uncertainty and there can be no assurance that we will be able to maintain compliance with these covenants. Our ability to comply with these covenantson acceptable terms or at all in the future may be affected by events beyond our control, including the uncertainties described above and prevailing economic, financial and industry conditions. The breach of any covenants set forth in iHeartCommunications' financing agreements would result in a default thereunder. An event of default would permit the lenders under a defaulted financing agreement to declare all indebtedness thereunder to be immediately due and payable. Moreover, the lenders under the receivables-based credit facility under iHeartCommunications' senior secured credit facilities would have the option to terminate their commitments to make further extensions of credit thereunder. If we are unable to repay iHeartCommunications' obligations under any secured credit facility, the lenders could proceed against any assets that were pledged to secure such facility. In addition, a default or acceleration under any of iHeartCommunications' material financing agreements could cause a default under other of our obligations that are subject to cross-default and cross-acceleration provisions. The threshold amount for a cross-default under the senior secured credit facilities and the indentures governing our outstanding bonds is $100.0 million. The default resulting from non-payment of the $57.1 millionfuture.


of 5.50% Senior Notes described below is below the $100.0 million cross-default threshold in iHeartCommunications' debt documents but will be included in any determination as to whether that threshold has been met so long as that default is continuing.
Recent Liquidity-Generating Transactions
On February 7, 2017, iHeartCommunications completed an exchange offer of $476.4 million principal amount of its 10.0% Senior Notes due 2018 for $476.4 million principal amount of newly-issued 11.25% Priority Guarantee Notes due 2021. Of the $476.4 million principal amount of 11.25% Priority Guarantee Notes due 2021 issued in the exchange offer, $241.4 million principal amount was issued to subsidiaries of iHeartCommunications that participated in the exchange offer.
On February 9, 2017, CCOH declared a special dividend of $282.5 million using a portion of the proceeds from the sales of certain non-strategic U.S. outdoor markets and of our Australia outdoor business. On February 23, 2017, we received 89.9% of that dividend, or approximately $254.0 million, with the remaining 10.1%, or approximately $28.5 million, paid to public stockholders of CCOH. This transaction improved our liquidity position in the short term. We cannot assure you that we will enter into or consummate any liquidity-generating transactions, or that such transactions will provide sufficient cash to satisfy our liquidity needs, and any such transactions, if consummated, could adversely affect us in other ways. Future liquidity-generating transactions could have the effect of further increasing our annual cash interest payment obligations, reducing our cash flow from operations or reducing cash available for capital expenditures and other business initiatives.
On July 10, 2017, a subsidiary of iHeartCommunications exchanged $15.6 million aggregate principal amount outstanding of 10.0% Senior Notes due 2018 that were held by an unaffiliated third party for $15.6 million aggregate principal amount of its 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications.
On July 31, 2017, iHeartCommunications borrowed an additional $60.0 million under its receivables-based credit facility.
On August 14, 2017, Clear Channel International B.V. ("CCIBV"), our indirect subsidiary, issued $150,000,000.0 million in aggregate principal amount of 8.75% Senior Notes due 2020 (the “New CCIBV Notes”). The New CCIBV Notes were issued as additional notes under the indenture governing CCIBV’s existing 8.75% Senior Notes due 2020 and were issued at a premium, which resulted in $156.0 million in proceeds.  The New CCIBV Notes mature on December 15, 2020 and bear interest at a rate of 8.75% per annum, payable semi-annually in arrears on June 15 and December 15 of each year.
In October 2017, a subsidiary of iHeartCommunications exchanged $45.0 million aggregate principal amount of 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications for $45.0 million aggregate principal amount of 10.0% Senior Notes due 2018 that were held by unaffiliated third parties.
We have made and may in the future make repurchases and exchanges of indebtedness of iHeartCommunications. In addition, we frequently evaluate strategic opportunities, both within and outside our existing lines of business. Wewe expect from time to time to pursue dispositionsacquisitions or acquisitions,dispose of certain businesses, which couldmay or may not be material. iHeartCommunications' and its subsidiaries’ significant amount of indebtedness may limit our ability to pursue dispositions or acquisitions.  The termsFor example, on March 31, 2021, we used a portion of our existing or future debt agreements may also restrict our abilitycash on hand to engageacquire Triton Digital, a global leader in these transactions.digital audio and podcast technology and measurement services, from The E.W. Scripps Company for $228.5 million in cash, excluding transaction costs.
Non-Payment
Tax Matters Agreement
In connection with the separation (the "Separation") of $57.1 MillionClear Channel Outdoor Holdings, Inc. ("CCOH") as part of the Company's plan of reorganization (the "Plan of Reorganization") for emergence from Chapter 11 bankruptcy, we entered into the Tax Matters Agreement by and among iHeartMedia, iHeartCommunications, Legacy Notes Held by an Affiliate
Our wholly-owned subsidiary,iHeart Operations, Inc., Clear Channel Holdings, Inc. ("CCH"), owns $57.1 million aggregate principal amountCCOH and Clear Channel Outdoor, Inc., to allocate the responsibility of our 5.50% Senior Notes due 2016 (the "5.50% Senior Notes"). On December 9, 2016, a special committeeiHeartMedia and its subsidiaries, on the one hand, and CCOH and its subsidiaries, on the other, for the payment of our independent directors decided to not repay the $57.1 million principal amount of the 5.50% Senior Notes held by CCH when the notes matured on December 15, 2016taxes arising prior and on December 12, 2016, we informed CCH of that decision. CCH informed us on that date that, while it retains its right to exercise remedies under the indenture governing the 5.50% Senior Notes (the "legacy notes indenture") in the future, it does not currently intendsubsequent to, and it does not currently intend to requestin connection with, the Separation.
The Tax Matters Agreement requires that the trustee, seek to collect principal amounts due or exercise or request enforcement of any remedy with respectiHeartMedia and iHeartCommunications indemnify CCOH and its subsidiaries, and their respective directors, officers and employees, and hold them harmless, on an after-tax basis, from and against certain tax claims related to the nonpaymentSeparation. In addition, the Tax Matters Agreement requires that CCOH indemnify iHeartMedia for certain income taxes paid by iHeartMedia on behalf of such principal amount under the legacy notes indenture. As a result, $57.1 million of the 5.50% Senior Notes remain outstanding. We repaid the other $192.9 million of 5.50% Senior Notes held by other holders,CCOH and we intend to continue to pay interest on the 5.50% Senior Notes held by CCH for so long as such notes continue to remain outstanding.its subsidiaries.
For as long as we have at least $500 million of legacy notes outstanding, including the $57.1 million of 5.50% Senior Notes currently held by CCH, we will not have an obligation to grant certain additional security interests in favor of certain of our lenders and holders of our existing priority guarantee notes or the holders of our legacy notes under the "springing lien" described in the agreements governing that indebtedness, and the limitations existing with respect to the existing security interests will remain in place until up to 60 days following the date on which not more than $500 million aggregate principal amount of the legacy notes remain outstanding.


Notes Exchange Offers and Term Loan Offers
On March 15, 2017, iHeartCommunications commenced exchange offers (the “notes exchange offers”) to exchange certain series of its outstanding debt securities (the “Existing Notes”) for new securities of the Company, iHeartCommunications and CC Outdoor Holdings, Inc., a wholly-owned subsidiary of the Company, and concurrent consent solicitations with respect to the terms of the Existing Notes. On March 15, 2017, the Company also commenced offers (the “term loan offers”) to amend its outstanding Term Loan D and Term Loan E borrowings under its senior secured credit facilities and/or to issue new securities of the Company, CC Outdoor Holdings, Inc., Broader Media, LLC and/or iHeartCommunications to the lenders depending on the scenario in which the notes exchange offers and the term loan offers close. The notes exchange offers were amended on April 14, 2017. Both the notes exchange offers and the term loan offers were open as of November 8, 2017. The terms of the notes exchange offers and the term loan offers have been revised and are subject to substantial further revision, and the offers may never be consummated, on the terms currently proposed or otherwise.
Sources ofSummary Debt Capital Structure
As of September 30, 20172021 and December 31, 2016,2020, we had the following debt outstanding, net of cash and cash equivalents:
(In thousands)September 30, 2021December 31, 2020
Term Loan Facility due 20261
$1,864,032 $2,080,259 
Incremental Term Loan Facility due 20261
401,220 447,750 
Asset-based Revolving Credit Facility due 2023— — 
6.375% Senior Secured Notes due 2026800,000 800,000 
5.25% Senior Secured Notes due 2027750,000 750,000 
4.75% Senior Secured Notes due 2028500,000 500,000 
Other Secured Subsidiary Debt5,369 22,753 
Total Secured Debt$4,320,621 $4,600,762 
8.375% Senior Unsecured Notes due 20271,450,000 1,450,000 
Other Subsidiary Debt— 6,782 
Purchase accounting adjustments and original issue discount(14,156)(18,817)
Long-term debt fees(19,090)(21,797)
Total Debt$5,737,375 $6,016,930 
Less: Cash and cash equivalents369,094 720,662 
$5,368,281 $5,296,268 
(In millions)September 30, 2017 December 31, 2016
Senior Secured Credit Facilities:   
Term Loan D Facility Due 20195,000.0
 5,000.0
Term Loan E Facility Due 20191,300.0
 1,300.0
Receivables Based Credit Facility Due 2017 (1)
365.0
 330.0
9.0% Priority Guarantee Notes Due 20191,999.8
 1,999.8
9.0% Priority Guarantee Notes Due 20211,750.0
 1,750.0
11.25% Priority Guarantee Notes Due 2021(2)
825.5
 575.0
9.0% Priority Guarantee Notes Due 20221,000.0
 1,000.0
10.625% Priority Guarantee Notes Due 2023950.0
 950.0
Subsidiary Revolving Credit Facility due 2018(3)
—
 —
Other Secured Subsidiary Debt8.7
 21.0
Total Secured Debt13,199.0
 12,925.8
    
14.0% Senior Notes Due 20211,763.9
 1,729.2
Legacy Notes:   
5.5% Senior Notes Due 2016(4)
—
 —
6.875% Senior Notes Due 2018175.0
 175.0
7.25% Senior Notes Due 2027300.0
 300.0
10.0% Senior Notes Due 2018(2)
96.5
 347.0
Subsidiary Senior Notes:   
6.5% Series A Senior Notes Due 2022735.8
 735.8
6.5% Series B Senior Notes Due 20221,989.2
 1,989.2
Subsidiary Senior Subordinated Notes:   
7.625% Series A Senior Notes Due 2020275.0
 275.0
7.625% Series B Senior Notes Due 20201,925.0
 1,925.0
Subsidiary 8.75% Senior Notes due 2020(5)
375.0
 225.0
Other Subsidiary Debt25.6
 28.0
Purchase accounting adjustments and original issue discount(142.8) (167.0)
Long-term debt fees(102.3) (123.0)
Total Debt20,614.9
 20,365.0
Less: Cash and cash equivalents286.4
 845.0
 $20,328.5
 $19,520.0
(1)The receivables-based credit facility provides for borrowings of up to the lesser of $535.0 million (the revolving credit commitment) or the borrowing base amount, as defined under the receivables-based credit facility, subject to certain limitations contained in


iHeartCommunications' material financing agreements. As of September 30, 2017, we had $85.0 million of availability under the receivables-based credit facility.
(2)On February 7, 2017, iHeartCommunications completed an exchange offer of $476.4 million principal amount of its 10.0% Senior Notes due 2018 for $476.4 million principal amount of newly-issued 11.25% Priority Guarantee Notes due1 On July 16, 2021, which were issued as "additional notes" under the indenture governing the 11.25% Priority Guarantee Notes due 2021. Of the $476.4 million principal amount of 11.25% Priority Guarantee Notes due 2021 issued in the exchange offer, $241.4 million principal amount was issued to subsidiaries of iHeartCommunications that participated in the exchange offer. On July 10, 2017, iHeartCommunications exchanged $15.6 million principal amount of its 10.0% Senior Notes due 2018 that were held by an unaffiliated third party for $15.6 million principal amount of its 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications. In October 2017, iHeartCommunications exchanged $45.0 million principal amount of its 10.0% Senior Notes due 2018 that were held by unaffiliated third parties for $45.0 million principal amount of its 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications.
(3)The subsidiary revolving credit facility provides for borrowings of up to $75.0 million (the revolving credit commitment).
(4)In December 2016, iHeartCommunications repaid at maturity $192.9 million of 5.5% Senior Notes due 2016 and did not pay $57.1 million of the notes held by a subsidiary of the Company. The $57.1 million of aggregate principal amount remains outstanding and is eliminated for purposes of consolidation of the Company's financial statements.
(5)On August 14, 2017, CCIBV, our indirect subsidiary, issued $150,000,000.0 million in aggregate principal amount of 8.75% Senior Notes due 2020 (the “New CCIBV Notes”). The New CCIBV Notes were issued as additional notes under the indenture governing CCIBV’s existing 8.75% Senior Notes due 2020.
Our subsidiaries have from time to time repurchased certain debt obligations of iHeartCommunications, and our equity securities and equity securities outstanding of CCOH, and may in the future, as part of various financing and investment strategies, purchase additional outstanding indebtedness of iHeartCommunications or its subsidiaries or our equity securities and equity securities outstanding of CCOH, in tender offers, open market purchases, privately negotiated transactions or otherwise. We or our subsidiaries may also sell certain assets, securities or properties. These purchases or sales, if any, could have a material positive or negative impact on our liquidity available to repay outstanding debt obligations or on our consolidated results of operations. These transactions could also require or result in amendmentsInc. ("iHeartCommunications") entered into an amendment to the agreementscredit agreement governing outstanding debt obligations or changes in our leverage or other financial ratios, which could haveits Term Loan credit facilities. The amendment reduces the interest rate of its Incremental Term Loan Facility due 2026 to a material positive or negative impact on our abilityEurocurrency Rate of LIBOR plus a margin of 3.25% and floor of 0.50% (from LIBOR plus a margin of 4.00% and floor of 0.75%). The Base Rate interest amount was reduced to comply with the covenants contained in iHeartCommunications' debt agreements. These transactions, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictionsBase Rate plus a margin of 2.25% and other factors. The amounts involved may be material.
Senior Secured Credit Facilities
The senior secured credit facilities require iHeartCommunications to comply on a quarterly basis with a financial covenant limiting the ratiofloor of consolidated secured debt, net of cash and cash equivalents, to consolidated EBITDA (as defined by iHeartCommunications' senior secured credit facilities) for the preceding four quarters. iHeartCommunications' secured debt consists of the senior secured credit facilities, the receivables-based credit facility, the priority guarantee notes and certain other secured subsidiary debt.  As required by the definition of consolidated EBITDA in iHeartCommunications' senior secured credit facilities, iHeartCommunications' consolidated EBITDA for the preceding four quarters of $1.7 billion is calculated as operating income (loss) before depreciation, amortization, impairment charges and other operating income (expense), net plus share-based compensation and is further adjusted for the following items: (i) costs incurred in1.50%. In connection with the closure and/or consolidationamendment, iHeartCommunications voluntarily prepaid $250.0 million of facilities, retention charges, consulting fees and other permitted activities; (ii) extraordinary, non-recurring or unusual gains or losses or expenses and severance; (iii) non-cash charges; (iv) cash received from nonconsolidated affiliates; and (v) various other items.


The following table reflects a reconciliation of consolidated EBITDA (as defined by iHeartCommunications' senior secured credit facilities) to operating income and net cash provided by operating activities forborrowings outstanding under the four quarters ended September 30, 2017:
 Four Quarters Ended
(In Millions)September 30, 2017
Consolidated EBITDA (as defined by iHeartCommunications' senior secured credit facilities)$1,661.9
Less adjustments to consolidated EBITDA (as defined by iHeartCommunications' senior secured credit facilities): 
Costs incurred in connection with the closure and/or consolidation of facilities, retention charges, consulting fees and other permitted activities(44.9)
Extraordinary, non-recurring or unusual gains or losses or expenses and severance (as referenced in the definition of consolidated EBITDA in iHeartCommunications' senior secured credit facilities)(38.3)
Non-cash charges(1.9)
Other items68.9
Less: Depreciation and amortization, Impairment charges, Other operating income (expense), net and Share-based compensation expense(460.8)
Operating income1,184.9
Plus: Depreciation and amortization, Impairment charges, Gain (loss) on disposal of operating and fixed assets, and Share-based compensation expense454.2
Less: Interest expense(1,848.9)
Less: Current income tax expense(29.0)
Plus: Other income (expense), net(37.3)
Adjustments to reconcile consolidated net loss to net cash provided by operating activities (including Provision for doubtful accounts, Amortization of deferred financing charges and note discounts, net and Other reconciling items, net)43.3
Change in assets and liabilities, net of assets acquired and liabilities assumed(67.3)
Net cash used for operating activities$(300.1)
The maximum ratio permitted under this financial covenant was 8.75:1 for the four quarters ended September 30, 2017.  As of September 30, 2017, our ratio was 7.8:1.
In addition, the senior securedTerm Loan credit facilities include negative covenants that,with cash on hand, resulting in a reduction of $44.3 million of the existing Incremental Term Loan Facility due 2026 and $205.7 million of the Term Loan Facility due 2026. We expect to save $12.7 million in annual interest payments as a result of the repricing and repayment.
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For additional information regarding our debt refer to Note 5, Long-Term Debt.

Exchange of Special Warrants
On July 25, 2019, the Company filed a petition for declaratory ruling ("PDR") with the Federal Communications Commission (the "FCC") to permit up to 100% of the Company’s voting stock to be owned by non-U.S. individuals and entities. On November 5, 2020, the FCC issued a declaratory ruling granting the relief requested by the PDR (the "Declaratory Ruling"), subject to significant exceptions, limit iHeartCommunications' ability and the ability of its restricted subsidiaries to, among other things:
•incur additional indebtedness;
•create liens on assets;
•engage in mergers, consolidations, liquidations and dissolutions;
•sell assets;
•pay dividends and distributions or repurchase iHeartCommunications' capital stock;
•make investments, loans, or advances;
•prepay certain junior indebtedness;
•engage in certain transactions with affiliates;
•amend material agreements governing certain junior indebtedness; and
•change lines of business.


The senior secured credit facilities include certain customary representations and warranties, affirmative covenants and events of default, including payment defaults, breach of representations and warranties, covenant defaults, cross-defaults to certain indebtedness, certain events of bankruptcy, certain events under ERISA, material judgments, the invalidity of material provisions of the senior secured credit facilities documentation, the failure of collateral under the security documents for the senior secured credit facilities, the failure of the senior secured credit facilities to be senior debt under the subordination provisions of certain of iHeartCommunications' subordinated debt and a change of control. If an event of default occurs, the lenders under the senior secured credit facilities will be entitled to take various actions, including the acceleration of all amounts due under the senior secured credit facilities and all actions permitted to be taken by a secured creditor.
Disposals
In January 2017, we sold our Indianapolis, Indiana outdoor market in exchange for certain assets in Atlanta, Georgia, plus approximately $43.1 million in cash, net of closing costs. A net gain of $28.9 million was recognized related to the sale.
During the third quarter of 2017, Americas outdoor sold its ownership interest in a joint venture in Canada. As a result, the Company recognized a net loss on sale of $12.1 million, including a $6.3 million cumulative translation adjustment, which is included within Other operating income (expense), net.
Uses of Capital
Debt Repayments, Maturities and Other
On February 7, 2017, iHeartCommunications completed an exchange offer of $476.4 million principal amount of iHeartCommunications' 10.0% Senior Notes due 2018 for $476.4 million principal amount of newly-issued 11.25% Priority Guarantee Notes due 2021, which were issued as “additional notes” under the indenture governing the 11.25% Priority Guarantee Notes due 2021. Of the $476.4 million principal amount of 11.25% Priority Guarantee Notes due 2021 issuedconditions set forth in the exchange offer, $241.4 million principal amount was issued to subsidiaries of iHeartCommunications that participated in the exchange offer.Declaratory Ruling.
On January 31, 2017, iHeartCommunications repaid $25.0 million8, 2021, the Company exchanged a portion of the amount borrowedoutstanding Special Warrants into 45,133,811 shares of iHeartMedia Class A common stock, the Company’s publicly traded equity, and 22,337,312 Class B common stock in compliance with the Declaratory Ruling, the Communications Act and FCC rules. Following the Exchange, the Company's remaining Special Warrants continue to be exercisable for shares of Class A common stock or Class B common stock. There were 120,189,029 shares of Class A common stock, 21,622,510 shares of Class B common stock and 5,304,430 Special Warrants outstanding on November 1, 2021.
Supplemental Financial Information under its receivables-based credit facilityDebt Agreements
Pursuant to iHeartCommunications' material debt agreements, Capital I, the parent guarantor and on July 31, 2017, we borrowed an additional $60.0 million under our receivables-based credit facility, resulting in total outstanding borrowings under this facility of $365.0 million as of September 30, 2017.
On July 10, 2017, a subsidiary of iHeartCommunications exchanged $15.6 million principal amountiHeartMedia, is permitted to satisfy its reporting obligations under such agreements by furnishing iHeartMedia’s consolidated financial information and an explanation of iHeartCommunications' 11.25% Priority Guarantee Notes due 2021 that were held bythe material differences between iHeartMedia’s consolidated financial information, on the one hand, and the financial information of Capital I and its consolidated restricted subsidiaries, on the other hand. Because neither iHeartMedia nor iHeartMedia Capital II, LLC, a wholly-owned direct subsidiary of iHeartCommunications for $15.6 million principal amountiHeartMedia and the parent of iHeartCommunications' 10.0% Senior Notes due 2018 that were held by an unaffiliated third party.
In October 2017, iHeartCommunications exchanged $45.0 million principal amount of 11.25% Priority Guarantee Notes due 2021 that were held by a subsidiary of iHeartCommunications for $45.0 million principal amount of iHeartCommunications' 10.0% Senior Notes due 2018 that were held by unaffiliated third parties.
Certain Relationships with the Sponsors
WeCapital I, have any operations or material assets or liabilities, there are party to a management agreement with certain affiliates of the Sponsors and certain other parties pursuant to which such affiliates of the Sponsors will provide management andno material differences between iHeartMedia’s consolidated financial advisory services until 2018.  These arrangements require management fees to be paid to such affiliates of the Sponsors for such services at a rate not greater than $15.0 million per year, plus reimbursable expenses.  For the three and nine months ended September 30, 2017, the Company recognized management fees and reimbursable expenses of $3.8 million and $11.4 million, respectively, and $3.9 million and $11.5 millioninformation for the three and nine months ended September 30, 2016, respectively.
CCOH Dividends
In connection with the cash management arrangements for CCOH, iHeartCommunications maintains an intercompany revolving promissory note payable by iHeartCommunications to CCOH (the “Intercompany Note”), which consists of the net activities resulting from day-to-day cash management services provided by iHeartCommunications to CCOH.  As of September 30, 2017, the balance of the Note was $1,051.3 million, all of which is payable on demand.  The Intercompany Note is eliminated in consolidation in our2021, and Capital I’s and its consolidated restricted subsidiaries’ financial statements.
The Intercompany Note previously was the subject of litigation. Pursuant to the terms of the settlement of that litigation, CCOH’s board of directors established an intercompany note committeeinformation for the specific purpose of monitoring the Intercompany Note. The CCOH Intercompany Note Committee has the non-exclusive authority, pursuant to the terms of its charter, to demand payments under the Intercompany Note under certain specified circumstances tied to the Company’s liquidity or the amount


outstanding under the Intercompany Note as long as CCOH makes a simultaneous dividend equal to the amount so demanded. If the specified circumstances tied to the Company’s liquidity occur, the CCOH Intercompany Note Committee is authorized to demand repayment of up to the full principal amount of the Intercompany Note, if it declares a simultaneous dividend to CCOH’s stockholders in the same amount. As of November 8, 2017, the CCOH Intercompany Note Committee has the right pursuant to the terms of the settlement of the derivative litigation filed by CCOH’s stockholders regarding the Intercompany Note but not the obligation, to make a demand on the Intercompany Note. Based on the $1,051.3 million balance of the Intercompany Note and the ownership of CCOH as of September 30, 2017, if the CCOH Intercompany Note Committee were to demand repayment of the Intercompany Note in full, we would be required to use cash to fund approximately $110.4 million, or 10.5% of the dividend, to be paid to the public stockholders of CCOH. We cannot assure you that we will have sufficient cash available to make such a payment if the liquidity trigger occurs.
During the fourth quarter of 2016, CCOH sold its outdoor business in Australia for cash proceeds of $195.7 million, net of cash retained by the purchaser and closing costs.  As discussed above under "Recent Liquidity-Generating Transactions," on February 9, 2017, CCOH declared a special dividend of $282.5 million using a portion of the cash proceeds from the sales of certain non-strategic U.S. outdoor markets and of our Australia outdoor business. On February 23, 2017, we received 89.9% of the dividend, or approximately $254.0 million, with the remaining 10.1%, or approximately $28.5 million, paid to public stockholders of CCOH.
On September 14, 2017, (i) CCOH provided notice of its intent to make a demand (the “First Demand”) for repayment on October 5, 2017 of $25.0 million outstanding under the Intercompany Note, and (ii) the board of directors of CCOH declared a special cash dividend, which was paid on October 5, 2017 to CCOH’s Class A and Class B stockholders of record at the closing of business on October 2, 2017, in an aggregate amount equal to $25.0 million, funded with the proceeds of the First Demand. iHeartCommunications received approximately 89.5%, or approximately $22.4 million, of the proceeds of the dividend through its wholly-owned subsidiaries. The remaining approximately 10.5% of the proceeds of the dividend, or approximately $2.6 million, was paid to the public stockholders of CCOH.

On October 11, 2017, (i) CCOH provided notice of its intent to make a demand (the “Second Demand”) for repayment on October 31, 2017 of $25.0 million outstanding under the Intercompany Note, and (ii) the board of directors of CCOH declared a special cash dividend, which was paid on October 31, 2017 to CCOH’s Class A and Class B stockholders of record at the closing of business on October 26, 2017, in an aggregate amount equal to $25.0 million, funded with the proceeds of the Second Demand. iHeartCommunications received approximately 89.5%, or approximately $22.4 million, of the proceeds of the dividend through its wholly-owned subsidiaries. The remaining approximately 10.5% of the proceeds of the dividend, or approximately $2.6 million, was paid to the public stockholders of CCOH.

periods.
Commitments, Contingencies and Guarantees
We are currently involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued our estimate of the probable costs for resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated.  These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in our assumptions or the effectiveness of our strategies related to these proceedings.  Please refer to “Legal Proceedings” in Part II, Item 1 of this Quarterly Report on Form 10-Q.
SEASONALITY
Typically, the iHM, Americas outdoor and International outdoor segmentsour businesses experience their lowest financial performance in the first quarter of the calendar year, with International outdoor historically experiencing a loss from operations in that period. Our International outdoor segment typically experiences its strongest performance in the second and fourth quarters of the calendar year. We expect this trend to continue in the future. In addition, the majority of interest payments made in relation to long-term debt are paid in the first and third quarters of each calendar year. Due to this seasonality and certain other factors, the results for the interim periods may not be indicative of results for the full year.  In addition, our Multiplatform Group and our Audio & Media Services Group are impacted by political cycles and generally experience higher revenues in congressional election years, and particularly in presidential election years. This cyclicality may affect comparability of results between years.
MARKET RISK
We are exposed to market risks arising from changes in market rates and prices, including movements in interest rates foreign currency exchange rates and inflation.
Interest Rate Risk


A significant amount of our long-term debt bears interest at variable rates. Accordingly, our earnings will be affected by changes in interest rates. As of September 30, 2017,2021, approximately 32%40% of our aggregate principal amount of long-term debt bearsbore interest at floating rates. Assuming the current level of borrowings and assuming a 50% change in LIBOR, it is estimated that our interest expense for the nine months ended September 30, 20172021 would have changed by $26.2$0.8 million.
In the event of an adverse change in interest rates, management may take actions to mitigate our exposure.  However, due to the uncertainty of the actions that would be taken and their possible effects, the preceding interest rate sensitivity analysis assumes no such actions.  Further, the analysis does not consider the effects of the change in the level of overall economic activity that could exist in such an environment.
Foreign Currency Exchange Rate Risk
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We have operations in countries throughout the world.  Foreign operations are measured in their local currencies.  As a result, our financial results could be affected by factors such as changes in foreign currency exchange rates or weak economic conditions in the foreign markets in which we have operations.  We believe we mitigate a small portion of our exposure to foreign currency fluctuations with a natural hedge through borrowings in currencies other than the U.S. dollar. Our foreign operations reported net losses of $15.2 million and $15.4 million for three and nine months ended September 30, 2017, respectively.  We estimate a 10% increase in the value of the U.S. dollar relative to foreign currencies would have decreased our net losses for the three and nine months ended September 30, 2017 by $1.5 million, respectively.  A 10% decrease in the value of the U.S. dollar relative to foreign currencies during the three and nine months ended September 30, 2017 would have increased our net losses for the three and nine months ended September 30, 2017 by corresponding amounts.

This analysis does not consider the implications that such currency fluctuations could have on the overall economic activity that could exist in such an environment in the U.S. or the foreign countries or on the results of operations of these foreign entities.
Inflation
Inflation is a factor in the economies in which we do business and we continue to seek ways to mitigate its effect.  Inflation has affected our performance in terms of higher costs for wages, salaries and equipment.  Although the exact impact of inflation is indeterminable, we believe we have offset these higher costs by increasing the effective advertising rates of most of our broadcasting stations and outdoor display faces in our iHM, Americas outdoor and International outdoorMultiplatform operations.

CRITICAL ACCOUNTING ESTIMATES
The preparation of our financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of expenses during the reporting period. On an ongoing basis, we evaluate our estimates that are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. The result of these evaluations forms the basis for making judgments about the carrying values of assets and liabilities and the reported amount of expenses that are not readily apparent from other sources. Because future events and their effects cannot be determined with certainty, actual results could differ from our assumptions and estimates, and such difference could be material. Our significant accounting policies are discussed in the notes to our consolidated financial statements included in Note 1 of this QuarterlyItem 8, Financial Statements and Supplementary Data of our Annual Report on Form 10-Q.10-K for the year ended December 31, 2020. Management believes that the following accounting estimates are the most critical to aid in fully understanding and evaluating our reported financial results, and they require management’s most difficult, subjective or complex judgments, resulting from the need to make estimates about the effect of matters that are inherently uncertain. The following narrative describes these critical accounting estimates, the judgments and assumptions and the effect if actual results differ from these assumptions.


The Company performs its annual impairment test on goodwill and indefinite-lived intangible assets as of July 1 of each year.

Indefinite-lived Intangible Assets
In connection with the Merger Agreement pursuant to whichour Plan of Reorganization, we acquired iHeartCommunications in 2008, we allocated the purchase price toapplied fresh start accounting as required by ASC 852 and recorded all of our assets and liabilities at estimated fair values, including our FCC licenses, andwhich are included within our billboard permits.Multiplatform Group reporting unit. Indefinite-lived intangible assets, such as our FCC licenses, and our billboard permits, are reviewed annually for possible impairment using the direct valuation method as prescribed in ASC 805-20-S99. Under the direct valuation method, the estimated fair value of the indefinite-lived intangible assets was calculated at the market level as prescribed by ASC 350-30-35. Under the direct valuation method, it is assumed that rather than acquiring indefinite-lived intangible assets as a part of a going concern business, the buyer hypothetically obtains indefinite-lived intangible assets and builds a new operation with similar attributes from scratch.


Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value. Initial capital costs are deducted from the discounted cash flows model, which results in value that is directly attributable to the indefinite-lived intangible assets.


Our key assumptions using the direct valuation method are market revenue growth rates, market share, profit margin, duration and profile of the build-up period, estimated start-up capital costs, and losses incurred during the build-up period, the risk-adjusted discount rate and terminal values. This data is populated using industry normalized information representing an average asset within a market.


On July 1, 2017,2021, we performed our annual impairment test in accordance with ASC 350-30-35 and recognized impairment charges of $6.0 million related to FCC Licenses andwe concluded no impairment related to outdoor billboard permits.

of the indefinite-lived intangible assets was required. In determining the fair value of our FCC licenses, the following key assumptions were used:


•Revenue growth sales forecasts published by BIA Financial Network, Inc. (“BIA”), varying by market, and revenue growth projections made by industry analysts were used for the initial four-year period;
•2.0% revenue growth was assumed beyond the initial four-year period;
•Revenue was grown proportionally over a build-up period, reaching market revenue forecast by year 3;
•Operating margins of 12.5%8.0% in the first year gradually climb to the industry average margin in year 3 of up to 25.0%20.2%, depending on market size; and
•Assumed discount rates of 8.0% for the 1315 largest markets and 8.5% for all other markets.

In determining the fair value of our billboard permits, the following key assumptions were used:

Industry revenue growth forecasts between 0.5% and 3.5% were used for the initial four-year period;
3.0% revenue growth was assumed beyond the initial four-year period;
Revenue was grown over a build-up period, reaching maturity by year 2;
Operating margins gradually climb to the industry average margin of up to 55.9%, depending on market size, by year 3; and
Assumed discount rate of 7.5%.


While we believe we have made reasonable estimates and utilized appropriate assumptions to calculate the fair value of our indefinite-lived intangible assets, it is possible a material change could occur. If future results are not consistent with our assumptions and estimates, we may be exposed to impairment charges in the future. The following table shows the changedecrease in
42

the fair value of our indefinite-lived intangible assets that would result from a 100 basis point decline in our discrete and terminal period revenue growth rate and profit margin assumptions and a 100 basis point increase in our discount rate assumption:

(In thousands) Revenue Profit Discount(In thousands)
Description Growth Rate Margin RatesDescriptionRevenue
Growth Rate		Profit
Margin		Discount
Rate
FCC license $485,735
 $183,700
 $549,775
Billboard permits $1,107,600
 $161,800
 $1,118,300
FCC licensesFCC licenses$405,630 $213,548 $459,449 

The estimated fair value of our FCC licenses and billboard permits at July 1, 20172021 was $7.0$2.2 billion, ($3.2 billion for FCC licenses and $3.7 billion for billboard permits), while the carrying value was $3.4$1.8 billion. TheGiven the difference between the carrying values of our FCC licenses and their estimated fair values, an increase in discount rates or a decrease in revenue growth rates or profit margins could result in an impairment to our FCC licenses.

Goodwill
Upon application of fresh start accounting in accordance with ASC 852 in connection with our emergence from bankruptcy, we recorded goodwill of $3.3 billion, which represented the excess of estimated enterprise fair value over the estimated fair value of our FCC licensesassets and billboard permits at Julyliabilities. Goodwill was further allocated to our reporting units based on the relative fair values of our reporting units as of May 1, 2016 was $7.1 billion ($3.1 billion for FCC licenses and $4.0 billion for billboard permits), while the carrying value was $3.4 billion.

Goodwill
Goodwill represents the excess2019. As a result of the purchase price overchanges in the fair valueCompany's management structure and its reportable segments, we performed interim impairment tests on goodwill as of identifiable net assets acquiredJanuary 1, 2021. No impairment charges were recorded in business combinations. the first quarter of 2021 in connection with the interim impairment test.

We test goodwill at interim dates if events or changes in circumstances indicate that goodwill might be impaired. The fair value of our reporting units is used to apply value to the net assets of each reporting unit. To the extent that the carrying amount of net assets would exceed the fair value, an impairment charge may be required to be recorded.


The discounted cash flow approach we use for valuing goodwill as part of the two-step impairment testing approach involves estimating future cash flows expected to be generated from the related assets, discounted to their present value using a risk-adjusted discount rate. Terminal values are also estimated and discounted to their present value.




On July 1, 2017,2021, we performed our annual impairment test in accordance with ASC 350-30-35, resulting in a goodwillno impairment charge of $1.6 million related to one of our International outdoor markets.goodwill. In determining the fair value of our reporting units, we used the following assumptions:


•Expected cash flows underlying our business plans for the periods 20172021 through 2021.2025. Our cash flow assumptions are based on detailed, multi-year forecasts performed by each of our operating segments,reporting units, and reflect the current advertising outlook across our businesses.
•Cash flows beyond 20212025 are projected to grow at a perpetual growth rate, which we estimated at 2.0% for our iHM segment, 3.0%Multiplatform and RCS Reporting units, 3% for our Americas outdoor and International outdoor segments,Digital Audio Reporting unit, and 2.0% for our Other segmentKatz Media reporting unit (beyond 2024)2029).
•In order to risk adjust the cash flow projections in determining fair value, we utilized a discount rate of approximately 8.0% to 11.5%discounts rates between 11% and 14% for each of our reporting units.


Based on our annual assessment using the assumptions described above, a hypothetical 10%5% reduction in the estimated fair value in each of our reporting units would not result in a material impairment condition.



43

While we believe we have made reasonable estimates and utilized appropriate assumptions to calculate the estimated fair value of our reporting units, it is possible a material change could occur. If future results are not consistent with our assumptions and estimates, we may be exposed to impairment charges in the future. The following table shows the decline in the fair value of each of our reportable segmentsreporting units that would result from a 100 basis point decline in our discrete and terminal period revenue growth rate and profit margin assumptions and a 100 basis point increase in our discount rate assumption:

(In thousands) Revenue Profit Discount
Description Growth Rate Margin Rates
iHM $1,180,000
 $310,000
 $1,150,000
Americas Outdoor $820,000
 $170,000
 $780,000
International Outdoor $260,000
 $210,000
 $220,000
(In thousands)
DescriptionRevenue
Growth Rate		Profit
Margin		Discount
Rate
Multiplatform$670,000 $240,000 $650,000 
Digital$330,000 $100,000 $270,000 
Katz Media$60,000 $20,000 $50,000 
Other$30,000 $10,000 $20,000 


An increase in discount rates or a decrease in revenue growth rates or profit margins could result in impairment charges being required to be recorded for one or more of our reporting units.

CAUTIONARY STATEMENT CONCERNING FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by us or on our behalf.  Except for the historical information, thisThis report contains various forward-looking statements which represent our expectations or beliefs concerning future events, including, without limitation, our future operating and financial performance, the anticipated impacts of and recovery from the COVID-19 pandemic on our liquidity,business, financial position and results of operations, our ability to comply with the covenants in the agreements governingexpected costs, savings and timing of our indebtednessmodernization initiatives and the availability ofother capital and the terms thereof.operating expense reduction initiatives, expected interest rate savings from our amendment to and $250 million voluntary prepayment on our Term Loan credit facilities, our business plans, strategies and initiatives, benefits of acquisitions, our expectations about certain markets, expected cash interest payments and our anticipated financial performance and liquidity.  Statements expressing expectations and projections with respect to future matters are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  We caution that these forward-looking statements involve a number of risks and uncertainties and are subject to many variables which could impact our future performance.  These statements are made on the basis of management’s views and assumptions, as of the time the statements are made, regarding future events and performance.  There can be no assurance, however, that management’s expectations will necessarily come to pass.  Actual future events and performance may differ materially from the expectations reflected in our forward-looking statements.  We do not intend, nor do we undertake any duty, to update any forward-looking statements.
A wide range of factors could materially affect future developments and performance, including but not limited to:
our ability to continue as a going concern;
the impact of our substantial indebtedness, including the effect of our leverage on our financial position and earnings;
our ability to generate sufficient cash from operations and liquidity-generating transactions and our need to allocate significant amounts of our cash to make payments on our indebtedness, which in turn could reduce our financial flexibility and ability to fund other activities;
•risks associated with weak or uncertain global economic conditions and their impact on the capital markets;
other general economic and political conditions in the United States and in other countries in which we currently do business, including those resulting from recessions, political events and acts or threats of terrorism or military conflicts;
industry conditions, including competition;
the level of expenditures for advertising;
•the impact of the COVID-19 pandemic on advertising;our business, financial position and results of operations;
legislative•intense competition including increased competition from alternative media platforms and technologies;
•dependence upon the performance of on-air talent, program hosts and management as well as maintaining or regulatory requirements;enhancing our master brand;
•fluctuations in operating costs;
•technological changes and innovations;


changes in labor conditions, including programming, program hosts and management;
capital expenditure requirements;
risks of doing business in foreign countries;
fluctuations in exchange rates and currency values;
the outcome of pending and future litigation;
taxes and tax disputes;
changes in interest rates;
•shifts in population and other demographics;
access•the impact of our substantial indebtedness;
•the impact of future acquisitions, dispositions and other strategic transactions;
•legislative or regulatory requirements;
•the impact of legislation or ongoing litigation on music licensing and royalties;
•regulations and consumer concerns regarding privacy and data protection, and breaches of information security measures;
•risks associated with our emergence from the Chapter 11 Cases;
•risks related to capital markets and borrowed indebtedness;our Class A common stock, including our significant number of outstanding warrants;
our ability to implement•regulations impacting our business strategies;and the ownership of our securities; and
the risk that we may not be able to integrate the operations of acquired businesses successfully;
44

the risk that our strategic revenue and efficiency initiatives may not be entirely successful or that any cost savings achieved from such strategic revenue and efficiency initiatives may not persist; and
•certain other factors set forth in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2020, as updated by “Part II, Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q, and other filings with the SEC.Securities and Exchange Commission (“SEC”).

This list of factors that may affect future performance and the accuracy of forward-looking statements is illustrative and is not intended to be exhaustive.  Accordingly, all forward-looking statements should be evaluated with the understanding of their inherent uncertainty.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Required information is presented under “Market Risk” within Item 2 of this Part I.

ITEM 4. CONTROLS AND PROCEDURES
AsDisclosure Controls and Procedures
Limitations on Effectiveness of Controls and Procedures
In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect that there are resource constraints and that management is required by Rule 13a-15(b)to apply judgment in evaluating the benefits of the Securities Exchange Actpossible controls and procedures relative to their costs.
Evaluation of 1934, as amended (the “Exchange Act”), under the supervisionDisclosure Controls and Procedures
Our management, with the participation of management, including our Chief Executive Officer and our Chief Financial Officer, we have carried outconducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in RuleRules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report.  Our disclosure controls and procedures are designed to provide reasonable assurance that information we are required to disclose in reports that are filed or submitted under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified by the SEC.. Based on thatthis evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of September 30, 2017 at the reasonable assurance level.2021. 
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting that occurred during the quarter ended September 30, 20172021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.



45

PART II-- OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
We currently are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in our assumptions or the effectiveness of our strategies related to these proceedings. Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on our financial condition or results of operations.
Although weWe are involved in a variety of legal proceedings in the ordinary course of business and a large portion of our litigation arises in the following contexts: commercialcommercial/contract disputes; defamation matters; employment and benefits related claims; governmental fines; intellectual property claims; real estate matters; governmental investigations; and tax disputes.
Stockholder LitigationAlien Ownership Restrictions and FCC Petition for Declaratory Ruling
The Communications Act and FCC regulation prohibit foreign entities and individuals from having direct or indirect ownership or voting rights of more than 25 percent in a corporation controlling the licensee of a radio broadcast station unless the FCC finds greater foreign ownership to be in the public interest. Under the Plan of Reorganization, the Company committed to file the PDR requesting the FCC to permit the Company to be up to 100% foreign-owned. 
On MayNovember 5, 2020, the FCC issued a declaratory ruling (the "Declaratory Ruling") granting the relief requested by the PDR, subject to certain conditions.
On November 9, 2016,2020, the Company notified the holders of Special Warrants of the commencement of an exchange process. On January 8, 2021, the Company exchanged a stockholderportion of Clear Channel Outdoor Holdings, Inc. ("CCOH"the outstanding Special Warrants into Class A common stock or Class B common stock, in compliance with the Declaratory Ruling, the Communications Act and FCC rules (the "Exchange"). Following the Exchange, the Company’s remaining Special Warrants continue to be exercisable for shares of Class A common stock or Class B common stock.
On March 8, 2021, the Company filed for declaratory ruling (the “Remedial PDR”) with the FCC. The Remedial PDR relates to the acquisition by Global Media & Entertainment Ltd (f/k/a Honeycomb Investments Limited) (“Global Investments”) of the Company’s stock. Specifically, on February 5, 2021, Global Investments, The Global Media & Entertainment Investments Trust (the “GMEI Trust”), James Hill (as trustee of the GMEI Trust), Simon Groom (as trustee of the GMEI Trust) and Michael Tabor (as beneficiary of the GMEI Trust) (together with Global Investments and any affiliates or third parties to whom they may assign or transfer any of their rights or interests, the “GMEI Investors”) filed a derivative lawsuitSchedule 13D with the SEC, in which the GMEI Investors disclosed beneficial ownership of 9,631,329 shares of the Company’s Class A Common Stock, representing approximately 8.7% of the Company’s outstanding Class A Common Stock. This ownership interest is inconsistent with the FCC’s foreign ownership rules and the declaratory ruling issued by the FCC relating to the Company’s foreign ownership on November 5, 2020, both of which limit a foreign investor in the Court of ChanceryGMEI Investors’ position to holding no more than 5% of the StateCompany’s voting equity or total equity without prior FCC approval. The Remedial PDR, which was filed pursuant to the rules and regulations of Delaware, captioned GAMCO Asset Management Inc. v. iHeartMedia Inc. et al., C.A. No. 12312-VCS. The complaint names as defendantsthe FCC, seeks (a) specific approval for the more than 5% equity and voting interests in the Company iHeartCommunications, Inc. ("iHeartCommunications"), an indirect subsidiarypresently held by the GMEI Investors and (b) as amended, advance approval for the GMEI Investors to increase their equity and voting interest in the Company up to any non-controlling amount not to exceed 14.99%. The Remedial PDR remains pending before the FCC.
On March 26, 2021, the FCC conditioned the approval of applications by the Company to acquire certain radio stations, which were pending prior to the GMEI Investors’ Schedule 13D filing, on the Company taking certain actions with respect to the GMEI Investors rights as stockholders of the Company, Bain Capital Partners, LLCCompany. On that same date, and Thomas H. Lee Partners, L.P. (together,in order to implement the "Sponsor Defendants"), the Company's private equity sponsors and majority owners, and the members of CCOH's board of directors. CCOH also is named as a nominal defendant. The complaint alleges that CCOH has been harmedconditions required by the intercompany agreements with iHeartCommunications, CCOH’s lackFCC, our Board of autonomy over its own cash andDirectors resolved to take certain actions to limit the actionsrights of the defendants in servingGMEI Investors, including, but not limited to, suspending all voting rights of GEMI Investors until and unless the FCC releases a declaratory ruling granting specific approval for each of the GMEI Investors to hold more than 5% of the equity and/or voting interests of the Company, iHeartCommunications and the Sponsor Defendants to the detriment of CCOH and its minority stockholders. Specifically, the complaint alleges that the defendants have breached their fiduciary duties by causing CCOH to: (i) continue to loan cash to iHeartCommunications under the intercompany note at below-market rates; (ii) abandon its growth and acquisition strategies in favor of transactions that would provide cash to the Company and iHeartCommunications; (iii) issue new debt in the CCIBV note offering (the "CCIBV Note Offering") to provide cash to the Company and iHeartCommunications through a dividend; and (iv) effect the sales of certain outdoor markets in the U.S. (the "Outdoor Asset Sales") allegedly to provide cash to the Company and iHeartCommunications through a dividend. The complaint also alleges that the Company, iHeartCommunications and the Sponsor Defendants aided and abetted the directors' breaches of their fiduciary duties. The complaint further alleges that the Company, iHeartCommunications and the Sponsor Defendants were unjustly enriched as a result of these transactions and that these transactions constituted a waste of corporate assets for which the defendants are liable to CCOH. The plaintiff is seeking, among other things, a ruling that the defendants breached their fiduciary duties to CCOH and that the Company, iHeartCommunications and the Sponsor Defendants aided and abetted the CCOH board of directors' breaches of fiduciary duty, rescission of payments made by CCOH to iHeartCommunications and its affiliates pursuant to dividends declared in connection with the CCIBV Note Offering and Outdoor Asset Sales, and an order requiring the Company, iHeartCommunications and the Sponsor Defendants to disgorge all profits they have received as a result of the alleged fiduciary misconduct.Company.
On July 20, 2016, the defendants filed a motion to dismiss plaintiff's verified stockholder derivative complaint for failure to state a claim upon which relief can be granted. On November 23, 2016, the Court granted defendants’ motion to dismiss all claims brought by the plaintiff.  On December 19, 2016, the plaintiff filed a notice of appeal of the ruling. The oral hearing on the appeal was held on October 11, 2017. On October 12, 2017, the Supreme Court of Delaware affirmed the lower court's ruling, dismissing the case.
International Outdoor Investigation
On April 21, 2015, inspections were conducted at the premises of Clear Channel in Denmark and Sweden as part of an investigation by Danish competition authorities.  Additionally, on the same day, Clear Channel UK received a communication from the UK competition authorities, also in connection with the investigation by Danish competition authorities. Clear Channel and its affiliates are cooperating with the national competition authorities.
46


ITEM 1A.  RISK FACTORS
For information regardingOther than as described below, there have been no material changes in our risk factors please refer to Item 1Afrom those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2016 (the "Annual Report")2020.
Regulations imposed by the Communications Act and the FCC limit the amount of foreign individuals or entities that may invest in our Quarterly Reports on Form 10-Q. There have not been any material changescapital stock without FCC approval.


The Communications Act and FCC regulations prohibit foreign entities or individuals from indirectly (i.e., through a parent company) owning or voting more than 25 percent of the equity in a corporation controlling the licensee of a radio broadcast station unless the FCC determines greater indirect foreign ownership is in the risk factors disclosed inpublic interest. The FCC generally will not make such a determination absent favorable executive branch review.
The FCC calculates foreign voting rights separately from equity ownership, and both must be at or below the 25 percent threshold absent a foreign ownership declaratory ruling. To the extent that our Annual Report and Quarterly Reports, except that we are updatingaggregate foreign ownership or voting percentages exceeds 25 percent, any individual foreign holder of our common stock whose ownership or voting percentage would exceed 5 percent or 10 percent (with the risk factor entitled "To service our debt obligations andapplicable percentage determined pursuant to fund our operations and our capital expenditures, we require a significant amount of cash to meet our needs, which depends on many factors beyond our control" as set forth below:
To service our debt obligations and to fund our operations and our capital expenditures, we require a significant amount of cash to meet our needs, which depends on many factors beyond our control, and management has determined that there is substantial doubt as to our ability to continue as a going concern for a period within 12 months following November 8, 2017 based on the uncertainty about these factors
To service our debt obligations and to fund our operations and our capital expenditures, we require a significant amount of cash.  Our primary sources of liquidity are cash on hand, cash flow from operations, borrowing capacity under iHeartCommunications' domestic receivables-based credit facility, subject to the limitations contained in iHeartCommunications' material financing agreements, and cash from liquidity-generating transactions.  As of September 30, 2017, we had $286.4 million of cash and cash equivalents on our balance sheet, including $222.4 million of cash and cash equivalents held by our subsidiary, CCOH.  As of September 30, 2017, we had a borrowing base of $499.1 million under iHeartCommunications' receivables-based credit facility, had $365.0 million of outstanding borrowings and $49.1 million of outstanding letters of credit, resulting in $85.0 million of excess availability.  However, any incremental borrowings under iHeartCommunications' receivables-based credit facility mayFCC rules) will additionally be further limited by the terms contained in iHeartCommunications' material financing agreements.
During the second quarter of 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. This update provides U.S. GAAP guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and about related footnote disclosures.  We adopted this standard for the year ended December 31, 2016. Under this standard, we are required to evaluate whether there is substantial doubt about our abilityobtain the FCC’s specific approval.
On November 5, 2020, the FCC issued the Declaratory Ruling which authorizes us to continue as a going concern each reporting period, including interim periods. In evaluating our abilityhave aggregate foreign ownership and voting percentages of up to continue as a going concern, management considered the conditions100 percent and events that could raise substantial doubt about our ability to continue as a going concern for a period of 12 months following the date our financial statements were issued (November 8, 2017). Management considered our current financial condition and liquidity sources, including current funds available, forecasted future cash flows and our conditional and unconditional obligations due before November 8, 2018.
A substantial amount of our cash requirements are for debt service obligations. Our current forecast indicates we will continue to incur net losses and generate negative cash flows from operating activities as a result of our indebtedness and significant related interest expense. At September 30, 2017, the Company had debt maturities totaling $366.9 million, $308.5 million (net of $277.1 million due tospecifically approves certain of our subsidiaries) and $8,368.9 million in 2017, 2018 and 2019, respectively. In October 2017, iHeartCommunications exchanged $45.0 million principal amount of 11.25% Priority Guarantee Notes due 2021stockholders that were held by a subsidiary of iHeartCommunications for $45.0 million principal amount of 10.0% Senior Notes due 2018 that were held by unaffiliated third parties. After the exchanges, our debt maturities in the next 12 months include, (i) $365.0 million outstanding under iHeartCommunications' receivables-based credit facility, which matures on December 24, 2017, (ii) $51.5 million of 10% Senior Notes due January 15, 2018, (iii) $175.0 million of 6.875% Senior Notes due June 15, 2018, (iv) $24.8 million of contractual AHYDO catch-up paymentsare deemed to be made on iHeartCommunications' 14% Senior Notes due 2021 on the interest payment due on August 1, 2018.Our forecast includes approximately $1.8 billion in cash interest payments in the next 12 months, of which $344.6 million is payable in the fourth quarter of 2017 and $548.2 million is payable in the first quarter of 2018. In addition, in certain circumstances, a committee of the CCOH board of directors formed for the specific purpose of monitoring the Intercompany Note (the “CCOH Intercompany Note Committee”) has the non-exclusive authority to demand paymentsforeign under the Intercompany Note, as long as the CCOH board of directors declares a simultaneous dividend equal to the amount so demanded.  As of November 8, 2017, the CCOH Intercompany Note Committee has the right pursuant to the terms of the settlement of the derivative litigation filed by CCOH’s stockholders regarding the Intercompany Note but not the obligation, to make a demand on the Intercompany Note. If the CCOH Intercompany Note Committee exercises this right to demand a full repayment of the Intercompany Note and the CCOH board of directors declares a simultaneous dividend, based on the balance of the Intercompany Note outstanding at September 30, 2017, approximately $110.4 million would be payable to the public stockholders of CCOH. If we are unable to refinance the amounts outstanding under the receivables-based credit facility, the 10% Senior Notes due January 15, 2018, and/or the 6.875% Senior Notes due June 15, 2018 and take other steps to create additional liquidity, forecasted cash flows are not sufficient for us to meet our obligations, including upcoming interest payments and maturities on our outstanding debt, as they become due in the ordinary course of business for a period of 12 months following November 8, 2017.
While we continue to work toward completing the notes exchange offers and the term loan offers or other similar transactions, refinancing the maturity of the receivables-based credit facility and taking other actions to create additional liquidity, there is no assurance that the notes exchange offers and the term loan offers or other similar transactions will be completed, that the amounts outstanding under the receivables-based credit facility will be refinanced or that we will be able to create additional


liquidity. Our ability to meet our obligations as they become due in the ordinary course of business for the next 12 months will depend on our ability to achieve forecasted results, our ability to conserve cash, our ability to refinance the amounts outstanding under the receivables-based credit facility, our ability to successfully complete the notes exchange offers and the term loan offers or other similar transactions and achieve sufficient cash interest savings therefrom and our ability to complete other liquidity-generating transactions. Based on the uncertainty of achieving these actions and the significance of the forecasted future negative cash flows resulting from our substantial debt balance, including anticipated future interest cash payments (including interest due in the fourth quarter of 2017 and in 2018) and the maturities of the $365.0 million in current borrowings under iHeartCommunications' receivables-based credit facility that matures December 24, 2017, the $51.5 million aggregate principal amount of 10% Senior Notes due January 15, 2018, the $175.0 million aggregate principal amount of 6.875% Senior Notes due June 15, 2018 and the $24.8 million of contractual AHYDO catch-up payments to be made on iHeartCommunications' 14% Senior Notes due 2021 beginning with the interest payment due on August 1, 2018, management has determined that there is substantial doubt as to our ability to continue as a going concern for a period of 12 months following November 8, 2017.
If we are unable to complete any of the actions described in the paragraph above, or otherwise generate incremental liquidity, or if there are material adverse developments in our business, results of operations or liquidity, we may be forced to further reduce or delay our business activities and capital expenditures, sell material assets, seek additional capital or be required to file for bankruptcy court protection. We cannot assure you that we would be able to accomplish any of these alternatives on a timely basis or on satisfactory terms, if at all.
In connection with the cash management arrangements for CCOH, iHeartCommunications maintains an intercompany revolving promissory note payable by iHeartCommunications to CCOH (the "Intercompany Note"), which matures on December 15, 2017. As of September 30, 2017, the balance of the Note was $1,051.3 million, all of which is payable on demand. While we intend to extend the maturity of the Intercompany Note prior to its maturity, the principal amount outstanding under the Intercompany Note isFCC rules, subject to demand by CCOH or the CCOH Intercompany Note Committee. We cannot assure you that we will have sufficient cash to make such a payment if CCOH or the CCOH Independent Note Committee demanded payment of the Intercompany Note in full.
The covenants in iHeartCommunications' senior secured credit facilities includecertain conditions. Among those conditions is a requirement that we receive an opinion fromcomply with a letter of agreement that we entered into with the U.S. Department of Justice. The Declaratory Ruling also requires us to take our auditorsSpecial Warrants into account in connection withdetermining our year-end auditforeign ownership compliance. A direct or indirect owner of our securities that is not subjectdeemed to a “going concern”be foreign under FCC rules could require us to take action under the Declaratory Ruling and the FCC’s foreign ownership rules if that owner acquires more than 5 percent, or like qualification or exception. Even if we are able to successfully refinance the amounts outstanding under iHeartCommunications' receivables-based credit facility and manage our liquidity challenges through the end of 2017, if we are unable to improve our liquidity forecastmore than 10 percent for 2018 and refinance or extend a significant portioncertain “passive” investors, of our substantial 2019 debt maturitiesvoting equity or total equity (including the Special Warrants on an as-exercised basis), without obtaining specific approval from the FCC through a new petition for declaratory ruling.
On March 8, 2021, the Company filed the Remedial PDR related to the acquisition by Global Investments of the Company’s stock with the FCC. Specifically, on February 5, 2021, the GMEI Investors filed a Schedule 13D with the SEC, in which the GMEI Investors disclosed beneficial ownership of 9,631,329 shares of the Company’s Class A Common Stock, representing approximately 8.7 percent of the Company’s outstanding Class A Common Stock. This ownership interest is inconsistent with the FCC’s foreign ownership rules and the declaratory ruling issued by the FCC relating to the Company’s foreign ownership on November 5, 2020, both of which limit a foreign investor in the GMEI Investors’ position to holding no more than 5 percent of the Company’s voting equity or total equity without prior FCC approval. The Remedial PDR, which was filed pursuant to the rules and regulations of the FCC, seeks (a) specific approval for the more than 5 percent equity and voting interests in the Company presently held by the GMEI Investors and (b) as amended, advance approval for the GMEI Investors to increase their equity and voting interest in the Company up to any non-controlling amount not to exceed 14.99 percent. The Remedial PDR remains pending before the FCC.
On March 26, 2021, the FCC conditioned the approval of applications by the Company to acquire certain radio stations, which were pending prior to the completionGMEI Investors’ Schedule 13D filing, on the Company taking certain actions with respect to the GMEI Investors' rights as stockholders of the auditCompany. On that same date, and in order to implement the conditions required by the FCC, our Board of our 2017 financial statements, we anticipate that our auditor’s year-end opinion will contain a “going concern” qualification, and, if we are unableDirectors resolved to obtain a waivertake certain actions to limit the rights of the covenant inGMEI Investors, including, but not limited to, suspending all voting rights of GEMI Investors until and unless the senior secured credit facilities that requires usFCC releases a declaratory ruling granting specific approval for each of the GMEI Investors to deliver an unqualified auditor’s opinion, it will trigger a default underhold more than 5 percent of the senior secured credit facilities. We cannot assure you that we will be able to obtain such a waiver equity and/or amendment.voting interests of the Company.
47

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
The following table sets forth theour purchases of shares of our Class A common stock made during the quarter ended September 30, 20172021:
Period
Total Number of Shares Purchased(1)
Average Price Paid per Share(1)
Total Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsMaximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
July 1 through July 311,716 $26.07 — $— 
August 1 through August 3137,019 23.09 — — 
September 1 through September 30690 24.44 — — 
Total39,425 $23.24 — $— 
(1)The shares indicated consist of shares of our Class A common stock tendered by oremployees to us during the three months ended September 30, 2021 to satisfy the employees’ tax withholding obligation in connection with the vesting and release of restricted stock, which are repurchased by us based on behalf of us or an affiliated purchaser:their fair market value on the date the relevant transaction occurs.
Period
Total Number of Shares Purchased(1)
 
Average Price Paid per Share(1)
 Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
July 1 through July 31103,987
 $1.40
 —
 $—
August 1 through August 31182
 1.75
 —
 —
September 1 through September 30548
 1.63
 —
 —
Total104,717
 $1.33
 —
 $—
(1)The shares indicated consist of shares of our Class A common stock tendered by employees to us during the three months ended September 30, 2017 to satisfy the employees’ tax withholding obligation in connection with the vesting and release of restricted shares, which are repurchased by us based on their fair market value on the date the relevant transaction occurs.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
None.

    Not applicable.


ITEM 4.  MINE SAFETY DISCLOSURES
Not applicable.

ITEM 5.  OTHER INFORMATION
None.

























48

ITEM 6. EXHIBITS
Exhibit
Number		Description
4.12.1

10.13.1
First Fifth Amended and Restated Certificate of Incorporation of iHeartMedia, Inc. (incorporated by reference to Exhibit 3.1 of iHeartMedia, Inc.’s Current Report on Form 8-K filed on May 2, 2019).

3.2

10.1


31.1*
Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*
Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1**
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2**
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101*101.INS*Inline XBRL Instance Document - the instance document does not appear in the Interactive Data Files.File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Document
104*Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
____________
*    Filed herewith.
**    Furnished herewith.

49


Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
IHEARTMEDIA, INC.
November 4, 2021IHEARTMEDIA, INC.
November 8, 2017
/s/ SCOTT D. HAMILTON
Scott D. Hamilton
Senior Vice President, Chief Accounting Officer and Assistant Secretary

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