Supplemental Condensed Consolidated Financial Information | Supplemental Condensed Consolidated Financial Information At March 31, 2018 , Cumulus (the "Parent Guarantor") and certain of its 100% owned subsidiaries (such subsidiaries, the “Subsidiary Guarantors”) provided guarantees of the obligations of Cumulus Holdings (the "Subsidiary Issuer") under the 7.75% Senior Notes. These guarantees are full and unconditional (subject to customary release provisions) as well as joint and several. Certain of the Subsidiary Guarantors may be subject to restrictions on their respective ability to distribute earnings to Cumulus Holdings or the Parent Guarantor. Not all of the subsidiaries of Cumulus and Cumulus Holdings guarantee the 7.75% Senior Notes (such non-guaranteeing subsidiaries, collectively, the “Subsidiary Non-guarantors”). Investments in consolidated subsidiaries are held primarily by the Parent Guarantor in the net assets of its subsidiaries and have been presented using the equity method of accounting. The “Eliminations” entries in the following tables primarily eliminate investments in subsidiaries and intercompany balances and transactions. The columnar presentations in the following tables are not consistent with the Company’s business groups; accordingly, this basis of presentation is not intended to present the Company’s financial condition, results of operations or cash flows on a consolidated basis. The following tables present (i) unaudited condensed consolidated statements of operations for the three months ended March 31, 2018 and 2017 , (ii) unaudited condensed consolidated balance sheets as of March 31, 2018 and December 31, 2017 , and (iii) unaudited condensed consolidated statements of cash flows for the three months ended March 31, 2018 and 2017 , of each of the Parent Guarantor, Cumulus Holdings, the Subsidiary Guarantors, and the Subsidiary Non-guarantors. CUMULUS MEDIA INC. (Debtor-In-Possession) CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended March 31, 2018 (Dollars in thousands) (Unaudited) Cumulus Media Inc. (Parent Guarantor) Cumulus Media Holdings Inc. (Subsidiary Issuer) Subsidiary Guarantors Subsidiary Non-guarantors Eliminations Total Consolidated Net revenue $ — $ — $ 263,679 $ — $ — $ 263,679 Operating expenses: Content costs — — 99,815 — — 99,815 Selling, general and administrative expenses — — 114,481 653 — 115,134 Depreciation and amortization — 249 11,732 — — 11,981 Local marketing agreement fees — — 1,107 — — 1,107 Corporate expenses (including stock-based compensation expense of $166) — 10,487 — — — 10,487 Loss on sale or disposal of assets or stations — — 11 — — 11 Total operating expenses — 10,736 227,146 653 — 238,535 Operating (loss) income — (10,736 ) 36,533 (653 ) — 25,144 Non-operating (expense) income: Reorganization items, net — (30,167 ) — — — (30,167 ) Interest (expense) income, net (2,184 ) 2,056 29 — — (99 ) Other income, net — — 3 — — 3 Total non-operating (expense) income, net (2,184 ) (28,111 ) 32 — — (30,263 ) (Loss) income before income taxes (2,184 ) (38,847 ) 36,565 (653 ) — (5,119 ) Income tax benefit (expense) 629 11,188 (11,887 ) 188 — 118 (Loss) earnings from consolidated subsidiaries (3,446 ) 24,213 (465 ) — (20,302 ) — Net (loss) income $ (5,001 ) $ (3,446 ) $ 24,213 $ (465 ) $ (20,302 ) $ (5,001 ) CUMULUS MEDIA INC. (Debtor-In-Possession) CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended March 31, 2017 (Dollars in thousands) (Unaudited) Cumulus Media Inc. (Parent Guarantor) Cumulus Media Holdings Inc. (Subsidiary Issuer) Subsidiary Guarantors Subsidiary Non-guarantors Eliminations Total Consolidated Net revenue $ — $ — $ 264,030 $ — $ — $ 264,030 Operating expenses: Content costs — — 101,780 — — 101,780 Selling, general and administrative expenses — — 113,795 595 — 114,390 Depreciation and amortization — 303 15,979 — — 16,282 Local marketing agreement fees — — 2,707 — — 2,707 Corporate expenses (including stock-based compensation expense of $538) — 10,955 — — — 10,955 Gain on sale of assets or stations — — (2,606 ) — — (2,606 ) Total operating expenses — 11,258 231,655 595 — 243,508 Operating (loss) income — (11,258 ) 32,375 (595 ) — 20,522 Non-operating (expense) income: Interest (expense) income, net (2,184 ) (32,196 ) 37 317 — (34,026 ) Other income, net — — 83 — — 83 Total non-operating (expense) income, net (2,184 ) (32,196 ) 120 317 — (33,943 ) (Loss) income before income taxes (2,184 ) (43,454 ) 32,495 (278 ) — (13,421 ) Income tax benefit (expense) 998 19,753 (14,852 ) 127 — 6,026 (Loss) earnings from consolidated subsidiaries (6,209 ) 17,492 (151 ) — (11,132 ) — Net (loss) income $ (7,395 ) $ (6,209 ) $ 17,492 $ (151 ) $ (11,132 ) $ (7,395 ) CUMULUS MEDIA INC. (Debtor-In-Possession) CONDENSED CONSOLIDATED BALANCE SHEETS March 31, 2018 (Dollars in thousands, except for share and per share data) (Unaudited) Cumulus Media Inc. (Parent Guarantor) Cumulus Media Holdings Inc. (Subsidiary Issuer) Subsidiary Guarantors Subsidiary Non-guarantors Eliminations Total Consolidated Assets Current assets: Cash and cash equivalents $ — $ 120,122 $ — $ — $ — $ 120,122 Restricted cash — 9,004 — — — 9,004 Accounts receivable, less allowance for doubtful accounts of $4,286 — — 212,010 — — 212,010 Trade receivable — — 5,612 — — 5,612 Prepaid expenses and other current assets — 23,199 28,521 — — 51,720 Total current assets — 152,325 246,143 — — 398,468 Property and equipment, net — 20,550 172,772 — — 193,322 Broadcast licenses — — — 1,203,809 — 1,203,809 Other intangible assets, net — — 78,289 — — 78,289 Goodwill — — 135,214 — — 135,214 Investment in consolidated subsidiaries — 3,305,567 984,681 — (4,290,248 ) — Intercompany receivables — 114,148 1,800,706 — (1,914,854 ) — Other assets — 6,455 14,317 — — 20,772 Total assets $ — $ 3,599,045 $ 3,432,122 $ 1,203,809 $ (6,205,102 ) $ 2,029,874 Liabilities and Stockholders’ Equity (Deficit) Current liabilities: Accounts payable and accrued expenses $ — $ 29,819 $ 56,842 $ — $ — $ 86,661 Total current liabilities — 29,819 56,842 — — 86,661 Other liabilities — 159 20 — — 179 Intercompany payables 114,148 1,800,706 — — (1,914,854 ) — Accumulated losses in consolidated subsidiaries 586,802 — — — (586,802 ) — Total liabilities not subject to compromise 700,950 1,830,684 56,862 — (2,501,656 ) 86,840 Liabilities subject to compromise — 2,355,164 69,692 219,128 — 2,643,984 Total liabilities 700,950 4,185,848 126,554 219,128 (2,501,656 ) 2,730,824 Stockholders’ (deficit) equity: Class A common stock, par value $0.01 per share; 93,750,000 shares authorized; 32,031,952 shares issued and 29,225,765 shares outstanding 320 — — — — 320 Class C common stock, par value $0.01 per share; 80,609 shares authorized, issued and outstanding 1 — — — — 1 Treasury stock, at cost, 2,806,187 shares (229,310 ) — — — — (229,310 ) Additional paid-in-capital 1,626,594 280,606 4,173,435 2,204,098 (6,658,139 ) 1,626,594 Accumulated deficit (2,098,555 ) (867,408 ) (867,868 ) (1,219,417 ) 2,954,693 (2,098,555 ) Total stockholders’ (deficit) equity (700,950 ) (586,802 ) 3,305,567 984,681 (3,703,446 ) (700,950 ) Total liabilities and stockholders’ equity (deficit) — 3,599,045 3,432,122 1,203,809 (6,205,102 ) 2,029,874 CUMULUS MEDIA INC. (Debtor-In-Possession) CONDENSED CONSOLIDATED BALANCE SHEETS December 31, 2017 (Dollars in thousands, except for share and per share data) (Unaudited) Cumulus Media Inc. (Parent Guarantor) Cumulus Media Holdings Inc. (Subsidiary Issuer) Subsidiary Guarantors Subsidiary Non-guarantors Eliminations Total Consolidated Assets Current assets: Cash and cash equivalents $ — $ 102,891 $ — $ — $ — $ 102,891 Restricted cash — 8,999 — — — 8,999 Accounts receivable, less allowance for doubtful accounts of $4,322 — — 235,247 — — 235,247 Trade receivable — — 4,224 — — 4,224 Prepaid expenses and other current assets — 25,393 16,866 — — 42,259 Total current assets — 137,283 256,337 — — 393,620 Property and equipment, net — 14,404 177,200 — — 191,604 Broadcast licenses — — — 1,203,809 — 1,203,809 Other intangible assets, net — — 82,994 — — 82,994 Goodwill — — 135,214 — — 135,214 Investment in consolidated subsidiaries — 3,323,713 984,559 — (4,308,272 ) — Intercompany receivables — 111,964 1,800,539 — (1,912,503 ) — Other assets — 6,507 13,571 — — 20,078 Total assets $ — $ 3,593,871 $ 3,450,414 $ 1,203,809 $ (6,220,775 ) $ 2,027,319 Liabilities and Stockholders’ Equity (Deficit) Current liabilities: Accounts payable and accrued expenses $ — $ 8,653 $ 27,504 $ — $ — $ 36,157 Total current liabilities — 8,653 27,504 — — 36,157 Other liabilities — 53 1 — — 54 Intercompany payables 111,964 1,800,539 — — (1,912,503 ) — Estimated losses on investment 584,151 — — — (584,151 ) — Total liabilities not subject to compromise 696,115 1,809,245 27,505 — (2,496,654 ) 36,211 Liabilities subject to compromise — 2,368,777 99,196 219,250 — 2,687,223 Total liabilities 696,115 4,178,022 126,701 219,250 (2,496,654 ) 2,723,434 Stockholders’ equity (deficit): Class A common stock, par value $0.01 per share; 93,750,000 shares authorized; 32,031,952 shares issued and 29,225,765 shares outstanding 320 — — — — 320 Class C common stock, par value $0.01 per share; 80,609 shares authorized, issued and outstanding 1 — — — — 1 Treasury stock, at cost, 2,806,187 shares (229,310 ) — — — — (229,310 ) Additional paid-in-capital 1,626,428 279,811 4,215,794 2,203,511 (6,699,116 ) 1,626,428 Accumulated (deficit) equity (2,093,554 ) (863,962 ) (892,081 ) (1,218,952 ) 2,974,995 (2,093,554 ) Total stockholders’ (deficit) equity (696,115 ) (584,151 ) 3,323,713 984,559 (3,724,121 ) (696,115 ) Total liabilities and stockholders’ equity (deficit) $ — $ 3,593,871 $ 3,450,414 $ 1,203,809 $ (6,220,775 ) $ 2,027,319 CUMULUS MEDIA INC. (Debtor-In-Possession) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended March 31, 2018 (Dollars in thousands) (Unaudited) Cumulus Media Inc. (Parent Guarantor) Cumulus Media Holdings Inc. (Subsidiary Issuer) Subsidiary Guarantors Subsidiary Non-guarantors Eliminations Total Consolidated Cash flows from operating activities: Net (loss) income $ (5,001 ) $ (3,446 ) $ 24,213 $ (465 ) $ (20,302 ) $ (5,001 ) Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation and amortization — 249 11,732 — — 11,981 Provision for doubtful accounts — — 1,105 — — 1,105 Loss on sale of assets or stations — — 11 — — 11 Deferred income taxes (629 ) (11,188 ) 11,887 (188 ) — (118 ) Stock-based compensation expense — 166 — — — 166 Loss (earnings) from consolidated subsidiaries 3,446 (24,213 ) 465 — 20,302 — Changes in assets and liabilities (2,196 ) 88,741 (46,970 ) 653 — 40,228 Net cash (used in) provided by operating activities (4,380 ) 50,309 2,443 — — 48,372 Cash flows from investing activities: Capital expenditures — (6,395 ) (2,610 ) — — (9,005 ) Net cash used in investing activities — (6,395 ) (2,610 ) — — (9,005 ) Cash flows from financing activities: Intercompany transactions, net 4,380 (4,547 ) 167 — — — Adequate protection payments on term loan — (22,131 ) — — — (22,131 ) Net cash provided by (used in) financing activities 4,380 (26,678 ) 167 — — (22,131 ) Increase in cash and cash equivalents and restricted cash — 17,236 — — — 17,236 Cash and cash equivalents and restricted cash at beginning of period $ — $ 111,890 $ — $ — $ — $ 111,890 Cash and cash equivalents and restricted cash at end of period $ — $ 129,126 $ — $ — $ — $ 129,126 CUMULUS MEDIA INC. (Debtor-In-Possession) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended March 31, 2017 (Dollars in thousands) (Unaudited) Cumulus Media Inc. (Parent Guarantor) Cumulus Media Holdings Inc. (Subsidiary Issuer) Subsidiary Guarantors Subsidiary Non-guarantors Eliminations Total Consolidated Cash flows from operating activities: Net (loss) income $ (7,395 ) $ (6,209 ) $ 17,492 $ (151 ) $ (11,132 ) $ (7,395 ) Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation and amortization — 303 15,979 — — 16,282 Amortization of debt issuance costs/discounts — 2,463 — 47 — 2,510 Provision for doubtful accounts — — 709 — — 709 Gain on sale of assets or stations — — (2,606 ) — — (2,606 ) Deferred income taxes (998 ) (19,753 ) 14,848 (127 ) — (6,030 ) Stock-based compensation expense — 538 — — — 538 Loss (earnings) from consolidated subsidiaries 6,209 (17,492 ) 151 — 11,132 — Changes in assets and liabilities — 108,895 (93,709 ) 231 — 15,417 Net cash (used in) provided by operating activities (2,184 ) 68,745 (47,136 ) — — 19,425 Cash flows from investing activities Proceeds from sale of assets or stations — — 6,090 — — 6,090 Restricted cash — — — — — — Capital expenditures — (2,441 ) (3,295 ) — — (5,736 ) Net cash (used in) provided by investing activities — (2,441 ) 2,795 — — 354 Cash flows from financing activities: Intercompany transactions, net 2,184 (46,525 ) 44,341 — — — Deferred financing costs — (94 ) — — — (94 ) Net cash provided by (used in) financing activities 2,184 (46,619 ) 44,341 — — (94 ) Increase in cash and cash equivalents — 19,685 — — — 19,685 Cash and cash equivalents at beginning of period — 139,284 — — — 139,284 Cash and cash equivalents at end of period $ — $ 158,969 $ — $ — $ — $ 158,969 |