| Item 7.01. | Regulation FD Disclosure. |
On May 7, 2019, iHeartMedia, Inc. (the “Company”) and its debtor subsidiaries (collectively, the “Debtors”) filed a final monthly operating report with the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”), which covered the period from March 1, 2019 to March 31, 2019 (the “Monthly Operating Report”). The Bankruptcy Court has had jurisdiction over the reorganization proceedings under Chapter 11 of the United States Bankruptcy Code for the Debtors since March 14, 2018. As previously disclosed, on May 1, 2019, the conditions to the effectiveness of the Modified Fifth Amended Joint Chapter 11 Plan of Reorganization of iHeartMedia, Inc. and Its Debtor Affiliates were satisfied and the Debtors emerged from Chapter 11. Following the filing of the Monthly Operating Report, the Debtors will cease filing monthly operating reports with the Bankruptcy Court and instead will file quarterly operating reports until the Bankruptcy Court enters a final decree closing the Chapter 11 cases.
A copy of the Monthly Operating Report is attached as Exhibit 99.1 to this Current Report on Form8-K and is incorporated herein by reference.
The information set forth in this Item 7.01 of this Current Report on Form8-K and in Exhibit 99.1 is being furnished hereby and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such filings. The filing of this Item 7.01 shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by reason of Regulation FD.
Cautionary Statement Regarding Financial Operating Data
The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any securities of the Company or any of its subsidiaries. The Debtors prepared the Monthly Operating Report solely for purposes of complying with the monthly operating requirements applicable in the Debtors’ Chapter 11 cases. The financial information contained in the Monthly Operating Report is unaudited, limited in scope, and as such, has not been subject to procedures that would typically be applied to financial statements in accordance with accounting principles generally accepted in the United States of America. The Monthly Operating Report should not be relied upon by any persons for information relating to current or future financial condition, events, or performance of the Company and any of its debtor andnon-debtor subsidiaries, as the results of operations contained in the Monthly Operating Report are not necessarily indicative of results which may be expected from any other period or for the full year, and may not necessarily reflect the combined results of operations, financial position, and schedule of receipts and disbursements in the future. There can be no assurance that such information is complete, and the Monthly Operating Report may be subject to revision. Subsequent information or discovery may result in material changes to the Monthly Operating Report and errors or omissions may exist. Notwithstanding any such discovery, new information, or errors or omissions, the Debtors do not undertake any obligation or commitment to update the Monthly Operating Report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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