Urban One 8K Reports Third Quarter Results | UONE 7 Nov 18

NEWS RELEASE

November 1, 2018 Contact: Peter D. Thompson, EVP and CFO

FOR IMMEDIATE RELEASE (301) 429-4638

Washington, DC

URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

Washington, DC: - Urban One, Inc. (NASDAQ: UONEK and UONE) today reported its results for the quarter ended September 30, 2018. Net revenue was approximately $110.7 million, a decrease of 1.2% from the same period in 2017. Broadcast and digital operating income¹ was approximately $43.4 million, an increase of 6.8% from the same period in 2017. The Company reported operating income of approximately $32.1 million for the three months ended September 30, 2018, compared to approximately $3.5 million for the same period in 2017. Net income was approximately $23.0 million or $0.51 per share (basic) compared to net loss of approximately $7.9 million or $0.17 per share (basic) for the same period in 2017. Adjusted EBITDA² was approximately $37.8 million for the three months ended September 30, 2018, compared to $34.0 million for the same period in 2017, an increase of 11.4%.

Alfred C. Liggins, III, Urban One's CEO and President stated, "I was pleased with our overall Adjusted EBITDA growth, which puts us in a great position to hit or exceed our full year guidance of $140 million. We outperformed our radio markets, a trend that looks set to continue into the fourth quarter, where we are currently pacing up 10% excluding political advertising, and up 20% with political. As TV One heads into the new broadcast calendar year, we are optimistic that the recent declines in cable TV advertising can be reversed, and we continue to manage our costs prudently, enabling the business to grow its cashflow in a challenging marketplace."

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PAGE 2 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

RESULTS OF OPERATIONS

	Three Months Ended September 30,						Nine Months Ended September 30,
	2018			2017			2018			2017
STATEMENT OF OPERATIONS	(unaudited)						(unaudited)
	(in thousands, except share data)						(in thousands, except share data)

NET REVENUE	$	110,730		$	112,078		$	325,557		$	331,005
OPERATING EXPENSES
Programming and technical, excluding stock-based compensation		30,952			34,892			93,474			99,798
Selling, general and administrative, excluding stock-based compensation		36,364			36,525			111,831			113,827
Corporate selling, general and administrative, excluding stock-based compensation		1,846			10,279			20,963			28,646
Stock-based compensation		1,134			1,655			3,635			1,946
Depreciation and amortization		8,333			8,804			24,869			25,548
Impairment of long-lived assets		-			16,392			6,556			29,148
Total operating expenses		78,629			108,547			261,328			298,913
Operating income		32,101			3,531			64,229			32,092
INTEREST INCOME		33			12			194			160
INTEREST EXPENSE		18,987			19,938			57,423			60,147
GAIN ON SALE-LEASEBACK		-			-			-			(14,411	)
(GAIN) LOSS ON RETIREMENT OF DEBT		(120	)		(690	)		(985	)		6,393
OTHER INCOME, net		(1,935	)		(1,850	)		(5,850	)		(4,745	)
Income (loss) before benefit from income taxes and noncontrolling interest in income of subsidiaries		15,202			(13,855	)		13,835			(15,132	)
BENEFIT FROM INCOME TAXES		(8,173	)		(6,037	)		(10,914	)		(5,967	)
CONSOLIDATED NET INCOME (LOSS)		23,375			(7,818	)		24,749			(9,165	)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS		331			68			670			232
CONSOLIDATED NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	23,044		$	(7,886	)	$	24,079		$	(9,397	)

AMOUNTS ATTRIBUTABLE TO COMMON STOCKHOLDERS
CONSOLIDATED NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	23,044		$	(7,886	)	$	24,079		$	(9,397	)

Weighted average shares outstanding - basic³		45,128,341			46,681,585			45,946,820			47,487,607
Weighted average shares outstanding - diluted⁴		47,462,358			46,681,585			48,376,362			47,487,607

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PAGE 3 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

	Three Months Ended September 30,						Nine Months Ended September 30,
	2018			2017			2018			2017
PER SHARE DATA - basic and diluted:	(unaudited)			(unaudited)			(unaudited)			(unaudited)
	(in thousands, except per share data)						(in thousands, except per share data)

Consolidated net income (loss) attributable to common stockholders (basic)	$	0.51		$	(0.17	)	$	0.52		$	(0.20	)

Consolidated net income (loss) attributable to common stockholders (diluted)	$	0.49		$	(0.17	)	$	0.50		$	(0.20	)

SELECTED OTHER DATA
Broadcast and digital operating income ¹	$	43,414		$	40,661		$	120,252		$	117,380
Broadcast and digital operating income margin (% of net revenue)		39.2	%		36.3	%		36.9	%		35.5	%

Broadcast and digital operating income reconciliation:

Consolidated net income (loss) attributable to common stockholders	$	23,044		$	(7,886	)	$	24,079		$	(9,397	)
Add back non-broadcast and digital operating income items included in consolidated net income (loss):
Interest income		(33	)		(12	)		(194	)		(160	)
Interest expense		18,987			19,938			57,423			60,147
Benefit from income taxes		(8,173	)		(6,037	)		(10,914	)		(5,967	)
Corporate selling, general and administrative expenses		1,846			10,279			20,963			28,646
Stock-based compensation		1,134			1,655			3,635			1,946
Gain on sale-leaseback		-			-			-			(14,411	)
(Gain) loss on retirement of debt		(120	)		(690	)		(985	)		6,393
Other income, net		(1,935	)		(1,850	)		(5,850	)		(4,745	)
Depreciation and amortization		8,333			8,804			24,869			25,548
Noncontrolling interest in income of subsidiaries		331			68			670			232
Impairment of long-lived assets		-			16,392			6,556			29,148
Broadcast and digital operating income	$	43,414		$	40,661		$	120,252		$	117,380

Adjusted EBITDA²	$	37,811		$	33,954		$	105,287		$	98,353

Adjusted EBITDA reconciliation:

Consolidated net income (loss) attributable to common stockholders:	$	23,044		$	(7,886	)	$	24,079		$	(9,397	)
Interest income		(33	)		(12	)		(194	)		(160	)
Interest expense		18,987			19,938			57,423			60,147
Benefit from income taxes		(8,173	)		(6,037	)		(10,914	)		(5,967	)
Depreciation and amortization		8,333			8,804			24,869			25,548
EBITDA	$	42,158		$	14,807		$	95,263		$	70,171
Stock-based compensation		1,134			1,655			3,635			1,946
Gain on sale-leaseback		-			-			-			(14,411	)
(Gain) loss on retirement of debt		(120	)		(690	)		(985	)		6,393
Other income, net		(1,935	)		(1,850	)		(5,850	)		(4,745	)
Noncontrolling interest in income of subsidiaries		331			68			670			232
Employment Agreement Award, incentive plan award expenses and other compensation		(6,355	)		1,391			(2,481	)		3,875
Contingent consideration from acquisition		265			-			1,715			-
Severance-related costs		622			651			1,621			1,254
Cost method investment income from MGM National Harbor		1,711			1,530			5,143			4,490
Impairment of long-lived assets		-			16,392			6,556			29,148
Adjusted EBITDA	$	37,811		$	33,954		$	105,287		$	98,353

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PAGE 4 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

	September 30, 2018		December 31, 2017
	(unaudited)
	(in thousands)
SELECTED BALANCE SHEET DATA:
Cash and cash equivalents and restricted cash	$	46,098	$	37,811
Intangible assets, net		935,292		971,484
Total assets		1,287,541		1,316,755
Total debt (including current portion, net of original issue discount and issuance costs)		940,209		970,666
Total liabilities		1,213,645		1,263,320
Total stockholders' equity		62,784		42,655
Redeemable noncontrolling interest		11,112		10,780

	September 30, 2018		Applicable Interest Rate
	(in thousands)
SELECTED LEVERAGE DATA:
2017 Credit Facility, net of original issue discount and issuance costs of approximately $7.1 million (subject to variable rates) (a)	$	337,636		6.25	%
9.25% senior subordinated notes due February 2020, net of original issue discount and issuance costs of $758,000 (fixed rate)		244,242		9.25	%
7.375% senior secured notes due April 2022, net of original issue discount and issuance costs of approximately $3.5 million (fixed rate)		346,459		7.375	%
Comcast Note due April 2019 (fixed rate)		11,872		10.47	%

(a)	Subject to variable Libor plus a spread that is incorporated into the applicable interest rate set forth above.

Cautionary Note Regarding Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements represent management's current expectations and are based upon information available to Urban One at the time of this release. These forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond Urban One's control, that may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially are described in Urban One's reports on Forms 10-K, 10-Q, 8-K and other filings with the Securities and Exchange Commission (the "SEC"). Urban One does not undertake any duty to update any forward-looking statements.

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PAGE 5 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

Net revenue consists of gross revenue, net of local and national agency and outside sales representative commissions. Agency and outside sales representative commissions are calculated based on a stated percentage applied to gross billing.

	Three Months Ended September 30,
	2018		2017		$ Change			% Change
	(Unaudited)
	(in thousands)
Net Revenue:
Radio Advertising	$	52,136	$	50,881	$	1,255			2.5	%
Political Advertising		917		243		674			277.4	%
Digital Advertising		8,734		8,107		627			7.7	%
Cable Television Advertising		19,157		20,791		(1,634	)		-7.9	%
Cable Television Affiliate Fees		26,244		26,558		(314	)		-1.2	%
Event Revenues & Other		3,542		5,498		(1,956	)		-35.6	%

Net Revenue (as reported)	$	110,730	$	112,078	$	(1,348	)		-1.2	%

Net revenue decreased to approximately $110.7 million for the quarter ended September 30, 2018, from approximately $112.1 million for the same period in 2017. Net revenues from our radio broadcasting segment increased 1.7% compared to the same period in 2017. We experienced net revenue declines most significantly in our Atlanta, Indianapolis and Philadelphia markets, with our Columbus, Dallas, Houston, Raleigh and Washington DC markets experiencing growth for the quarter. We recognized approximately $45.4 million of revenue from our cable television segment during the three months ended September 30, 2018, compared to approximately $48.4 million for the same period in 2017, with a decrease primarily in advertising sales. Net revenue from our Reach Media segment increased 3.2% for the quarter ended September 30, 2018, compared to the same period in 2017. Finally, net revenues for our digital segment increased 7.9% for the three months ended September 30, 2018, compared to the same period in 2017, primarily due to an increase in direct revenues.

Operating expenses, excluding depreciation and amortization, stock-based compensation and impairment of long-lived assets, decreased to approximately $69.2 million for the quarter ended September 30, 2018, down 15.3% from the approximately $81.7 million incurred for the comparable quarter in 2017. The overall operating expense decrease was driven by lower programming and technical expenses as well as lower selling, general and administrative expenses and corporate selling, general and administrative expenses. Our cable broadcasting segment generated a decrease in programming and technical expenses of approximately $4.1 million for the three months ended September 30 2018, compared to the same period in 2017 due primarily to lower program content expense driven by reduced amortization for original programing.

During the quarter ended September 30, 2018, management changed the methodology used in calculating the fair value of the Company's Employment Agreement Award liability to simplify the calculation. The Compensation Committee of the Board of Directors approved the simplified method which eliminates certain assumptions that were historically used in the determination of the fair value of this liability. The revised methodology results in an adjustment of approximately $6.6 million during the quarter ended September 30, 2018 to reflect this change in estimate.

Depreciation and amortization expense decreased 5.3% for the quarter ended September 30, 2018, primarily due to the mix of assets approaching or near the end of their useful lives.

Interest expense decreased to approximately $19.0 million for the quarter ended September 30, 2018, compared to approximately $19.9 million for the same period in 2017. The Company made cash interest payments of approximately $17.5 million on its outstanding debt for the quarter ended September 30, 2018, compared to cash interest payments of approximately $20.2 million on all outstanding instruments for the quarter ended September 30, 2017.

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PAGE 6 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

The gain on retirement of debt of $120,000 for the quarter ended September 30, 2018, was due to the redemption of approximately $5.0 million of our 2020 Notes at a discount. The gain on retirement of debt of $690,000 for the quarter ended September 30, 2017, was due to the redemption of approximately $20 million of our 2020 Notes at a discount.

The impairment of long-lived assets for the three months ended September 30, 2017, was related to a non-cash impairment charge recorded to reduce the carrying value of our Columbus and Houston radio broadcasting licenses.

For the three months ended September 30, 2018, we recorded a benefit from income taxes of approximately $8.2 million on pre-tax income from continuing operations of approximately $15.2 million, that results in a tax rate of (53.8)%, of which approximately $10.4 million is attributable to deferred tax benefits that are expected to be recognizable at the end of the year, and tax expense of approximately $2.2 million related to provision to return adjustments, and state rate and legislative changes. For the three months ended September 30, 2017, we recorded a benefit from income taxes of approximately $6.0 million on a pre-tax loss from continuing operations of approximately $13.9 million. The Company paid $48,000 and $66,000 in taxes for the quarters ended September 30, 2018 and 2017, respectively.

Other income, net was approximately $1.9 million for each of the quarters ended September 30, 2018 and 2017. For the three months ended September 30, 2018 and 2017, the Company recognized approximately $1.7 million and $1.5 million, respectively, of cost method investment income from its MGM investment.

The increase in noncontrolling interests in income of subsidiaries was due primarily to higher net income recognized by Reach Media during the three months ended September 30, 2018, compared to the same period in 2017.

Other pertinent financial information includes capital expenditures of approximately $1.6 million and $964,000 for the quarters ended September 30, 2018 and 2017, respectively.

During the three months ended September 30, 2018, the Company repurchased 3,928 shares of Class A common stock in the amount of $9,000 and repurchased 702,282 shares of Class D common stock in the amount of approximately $1.5 million. During the three months ended September 30, 2017, the Company did not repurchase any Class A common stock and repurchased 672,366 shares of Class D common stock in the amount of approximately $1.3 million.

The Company, in connection with its 2009 stock plan, is authorized to purchase shares of Class D common stock to satisfy employee tax obligations in connection with the vesting of share grants under the plan. During the three months ended September 30, 2018, the Company executed a Stock Vest Tax Repurchase of 20,787 shares of Class D Common Stock in the amount of $44,000. During the three months ended September 30, 2017, the Company executed a Stock Vest Tax Repurchase of 35,370 shares of Class D Common Stock in the amount of $67,000.

Supplemental Financial Information:

For comparative purposes, the following more detailed, unaudited statements of operations for the three and nine months ended September 30, 2018 and 2017 are included.

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PAGE 7 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

	Three Months Ended September 30, 2018
	(in thousands, unaudited)


				Radio			Reach					Cable			Corporate/
	Consolidated			Broadcasting			Media		Digital			Television			Eliminations

STATEMENT OF OPERATIONS:

NET REVENUE	$	110,730		$	45,958		$	10,822	$	8,749		$	45,401		$	(200	)
OPERATING EXPENSES:
Programming and technical		30,952			10,327			4,266		3,423			13,056			(120	)
Selling, general and administrative		36,364			18,880			3,607		5,928			8,028			(79	)
Corporate selling, general and administrative		1,846			-			855		-			1,704			(713	)
Stock-based compensation		1,134			166			12		12			7			937
Depreciation and amortization		8,333			872			63		482			6,577			339
Total operating expenses		78,629			30,245			8,803		9,845			29,372			364
Operating income (loss)		32,101			15,713			2,019		(1,096	)		16,029			(564	)
INTEREST INCOME		33			-			-		-			-			33
INTEREST EXPENSE		18,987			337			-		-			1,919			16,731
GAIN ON RETIREMENT OF DEBT		(120	)		-			-		-			-			(120	)
OTHER INCOME, net		(1,935	)		(204	)		-		-			(2	)		(1,729	)
Income (loss) before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		15,202			15,580			2,019		(1,096	)		14,112			(15,413	)
(BENEFIT FROM) PROVISION FOR INCOME TAXES		(8,173	)		3,586			458		117			3,534			(15,868	)
CONSOLIDATED NET INCOME (LOSS)		23,375			11,994			1,561		(1,213	)		10,578			455
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS		331			-			-		-			-			331
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	23,044		$	11,994		$	1,561	$	(1,213	)	$	10,578		$	124

Adjusted EBITDA²	$	37,811		$	16,854		$	2,107	$	(110	)	$	22,935		$	(3,975	)

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PAGE 8 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

	Three Months Ended September 30, 2017
	(in thousands, unaudited)


				Radio			Reach					Cable		Corporate/
	Consolidated			Broadcasting			Media		Digital			Television		Eliminations

STATEMENT OF OPERATIONS:

NET REVENUE	$	112,078		$	45,184		$	10,491	$	8,107		$	48,374	$	(78	)
OPERATING EXPENSES:
Programming and technical		34,892			8,920			5,441		3,396			17,156		(21	)
Selling, general and administrative		36,525			18,845			3,644		4,778			9,314		(56	)
Corporate selling, general and administrative		10,279			-			927		4			2,355		6,993
Stock-based compensation		1,655			122			6		-			204		1,323
Depreciation and amortization		8,804			923			52		812			6,567		450
Impairment of long-lived assets		16,392			16,392			-		-			-		-
Total operating expenses		108,547			45,202			10,070		8,990			35,596		8,689
Operating income (loss)		3,531			(18	)		421		(883	)		12,778		(8,767	)
INTEREST INCOME		12			-			-		-			-		12
INTEREST EXPENSE		19,938			376			-		-			1,919		17,643
GAIN ON RETIREMENT OF DEBT		(690	)		-			-		-			-		(690	)
OTHER INCOME, net		(1,850	)		(210	)		-		-			-		(1,640	)
(Loss) income before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		(13,855	)		(184	)		421		(883	)		10,859		(24,068	)
(BENEFIT FROM) PROVISION FOR INCOME TAXES		(6,037	)		(21	)		189		(13	)		4,035		(10,227	)
CONSOLIDATED NET (LOSS) INCOME		(7,818	)		(163	)		232		(870	)		6,824		(13,841	)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS		68			-			-		-			-		68
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	(7,886	)	$	(163	)	$	232	$	(870	)	$	6,824	$	(13,909	)

Adjusted EBITDA²	$	33,954		$	17,547		$	634	$	(60	)	$	19,858	$	(4,025	)

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PAGE 9 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

	Nine Months Ended September 30, 2018
	(in thousands, unaudited)


				Radio			Reach					Cable			Corporate/
	Consolidated			Broadcasting			Media		Digital			Television			Eliminations

STATEMENT OF OPERATIONS:

NET REVENUE	$	325,557		$	131,924		$	33,721	$	23,454		$	138,414		$	(1,956	)
OPERATING EXPENSES:
Programming and technical		93,474			29,839			12,801		10,256			40,962			(384	)
Selling, general and administrative		111,831			55,272			14,462		18,485			25,201			(1,589	)
Corporate selling, general and administrative		20,963			-			2,396		5			5,900			12,662
Stock-based compensation		3,635			477			41		84			9			3,024
Depreciation and amortization		24,869			2,590			189		1,435			19,690			965
Impairment of long-lived assets		6,556			6,556			-		-			-			-
Total operating expenses		261,328			94,734			29,889		30,265			91,762			14,678
Operating income (loss)		64,229			37,190			3,832		(6,811	)		46,652			(16,634	)
INTEREST INCOME		194			-			-		-			-			194
INTEREST EXPENSE		57,423			1,026			-		-			5,756			50,641
GAIN ON RETIREMENT OF DEBT		(985	)		-			-		-			-			(985	)
OTHER INCOME, net		(5,850	)		(642	)		-		-			(2	)		(5,206	)
Income (loss) before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		13,835			36,806			3,832		(6,811	)		40,898			(60,890	)
(BENEFIT FROM) PROVISION FOR INCOME TAXES		(10,914	)		8,749			940		(630	)		10,141			(30,114	)
CONSOLIDATED NET INCOME (LOSS)		24,749			28,057			2,892		(6,181	)		30,757			(30,776	)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS		670			-			-		-			-			670
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	24,079		$	28,057		$	2,892	$	(6,181	)	$	30,757		$	(31,446	)

Adjusted EBITDA²	$	105,287		$	47,279		$	4,075	$	(3,242	)	$	67,857		$	(10,682	)

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PAGE 10 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

	Nine Months Ended September 30, 2017
	(in thousands, unaudited)


				Radio			Reach					Cable		Corporate/
	Consolidated			Broadcasting			Media		Digital			Television		Eliminations

STATEMENT OF OPERATIONS:

NET REVENUE	$	331,005		$	133,082		$	35,682	$	20,353		$	142,298	$	(410	)
OPERATING EXPENSES:
Programming and technical		99,798			26,058			16,267		9,509			48,013		(49	)
Selling, general and administrative		113,827			57,074			14,906		13,526			28,621		(300	)
Corporate selling, general and administrative		28,646			-			2,613		5			5,496		20,532
Stock-based compensation		1,946			249			6		-			204		1,487
Depreciation and amortization		25,548			2,819			158		1,616			19,696		1,259
Impairment of long-lived assets		29,148			29,148			-		-			-		-
Total operating expenses		298,913			115,348			33,950		24,656			102,030		22,929
Operating income (loss)		32,092			17,734			1,732		(4,303	)		40,268		(23,339	)
INTEREST INCOME		160			-			-		-			-		160
INTEREST EXPENSE		60,147			1,082			-		-			5,757		53,308
GAIN ON SALE-LEASEBACK		(14,411	)		(14,411	)		-		-			-		-
LOSS ON RETIREMENT OF DEBT		6,393			-			-		-			-		6,393
OTHER INCOME, net		(4,745	)		(388	)		-		-			-		(4,357	)
(Loss) income before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		(15,132	)		31,451			1,732		(4,303	)		34,511		(78,523	)
(BENEFIT FROM) PROVISION FOR INCOME TAXES		(5,967	)		12,291			651		80			13,102		(32,091	)
CONSOLIDATED NET (LOSS ) INCOME		(9,165	)		19,160			1,081		(4,383	)		21,409		(46,432	)
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS		232			-			-		-			-		232
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS	$	(9,397	)	$	19,160		$	1,081	$	(4,383	)	$	21,409	$	(46,664	)

Adjusted EBITDA²	$	98,353		$	50,538		$	2,111	$	(2,640	)	$	60,511	$	(12,167	)

-MORE-

PAGE 11 -- URBAN ONE, INC. REPORTS THIRD QUARTER RESULTS

Urban One, Inc. will hold a conference call to discuss its results for the third fiscal quarter of 2018. The conference call is scheduled for Thursday, November 01, 2018 at 10:00 a.m. EDT. To participate on this call, U.S. callers may dial toll-free 1-800-230-1059; international callers may dial direct (+1) 612-234-9959.

A replay of the conference call will be available from 12:00 p.m. EDT November 01, 2018 until 11:59 p.m. EDT November 03, 2018. Callers may access the replay by calling 1-800-475-6701; international callers may dial direct (+1) 320-365-3844. The replay Access Code is 453804.

Access to live audio and a replay of the conference call will also be available on Urban One's corporate website at www.urban1.com. The replay will be made available on the website for seven days after the call.

Urban One, Inc. (urban1.com), formerly known as Radio One, Inc., together with its subsidiaries, is the largest diversified media company that primarily targets Black Americans and urban consumers in the United States. The Company owns TV One, LLC (tvone.tv), a television network serving more than 59 million households, offering a broad range of original programming, classic series and movies designed to entertain, inform and inspire a diverse audience of adult Black viewers. At September 30, 2018, as one of the nation's largest radio broadcasting companies, Urban One owned and/or operated 59 broadcast stations (including our HD stations) in 15 urban markets in the United States. Through its controlling interest in Reach Media, Inc. (blackamericaweb.com), the Company also operates syndicated programming including the Tom Joyner Morning Show, Russ Parr Morning Show, Rickey Smiley Morning Show, Get up Morning! with Erica Campbell, DL Hughley Show, Willie Moore Jr Show, Nightly Spirit with Darlene McCoy, Reverend Al Sharpton Show. In addition to its radio and television broadcast assets, Urban One owns Interactive One, LLC (ionedigital.com), the largest digital resource for urban enthusiasts and Blacks, reaching millions each month through its Cassius and BHM Digital platforms. Additionally, One Solution, the Company's branded content agency and studio combines the dynamics of Urban One's holdings to provide brands with an integrated and effectively engaging marketing approach that reaches 82% of Black Americans throughout the country.

Notes:

1 "Broadcast and digital operating income" consists of net (loss) income before depreciation and amortization, corporate selling, general and administrative expenses, stock-based compensation, income taxes, noncontrolling interest in income (loss) of subsidiaries, interest expense, impairment of long-lived assets, other (income) expense, loss (gain) on retirement of debt, gain on sale-leaseback and interest income. Broadcast and digital operating income is not a measure of financial performance under generally accepted accounting principles. Nevertheless, broadcast and digital operating income is a significant measure used by our management to evaluate the operating performance of our core operating segments because broadcast and digital operating income provides helpful information about our results of operations apart from expenses associated with our fixed assets and long-lived intangible assets, income taxes, investments, debt financings and retirements, overhead, stock-based compensation, impairment charges, and asset sales. Our measure of broadcast and digital operating income is similar to industry use of station operating income; however, it reflects our more diverse business and therefore is not completely analogous to "station operating income" or other similarly titled measures used by other companies. Broadcast and digital operating income does not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as an alternative to those measurements as an indicator of our performance. A reconciliation of net income (loss) to broadcast and digital operating income has been provided in this release.

2 "Adjusted EBITDA" consists of net loss plus (1) depreciation, amortization, income taxes, interest expense, noncontrolling interest in (loss) income of subsidiaries, impairment of long-lived assets, stock-based compensation, (gain) loss on retirement of debt, gain on sale-leaseback , Employment Agreement and incentive plan award expenses and other compensation, contingent consideration from acquisition, severance-related costs, cost investment income, less (2) other income and interest income. Net income before interest income, interest expense, income taxes, depreciation and amortization is commonly referred to in our business as "EBITDA." Adjusted EBITDA and EBITDA are not measures of financial performance under generally accepted accounting principles. However, we believe Adjusted EBITDA is often a useful measure of a company's operating performance and is a significant measure used by our management to evaluate the operating performance of our business because Adjusted EBITDA excludes charges for depreciation, amortization and interest expense that have resulted from our acquisitions and debt financing, our taxes, impairment charges, and gain on retirements of debt. Accordingly, we believe that Adjusted EBITDA provides useful information about the operating performance of our business, apart from the expenses associated with our fixed assets and long-lived intangible assets or capital structure. EBITDA is frequently used as one of the measures for comparing businesses in the broadcasting industry, although our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies, including, but not limited to the fact that our definition includes the results of all four segments (radio broadcasting, Reach Media, digital and cable television). Adjusted EBITDA and EBITDA do not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as alternatives to those measurements as an indicator of our performance. A reconciliation of net income (loss) to EBITDA and Adjusted EBITDA has been provided in this release.

3 For the three months ended September 30, 2018 and 2017, Urban One had 45,128,341 and 46,681,585 shares of common stock outstanding on a weighted average basis (basic), respectively. For the nine months ended September 30, 2018 and 2017, Urban One had 45,946,820 and 47,487,607 shares of common stock outstanding on a weighted average basis (basic), respectively.

4 For the three months ended September 30, 2018 and 2017, Urban One had 47,462,358 and 46,681,585 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively. For the nine months ended September 30, 2018 and 2017, Urban One had 48,376,362 and 47,487,607 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively.

Urban One (UONE) 8-KUrban One, Inc. Reports Third Quarter Results