What changed in this filing

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Item 1. Financial Statements

2026-08-10 compared with 2026-05-11 · 235 added, 81 removed, 471 unchanged (40% of the section changed)

3 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data) March 31,

(In thousands, except share and per share data) June 30,

2026 December 31,

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Preferred stock, par value $ 0.001 per share, 100,000,000 shares authorized, no shares issued and outstanding

Class A Common Stock, par value $ 0.001 per share, 1,000,000,000 shares authorized, issued and outstanding 132,898,567 and 131,438,774 shares in 2026 and 2025, respectively

Class B Common Stock, par value $ 0.001 per share, authorized 1,000,000,000 shares, issued and outstanding 21,090,196 and 21,090,196 shares in 2026 and 2025, respectively

Class A Common Stock, par value $ 0.001 per share, 1,000,000,000 shares authorized, 138,140,252 and 131,438,774 shares issued, and 133,661,388 and 129,074,507 shares outstanding in 2026 and 2025, respectively

Class B Common Stock, par value $ 0.001 per share, 1,000,000,000 shares authorized, 21,090,041 and 21,090,196 shares issued and outstanding in 2026 and 2025, respectively

Special Warrants, 3,710,549 and 5,038,369 issued and outstanding in each of 2026 and 2025, respectively

11 unchanged sentences

(In thousands, except per share data) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Revenue $ 977,239 $ 933,653 $ 1,861,439 $ 1,740,754

5 unchanged sentences

Other operating expense 1,233 1,086 1,311 1,745

Operating income (loss) 1,486 ( 25,434 )

Operating income 35,504 35,370 36,990 9,936

Interest expense, net 96,057 100,894 191,955 201,280

Loss on investments, net ( 1,550 ) ( 901 ) ( 2,095 ) ( 19,495 )

Equity in earnings (loss) of nonconsolidated affiliates ( 52 ) 50

Other expense, net ( 320 ) ( 1,160 )

Equity in loss of nonconsolidated affiliates ( 178 ) ( 51 ) ( 230 ) ( 1 )

Other income (expense), net ( 276 ) 741 ( 596 ) ( 419 )

Loss before income taxes ( 62,557 ) ( 65,735 ) ( 157,886 ) ( 211,259 )

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Comprehensive Loss Treasury

Shares Class B

Shares Special Warrants Total

March 31, 2026

132,898,567 21,090,196 5,030,019 $ 3,359 $ 154 $ 2,998,874 $ ( 4,908,172 ) $ ( 2,170 ) $ ( 14,070 ) $ ( 1,922,025 )

Net loss ( 147 ) — — ( 82,389 ) — — ( 82,536 )

Vesting of restricted stock and other 3,922,060 — 5 ( 5 ) — — ( 8,102 ) ( 8,102 )

Share-based compensation — — 5,300 — — — 5,300

Dividend declared and paid to noncontrolling interests ( 847 ) — — — — — ( 847 )

Conversion of Special Warrants to Class A or Class B Shares 1,319,470 ( 1,319,470 ) — — — — — — —

Conversion of Class B Shares to Class A Shares 155 ( 155 ) — — — — — — —

Other comprehensive loss — — — — ( 86 ) — ( 86 )

June 30, 2026

138,140,252 21,090,041 3,710,549 $ 2,365 $ 159 $ 3,004,169 $ ( 4,990,561 ) $ ( 2,256 ) $ ( 22,172 ) $ ( 2,008,296 )

(In thousands, except share data) Controlling Interest

Common Shares (1)

Interest Common

Stock Additional

Capital Accumulated Deficit Accumulated

Comprehensive Loss Treasury

Class A Shares Class B

Shares Special Warrants Total

March 31, 2025

128,285,283 21,187,567 5,039,323 $ 5,245 $ 149 $ 2,983,169 $ ( 4,621,307 ) $ ( 1,783 ) $ ( 11,596 ) $ ( 1,646,123 )

Net loss ( 508 ) — — ( 83,480 ) — — ( 83,988 )

Vesting of restricted stock and other 3,022,309 — 3 ( 3 ) — — ( 593 ) ( 593 )

Share-based compensation

— — 4,659 — — — 4,659

Dividend declared and paid to noncontrolling interests ( 483 ) — — — — — ( 483 )

Other comprehensive income — — — — 279 — 279

June 30, 2025

131,307,592 21,187,567 5,039,323 $ 4,254 $ 152 $ 2,987,825 $ ( 4,704,787 ) $ ( 1,504 ) $ ( 12,189 ) $ ( 1,726,249 )

(1) The Company's Preferred Stock is not presented in the data above as there were no shares issued and outstanding in 2026, or 2025.

See Notes to Consolidated Financial Statements

IHEARTMEDIA, INC.

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT

(In thousands, except share data) Controlling Interest

Common Shares (1)

Interest Common

Stock Additional

Capital Accumulated Deficit Accumulated

Comprehensive Loss Treasury

Class A Shares Class B

Shares Special Warrants Total

December 31, 2025

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1,327,820 ( 1,327,820 ) — — — — — — —

Conversion of Class B Shares to Class A Shares 155 ( 155 ) — — — — — — —

Other comprehensive loss — — — — ( 378 ) — ( 378 )

March 31, 2026

June 30, 2026

138,140,252 21,090,041 3,710,549 $ 2,365 $ 159 $ 3,004,169 $ ( 4,990,561 ) $ ( 2,256 ) $ ( 22,172 ) $ ( 2,008,296 )

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127,474,033 21,285,914 5,039,323 $ 5,289 $ 149 $ 2,975,703 $ ( 4,340,083 ) $ ( 1,885 ) $ ( 10,953 ) $ ( 1,371,780 )

Net income (loss) 341 — — ( 281,224 ) — — ( 280,883 )

Net loss ( 167 ) — — ( 364,704 ) — — ( 364,871 )

Vesting of restricted stock and other 3,735,212 — 3 ( 3 ) — — ( 1,236 ) ( 1,236 )

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Other comprehensive income — — — — 381 — 381

March 31, 2025

June 30, 2025

131,307,592 21,187,567 5,039,323 $ 4,254 $ 152 $ 2,987,825 $ ( 4,704,787 ) $ ( 1,504 ) $ ( 12,189 ) $ ( 1,726,249 )

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CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands) Three Months Ended March 31,

(In thousands) Six Months Ended June 30,

Cash flows from operating activities:

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Loss on investments 2,095 19,495

Equity in (income) loss of nonconsolidated subsidiaries 52 ( 50 )

Equity in loss of nonconsolidated subsidiaries 230 1

Barter and trade income ( 64,828 ) ( 44,635 )

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Increase (Decrease) in deferred revenue ( 21,651 ) 19,058

Increase (Decrease) in other long-term liabilities ( 7,707 ) 860

Decrease in other long-term liabilities ( 8,697 ) ( 2,748 )

Cash used for operating activities ( 27,657 ) ( 54,123 )

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Cash flows from financing activities:

Proceeds from credit facilities 75,000 100,000

Payments on long-term debt ( 87,349 ) ( 27,172 )

Payments for repurchase of iHRT stock ( 9,956 ) ( 1,236 )

Dividends and other payments to noncontrolling interests ( 1,722 ) ( 868 )

Change in other, net — ( 43 )

Cash used for financing activities ( 19,599 ) ( 11,038 )

Cash provided by (used for) financing activities ( 24,027 ) 70,681

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 212 ) 442

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economy, or uncertainty resulting from geopolitical events could have a significant impact on the Company's ability to generate revenue and cash flows.

As of March 31, 2026, the Company had approximately $ 135.1 million in cash and cash equivalents, and the $ 450.0 million senior secured asset-based revolving credit facility entered into on May 17, 2022 (the "ABL Facility") had a borrowing base of $ 439.2 million, $ 50.0 million of outstanding borrowings and $ 29.7 million of outstanding letters of credit, resulting in $ 359.5 million of borrowing base availability.

The Company's total available liquidity as of March 31, 2026 was $ 494.6 million.

During the six months ended June 30, 2026, iHeartCommunications, Inc.

("iHeartCommunications"), a wholly-owned subsidiary of the Company, borrowed $ 75.0 million under the $ 450.0 million senior secured asset-based revolving credit facility entered into on May 17, 2022, as amended on November 6, 2024 (the "ABL Facility").

This borrowing was executed as a short-term liquidity management strategy to provide financial flexibility in response to recent market uncertainty.

The funds are available to support working capital requirements and general corporate purposes.

As of June 30, 2026, the ABL Facility had a borrowing base of $ 432.9 million, $ 125.0 million of outstanding borrowings and $ 25.2 million of outstanding letters of credit, resulting in $ 282.7 million of borrowing base availability.

As of June 30, 2026, the Company had approximately $ 174.4 million in cash and cash equivalents, and total available liquidity was $ 457.2 million.

Based on current available liquidity, the Company expects to be able to meet its obligations as they become due over the coming year.

Reclassifications

Certain prior period amounts have been reclassified to conform to the 2026 presentation .

Certain prior period amounts within the Consolidated Statements of Cash Flows and the segment disclosures have been reclassified to conform to the 2026 presentation .

These reclassifications had no material impact on the Consolidated Statement of Cash Flows or the segment disclosures.

IHEARTMEDIA, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Restricted Cash

As of March 31, 2026 and December 31, 2025, the Company did no t have any restricted cash balances on the Consolidated Balance Sheets.

As of June 30, 2026 and December 31, 2025, the Company did no t have any restricted cash balances on the Consolidated Balance Sheets.

Certain Relationships and Related Party Transactions

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None of these ordinary course transactions have had a material impact on the Company.

IHEARTMEDIA, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

New Accounting Pronouncements Not Yet Adopted

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Disaggregation of Revenue

The following tables show revenue streams for the three months ended March 31, 2026 and 2025 :

The following tables show revenue streams for the three and six months ended June 30, 2026 and 2025 :

(In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Eliminations Consolidated

Three Months Ended March 31, 2026

Three Months Ended June 30, 2026

Revenue from contracts with customers:

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Revenue, total $ 535,667 $ 364,080 $ 80,465 $ ( 2,973 ) $ 977,239

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Revenue from contracts with customers:

13 unchanged sentences

Revenue, total $ 544,598 $ 323,856 $ 67,736 $ ( 2,537 ) $ 933,653

IHEARTMEDIA, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Eliminations Consolidated

Six Months Ended June 30, 2026

Revenue from contracts with customers:

Broadcast Radio (1)

$ 759,023 $ — $ — $ — $ 759,023

200,934 — — — 200,934

Sponsorship and Events (3)

58,520 — — — 58,520

Digital, excluding Podcast (4)

— 381,961 — ( 2,416 ) 379,545

— 309,261 — — 309,261

Audio & Media Services (6)

— — 147,046 ( 3,543 ) 143,503

10,506 — — — 10,506

Total 1,028,983 691,222 147,046 ( 5,959 ) 1,861,292

Revenue from leases (8)

147 — — — 147

Revenue, total $ 1,029,130 $ 691,222 $ 147,046 $ ( 5,959 ) $ 1,861,439

Six Months Ended June 30, 2025

Revenue from contracts with customers:

Broadcast Radio (1)

$ 736,525 $ — $ — $ — $ 736,525

207,276 — — — 207,276

Sponsorship and Events (3)

65,106 — — — 65,106

Digital, excluding Podcast (4)

— 350,811 — ( 2,284 ) 348,527

— 250,332 — — 250,332

Audio & Media Services (6)

— — 127,059 ( 2,740 ) 124,319

8,487 — — — 8,487

Total 1,017,394 601,143 127,059 ( 5,024 ) 1,740,572

Revenue from leases (8)

182 — — — 182

Revenue, total $ 1,017,576 $ 601,143 $ 127,059 $ ( 5,024 ) $ 1,740,754

(1) Broadcast Radio revenue is generated through the sale of advertising time on the Company’s domestic radio stations.

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Three Months Ended

June 30, Six Months Ended

(In thousands) 2026 2025 2026 2025

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Trade and barter expenses ( 103,382 ) ( 64,769 ) ( 193,626 ) ( 98,563 )

Net trade and barter 6,681 11,226 35,174 26,797

Barter revenues for investments (1)

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Three Months Ended

June 30, Six Months Ended

(In thousands) 2026 2025 2026 2025

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The Company’s contracts with customers generally have terms of one year or less.

However, as of March 31, 2026, the Company expects to recognize $ 259.1 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 .

However, as of June 30, 2026, the Company expects to recognize $ 256.7 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 .

Expected commissions related to the Company’s media representation business are not included in this amount as they are contingent upon future sales.

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The Company tests for impairment of assets whenever events and circumstances indicate that such assets might be impaired.

During the three months ended March 31, 2026, the Company recognized no non-cash impairment charges.

During the three months ended March 31, 2025, the Company recognized non-cash impairment charges of $ 2.9 million due to changes in sublease assumptions for ROU assets related to certain operating leases for which management has made proactive decisions to abandon and sublease in connection with strategic actions to streamline the Company’s real estate footprint.

During the three and six months ended June 30, 2026, the Company recognized no non-cash impairment charges.

During the three and six months ended June 30, 2025, the Company recognized non-cash impairment charges of $ 2.6 million and $ 5.4 million due to changes in sublease assumptions for ROU assets related to certain operating leases for which management has made proactive decisions to abandon and sublease in connection with strategic actions to streamline the Company’s real estate footprint.

The implicit rate within the Company's lease agreements is generally not determinable.

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The following table provides supplemental cash flow information related to leases for the periods presented:

Three Months Ended March 31,

Six Months Ended June 30,

(In thousands) 2026 2025

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Lease liabilities arising from obtaining right-of-use assets (1)

(1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the three months ended March 31, 2026 and 2025, respectively.

19,375 12,241

(1) Lease liabilities from obtaining right-of-use assets include new leases entered into during the six months ended June 30, 2026 and 2025, 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 $ 14.1 million and $ 15.7 million for the three months ended March 31, 2026 and 2025, respectively.

The non-cash operating lease expense was $ 14.5 million and $ 17.2 million for the three months ended June 30, 2026 and 2025, respectively.

The non-cash operating lease expense was $ 28.6 million and $ 32.9 million for the six months ended June 30, 2026 and 2025, respectively.

IHEARTMEDIA, INC.

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The Company’s property, plant and equipment consisted of the following classes of assets:

(In thousands) March 31,

(In thousands) June 30,

2026 December 31,

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The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets.

(In thousands) March 31, 2026 December 31, 2025

(In thousands) June 30, 2026 December 31, 2025

Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization

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Total $ 2,345,227 $ ( 1,731,853 ) $ 2,345,227 $ ( 1,631,450 )

Total amortization expense related to definite-lived intangible assets for the Company for the three months ended March 31, 2026 and 2025 was $ 50.6 million and $ 53.7 million, respectively.

Total amortization expense related to definite-lived intangible assets for the Company for the three months ended June 30, 2026 and 2025 was $ 49.9 million and $ 53.7 million, respectively.

Total amortization expense related to definite-lived intangible assets for the Company for the six months ended June 30, 2026 and 2025 was $ 100.5 million and $ 107.4 million, respectively.

The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets:

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Foreign currency — — ( 78 ) ( 78 )

Balance as of March 31, 2026

Balance as of June 30, 2026

$ 731,501 $ 311,353 $ 62,564 $ 1,105,418

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Long-term debt outstanding for the Company consisted of the following:

(In thousands) March 31, 2026 December 31, 2025

(In thousands) June 30, 2026 December 31, 2025

Asset-based Revolving Credit Facility due 2027 (1)

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6.375 % Senior Notes due 2026 (2)

44,644 44,644

5.25 % Senior Notes due 2027

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Total long-term debt $ 4,947,194 $ 4,979,662

(1) As of March 31, 2026, the ABL Facility had a borrowing base of $ 439.2 million, $ 50.0 million outstanding borrowings and $ 29.7 million in outstanding letters of credit, resulting in $ 359.5 million of borrowing base availability.

(1) During the six months ended June 30, 2026, iHeartCommunications borrowed $ 75.0 million under the ABL Facility.

As of June 30, 2026, the ABL Facility had a borrowing base of $ 432.9 million, $ 125.0 million outstanding borrowings and $ 25.2 million of outstanding letters of credit, resulting in $ 282.7 million of borrowing base availability.

(2) On May 1, 2026, we repaid $ 51.2 million of outstanding debt, including repayments of the Term Loan Facility due 2026 for $ 5.1 million, the Incremental Term Loan Facility due 2026 for $ 1.5 million and the 6.375 % Senior Notes due 2026 for $ 44.6 million.

(3) Quarterly amortization payments of $ 5.4 million (equal to 0.25 % of the original principal amount) are required per the terms of the Term Loan Facility due 2029.

(4) The difference between the carrying value of the exchanged 5.25 % Senior Notes, 4.75 % Senior Secured Notes, and 8.375 % Senior Unsecured Notes and the principal amount of the 7.75 % First Lien Notes due 2030, 7.00 % First Lien Notes due 2031 and 10.875 % Second Lien Notes due 2030 was recorded as debt premium and will be reduced as contractual interest payments are made.

The Company’s weighted average interest rate was 9.0 % as of both March 31, 2026 and December 31, 2025.

The aggregate market value of the Company’s debt based on market prices for which quotes were available was approximately $ 4.0 billion and $ 4.4 billion as of March 31, 2026 and December 31, 2025, respectively.

The Company’s weighted average interest rate was 8.9 % and 9.0 % as of June 30, 2026 and December 31, 2025, respectively.

The aggregate market value of the Company’s debt based on market prices for which quotes were available was approximately $ 4.5 billion and $ 4.4 billion as of June 30, 2026 and December 31, 2025, 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.

As of March 31, 2026, the Company was in compliance with all covenants related to its debt agreements.

As of June 30, 2026, the Company was in compliance with all covenants related to its debt agreements.

IHEARTMEDIA, INC.

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Surety Bonds and Letters of Credit

As of March 31, 2026, the Company and its subsidiaries had outstanding surety bonds and commercial standby letters of credit of $ 9.8 million and $ 29.7 million , respectively.

As of June 30, 2026, the Company and its subsidiaries had outstanding surety bonds and commercial standby letters of credit of $ 10.3 million and $ 25.2 million , respectively.

These surety bonds and letters of credit relate to various operational matters including insurance, lease and performance bonds as well as other items.

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NOTE 7 – INCOME TAXES

The Company’s income tax benefit (expense) consisted of the following components:

The Company’s income tax expense consisted of the following components:

(In thousands) Three Months Ended

Current tax benefit (expense) $ ( 6,413 ) $ 860

Deferred tax benefit (expense) 6,124 ( 136,219 )

June 30, Six Months Ended

2026 2025 2026 2025

Current tax expense $ ( 9,609 ) $ ( 11,873 ) $ ( 16,022 ) $ ( 11,013 )

Deferred tax expense ( 10,370 ) ( 6,380 ) ( 4,246 ) ( 142,599 )

Income tax expense $ ( 19,979 ) $ ( 18,253 ) $ ( 20,268 ) $ ( 153,612 )

The effective tax rates for the three months ended March 31, 2026 and 2025 were ( 0.3 )% and ( 93.0 )%, respectively.

The effective tax rates for these three-month periods were primarily impacted by increases in valuation allowances recorded against certain deferred 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 months ended June 30, 2026 and 2025 were ( 31.9 )% and ( 27.8 )%, respectively.

The effective tax rates for the six months ended June 30, 2026 and 2025 were ( 12.8 )% and ( 72.7 )%, respectively.

The effective tax rates for these periods were primarily impacted by increases in valuation allowances recorded against certain deferred assets, related primarily to disallowed interest expense carryforwards due to uncertainty regarding the Company's ability to utilize those assets in future periods.

NOTE 8 – STOCKHOLDERS' DEFICIT

Pursuant to the Company's 2019 Eq uity 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.

In April 2021, the 2021 Long-Term Incentive Award Plan (the “2021 Plan”) was approved by stockholders and replaced the 2019 Plan.

In February 2023 and April 2026, the Board adopted amendments to the 2021 Plan, each of which provided for an increase to the shares authorized for issuance under the 2021 Plan and were approved by the Company's stockholders at the annual meetings of

IHEARTMEDIA, INC.

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 8 – STOCKHOLDERS' DEFICIT

On April 21, 2021, the 2021 Long-Term Incentive Award Plan (the “2021 Plan”) was approved by stockholders and replaced the 2019 Plan.

At the 2023 Annual Meeting of Stockholders, an increase to the shares authorized for issuance under the 2021 Plan was approved.

Pursuant to the 2021 Plan, the Company will continue to grant equity awards covering shares of the Company's Class A common stock to certain key individuals.

stockholders held in 2023 and 2026, respectively.

Pursuant to the 2021 Plan, as amended, the Company will continue to grant equity awards covering shares of the Company's Class A common stock to certain key individuals.

Share-based Compensation

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(In thousands) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

RSUs $ 5,408 $ 4,017 $ 8,530 $ 9,345

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$ 18,938 $ 7,260 $ 19,297 $ 16,289

(1) Total share-based compensation expense includes $( 3.3 ) million and $ 1.6 million of expense from cash-settled awards for the three months ended March 31, 2026 and March 31, 2025, respectively.

The reduction in share-based compensation recognized in 2026 is due to changes in the Company’s stock price during the first quarter of 2026, resulting in lower expense associated with cash-settled awards.

As of March 31, 2026, there was $ 24.7 million of unrecognized compensation cost related to share-based compensation arrangements.

(1) Total share-based compensation expense includes $ 13.7 million and $ 10.4 million of expense from cash-settled awards for the three and six months ended June 30, 2026, respectively.

Total share-based compensation expense includes $ 2.6 million and $ 4.2 million of expense from cash-settled awards for the three and six months ended June 30, 2025, respectively.

The increase in share-based compensation recognized in 2026 is due to changes in the Company’s stock price, resulting in higher expense associated with cash-settled awards.

As of June 30, 2026, there was $ 25.5 million of unrecognized compensation cost related to share-based compensation arrangements.

This cost is expected to be recognized over a weighted average period of approximately 2.3 years and assumes Performance RSUs that have not reached their measurement dates will be fully earned at target.

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(In thousands, except per share data) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Net loss attributable to the Company – common shares $ ( 82,389 ) $ ( 83,480 ) $ ( 177,612 ) $ ( 364,704 )

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Diluted ( 0.52 ) ( 0.54 ) ( 1.13 ) ( 2.38 )

(1) All of the outstanding Class B common stock and Special Warrants are included in both the basic and diluted weighted average common shares outstanding of the Company for the three months ended March 31, 2026 and 2025.

(2) Outstanding equity service awards representing 13.0 million and 16.6 million shares of Class A common stock of the Company for the three months ended March 31, 2026 and 2025, respectively, were not included in the computation of diluted earnings per share because to do so would have been antidilutive.

(2) Outstanding equity service awards representing 12.2 million and 12.6 million shares of Class A common stock of the Company for the three months ended June 30, 2026 and 2025, respectively, and 12.6 million and 14.6 million shares of Class A common stock for the six months ended June 30, 2026 and 2025, respectively, were not included in the computation of diluted earnings per share because to do so would have been antidilutive.

NOTE 9 – SEGMENT DATA

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Segment Adjusted EBITDA is the segment profitability metric reported to the Company’s Chief Operating Decision Maker ("CODM") for purposes of decisions about allocation of resources to, and assessing performance of, each reportable segment.

It is calculated as revenue less direct operating expenses and selling, general and administrative expenses, excluding restructuring expenses, and share-based compensation expense.

Restructuring expenses primarily include 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 Company's CODM is its Chief Executive Officer.

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The following tables present the Company's segment results:

(In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated

Three Months Ended March 31, 2026

(In thousands) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Multiplatform Group $ 535,667 $ 544,598 $ 1,029,130 $ 1,017,576

Digital Audio Group 364,080 323,856 691,222 601,143

Audio & Media Services Group 80,465 67,736 147,046 127,059

Inter-segment elimination ( 2,973 ) ( 2,537 ) ( 5,959 ) ( 5,024 )

Total revenue $ 977,239 $ 933,653 $ 1,861,439 $ 1,740,754

Reconciliation of Revenues to Segment Adjusted EBITDA

(In thousands) Three Months Ended June 30, 2026

Multiplatform Group Digital Audio Group Audio & Media Services Group

Revenue $ 535,667 $ 364,080 $ 80,465

4 unchanged sentences

Segment Adjusted EBITDA $ 58,609 $ 123,176 $ 36,663

(In thousands) Three Months Ended June 30, 2025

Multiplatform Group Digital Audio Group Audio & Media Services Group

Revenue $ 544,598 $ 323,856 $ 67,736

Direct operating expenses (1)

218,052 161,811 7,474

Depreciation and amortization ( 81,377 )

Impairment charges —

Other operating expense, net ( 78 )

Restructuring expenses ( 9,333 )

Share-based compensation expense ( 359 )

Operating income $ 1,486

Segment Assets $ 3,567,793 $ 569,636 $ 244,169 $ 511,523 $ ( 5,265 ) $ 4,887,856

Intersegment revenues — 1,211 1,775 — — 2,986

Capital expenditures 10,360 5,503 1,964 4,086 — 21,913

(In thousands) Multiplatform Group Digital Audio Group Audio & Media Services Group Corporate and other reconciling items Eliminations Consolidated

Three Months Ended March 31, 2025

Selling, general and administrative expenses (2)

230,182 54,435 36,541

Segment Adjusted EBITDA $ 96,364 $ 107,610 $ 23,721

(In thousands) Six Months Ended June 30, 2026

Multiplatform Group Digital Audio Group Audio & Media Services Group

Revenue $ 1,029,130 $ 691,222 $ 147,046

4 unchanged sentences

Segment Adjusted EBITDA $ 105,573 $ 209,991 $ 61,110

(In thousands) Six Months Ended June 30, 2025

Multiplatform Group Digital Audio Group Audio & Media Services Group

Revenue $ 1,017,576 $ 601,143 $ 127,059

Direct operating expenses (1)

417,721 307,732 14,558

Selling, general and administrative expenses (2)

433,484 98,718 72,982

Segment Adjusted EBITDA $ 166,371 $ 194,693 $ 39,519

IHEARTMEDIA, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) Includes content, programming, and production costs as well as employee compensation, talent fees, event costs, music license fees, and other expenses.

(2) Includes administrative employee compensation, sales commissions, ratings fees, trade and barter expense, and other expenses.

Reconciliation of Segment Adjusted EBITDA to Loss before income taxes

(In thousands) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Segment Adjusted EBITDA:

Multiplatform Group $ 58,609 $ 96,364 $ 105,573 $ 166,371

Digital Audio Group 123,176 107,610 209,991 194,693

Audio & Media Services Group 36,663 23,721 61,110 39,519

Total Segment Adjusted EBITDA $ 218,448 $ 227,695 $ 376,674 $ 400,583

Corporate expenses ( 66,925 ) ( 71,568 ) ( 132,518 ) ( 139,868 )

Depreciation and amortization ( 78,321 ) ( 90,369 ) ( 159,698 ) ( 182,270 )

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Share-based compensation expense ( 18,938 ) ( 7,260 ) ( 19,297 ) ( 16,289 )

Operating loss $ ( 25,434 )

Segment Assets $ 4,027,842 $ 593,363 $ 273,776 $ 377,161 $ ( 4,049 ) $ 5,268,093

Intersegment revenues — 1,131 1,356 — — 2,487

Interest expense, net ( 96,057 ) ( 100,894 ) ( 191,955 ) ( 201,280 )

Loss on investments, net ( 1,550 ) ( 901 ) ( 2,095 ) ( 19,495 )

Equity in loss of nonconsolidated affiliates ( 178 ) ( 51 ) ( 230 ) ( 1 )

Other income (expense), net ( 276 ) 741 ( 596 ) ( 419 )

Loss before income taxes $ ( 62,557 ) $ ( 65,735 ) $ ( 157,886 ) $ ( 211,259 )

Capital Expenditures

(In thousands) Three Months Ended

June 30, Six Months Ended

2026 2025 2026 2025

Multiplatform Group $ 10,079 $ 10,698 $ 20,439 $ 16,627

Digital Audio Group 4,053 4,406 9,556 10,262

Audio & Media Services Group 1,876 2,752 3,840 8,379

Corporate 2,921 2,141 7,007 4,459

Total capital expenditures $ 18,929 $ 19,997 $ 40,842 $ 39,727

IHEARTMEDIA, INC.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1) Includes content, programming, and production costs as well as employee compensation, talent fees, event costs, and music license fees.

(2) Includes administrative employee compensation, sales commissions, trade and barter expense, and rent and utilities.

(3) For a definition of Adjusted EBITDA for the consolidated company and a reconciliation to Operating income (loss), the most closely comparable GAAP measure, and to Net loss, please see "Reconciliation of Operating income (loss) to Adjusted EBITDA" and "Reconciliation of Net loss to EBITDA and Adjusted EBITDA" in Item 2 of this Quarterly Report on Form 10-Q.

Segment Assets

(In thousands) June 30,

2026 June 30,

Multiplatform Group $ 3,626,455 $ 4,066,415

Digital Audio Group 605,290 606,412

Audio & Media Services Group 261,241 269,612

Corporate 364,652 439,578

Inter-segment elimination ( 3,511 ) ( 2,700 )

Total segment assets $ 4,854,127 $ 5,379,317

NOTE 10 – SUBSEQUENT EVENTS

Asset-Based Revolving Credit Facility Draw

On April 28, 2026, iHeartCommunications borrowed $ 75.0 million under the ABL Facility.

This borrowing was executed in connection with the Company's short-term liquidity management strategy to provide financial flexibility in response to recent market uncertainty.

Debt Repayment at Maturity

On May 1, 2026, the Company repaid $ 51.2 million of outstanding debt, including repayments of the Term Loan Facility due 2026 for $ 5.1 million, the Incremental Term Loan Facility due 2026 for $ 1.5 million and the 6.375 % Senior Notes due 2026 for $ 44.6 million.

These payments were made in the ordinary course of business, in accordance with the original terms of the debt agreements, and did not result in any early extinguishment of debt or modification of existing terms.

For more information about the Company's outstanding debt obligations, refer to Note 5, Long-Term Debt .

Amendment to ABL Credit Agreement

On August 7, 2026, iHeartCommunications (the "Borrower") entered into Amendment No.

2 to the ABL Credit Agreement (the "Second Amendment"), the loan parties thereto, Bank of America, N.A.

as administrative agent, and the lenders party thereto, which amended the ABL Credit Agreement dated as of May 17, 2022 and as amended, supplemented or modified from time to time, by and among the Borrower, the guarantors parties thereto, BofA, as administrative agent and collateral agent, and the lenders from time to time party thereto.

The Second Amendment, among other things, extends the maturity date of the ABL Facility from May 17, 2027 to January 30, 2029.

The aggregate lender commitments under the ABL Facility after giving effect to the Second Amendment remain at $ 450 million.

Borrowings under the ABL Facility continue to bear interest at a rate per annum equal to, at the Borrower's option, either (a) Term SOFR plus an applicable margin ranging from 1.75 % to 2.25 % or (b) a base rate plus an applicable margin ranging from 0.75 % to 1.25 %, in each case depending on average excess availability as a percentage of the line cap.

The Second Amendment did not result in the repayment of any outstanding borrowings, and all amounts outstanding under the ABL Facility at the time of the Second Amendment continued in place under the amended terms.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements