Supplemental Condensed Consolidating Financial Information

At June 30, 2015, 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”).

The following tables present (i) unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2015 and 2014, (ii) unaudited condensed consolidated balance sheets as of June 30, 2015 and December 31, 2014, and (iii) unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2015 and 2014, of each of the Parent Guarantor, Cumulus Holdings, the Subsidiary Guarantors, and 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.

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended June 30, 2015

(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	$	—		$	125		$	299,209		$	—		$	—		$	299,334
Operating expenses:
Content costs	—			—			91,019			—			—			91,019
Selling, general & administrative expenses	—			—			118,017			531			—			118,548
Depreciation and amortization	—			356			25,368			—			—			25,724
LMA fees	—			—			2,572			—			—			2,572
Corporate expenses (including stock-based compensation expense of $3,880)	—			12,496			—			—			—			12,496
Gain on sale of assets or stations	—			—			(84		)	—			—			(84		)
Impairment charges - equity interest in Pulser Media Inc.	—			—			1,056			—			—			1,056
Total operating expenses	—			12,852			237,948			531			—			251,331
Operating (loss) income	—			(12,727		)	61,261			(531		)	—			48,003
Non-operating (expense) income:
Interest (expense) income, net	(2,184		)	(33,181		)	27			(47		)	—			(35,385		)
Other income, net	—			—			12,373			—			—			12,373
Total non-operating (expense) income, net	(2,184		)	(33,181		)	12,400			(47		)	—			(23,012		)
(Loss) income before income taxes	(2,184		)	(45,908		)	73,661			(578		)	—			24,991
Income tax benefit (expense)	867			23,164			(29,248		)	(7,475		)	—			(12,692		)
(Loss) income from continuing operations	(1,317		)	(22,744		)	44,413			(8,053		)	—			12,299
Earnings (loss) from consolidated subsidiaries	13,616			36,360			(8,053		)	—			(41,923		)	—
Net income (loss)	$	12,299		$	13,616		$	36,360		$	(8,053	)	$	(41,923	)	$	12,299

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Six Months Ended June 30, 2015

(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	$	—		$	250		$	570,163		$	—		$	—		$	570,413
Operating expenses:
Content costs	—			—			191,826			—			—			191,826
Selling, general & administrative expenses	—			—			233,794			1,061			—			234,855
Depreciation and amortization	—			616			50,419			—			—			51,035
LMA fees	—			—			5,070			—			—			5,070
Corporate expenses (including stock-based compensation expense of $7,743)	—			25,963			—			—			—			25,963
Loss on sale of assets or stations	—			—			735			—			—			735
Impairment charges - equity interest in Pulser Media Inc.	—			—			1,056			—			—			1,056
Total operating expenses	—			26,579			482,900			1,061			—			510,540
Operating (loss) income	—			(26,329		)	87,263			(1,061		)	—			59,873
Non-operating (expense) income:
Interest (expense) income, net	(4,367		)	(65,934		)	385			(95		)	—			(70,011		)
Other income, net	—			—			12,757			—			—			12,757
Total non-operating (expense) income, net	(4,367		)	(65,934		)	13,142			(95		)	—			(57,254		)
(Loss) income before income taxes	(4,367		)	(92,263		)	100,405			(1,156		)	—			2,619
Income tax benefit (expense)	1,734			51,406			(39,865		)	(15,610		)	—			(2,335		)
(Loss) income from continuing operations	(2,633		)	(40,857		)	60,540			(16,766		)	—			284
Earnings (loss) from consolidated subsidiaries	2,917			43,774			(16,766		)	—			(29,925		)	—
Net income (loss)	$	284		$	2,917		$	43,774		$	(16,766	)	$	(29,925	)	$	284

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended June 30, 2014

(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	$	—		$	125		$	328,122		$	—		$	—		$	328,247
Operating expenses:
Content costs	—			—			101,802			—			—			101,802
Selling, general & administrative expenses	—			—			117,837			552			—			118,389
Depreciation and amortization	—			459			28,612			—			—			29,071
LMA fees	—			—			1,648			—			—			1,648
Corporate expenses (including stock-based compensation expense of $4,154)	—			19,264			—			—			—			19,264
Gain on sale of assets or stations	—			—			(360		)	—			—			(360		)
Total operating expenses	—			19,723			249,539			552			—			269,814
Operating (loss) income	—			(19,598		)	78,583			(552		)	—			58,433
Non-operating (expense) income:
Interest (expense) income, net	(2,406		)	(33,987		)	342			(75		)	—			(36,126		)
Other income, net	—			—			3,593			—			—			3,593
Total non-operating (expense) income, net	(2,406		)	(33,987		)	3,935			(75		)	—			(32,533		)
(Loss) income before income taxes	(2,406		)	(53,585		)	82,518			(627		)	—			25,900
Income tax benefit (expense)	799			18,253			(30,070		)	255			—			(10,763		)
(Loss) income from continuing operations	(1,607		)	(35,332		)	52,448			(372		)	—			15,137
Earnings (loss) from consolidated subsidiaries	16,744			52,076			(372		)	—			(68,448		)	—
Net income (loss)	$	15,137		$	16,744		$	52,076		$	(372	)	$	(68,448	)	$	15,137

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Six Months Ended June 30, 2014

(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	$	—		$	229		$	620,062		$	—		$	—		$	620,291
Operating expenses:
Content costs	—			—			210,295			—			—			210,295
Selling, general & administrative expenses	—			—			232,581			1,143			—			233,724
Depreciation and amortization	—			917			57,035			—			—			57,952
LMA fees	—			—			3,205			—			—			3,205
Corporate expenses (including stock-based compensation expense of $8,245)	—			38,458			—			—			—			38,458
Gain on sale of assets or stations	—			—			(898		)	—			—			(898		)
Total operating expenses	—			39,375			502,218			1,143			—			542,736
Operating (loss) income	—			(39,146		)	117,844			(1,143		)	—			77,555
Non-operating (expense) income:
Interest (expense) income, net	(4,981		)	(67,583		)	672			(169		)	—			(72,061		)
Other income, net	—			—			3,529			—			—			3,529
Total non-operating (expense) income, net	(4,981		)	(67,583		)	4,201			(169		)	—			(68,532		)
(Loss) income before income taxes	(4,981		)	(106,729		)	122,045			(1,312		)	—			9,023
Income tax benefit (expense)	1,741			37,314			(42,669		)	459			—			(3,155		)
(Loss) income from continuing operations	(3,240		)	(69,415		)	79,376			(853		)	—			5,868
Earnings (loss) from consolidated subsidiaries	9,108			78,523			(853		)	—			(86,778		)	—
Net income (loss)	$	5,868		$	9,108		$	78,523		$	(853	)	$	(86,778	)	$	5,868

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, 2015

(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	$	—		$	32,734	$	—	$	—		$	—		$	32,734
Restricted cash	—			8,421		—		—			—			8,421
Accounts receivable, less allowance for doubtful accounts of $5,677	—			—		—		242,867			—			242,867
Trade receivable	—			—		3,870		—			—			3,870
Asset held for sale	—			—		45,157		—			—			45,157
Prepaid expenses and other current assets	—			49,053		23,104		—			—			72,157
Total current assets	—			90,208		72,131		242,867			—			405,206
Property and equipment, net	—			3,553		186,329		—			—			189,882
Broadcast licenses	—			—		—		1,593,939			—			1,593,939
Other intangible assets, net	—			—		209,046		—			—			209,046
Goodwill	—			—		1,253,065		—			—			1,253,065
Investment in consolidated subsidiaries	639,666			4,246,683		1,079,019		—			(5,965,368		)	—
Intercompany receivables, net	—			90,800		1,545,389		—			(1,636,189		)	—
Other assets	—			30,335		40,924		649			(15,418		)	56,490
Total assets	$	639,666		$	4,461,579	$	4,385,903	$	1,837,455		$	(7,616,975	)	$	3,707,628
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable and accrued expenses	$	—		$	27,796	$	89,690	$	—		$	—		$	117,486
Trade payable	—			—		4,687		—			—			4,687
Total current liabilities	—			27,796		94,377		—			—			122,173
Long-term debt, excluding 7.75% Senior Notes	—			1,877,239		—		—			—			1,877,239
7.75% Senior Notes	—			610,000		—		—			—			610,000
Other liabilities	—			4,356		44,843		—			—			49,199
Intercompany payables, net	90,151			1,302,522		—		243,516			(1,636,189		)	—
Deferred income taxes	—			—		—		514,920			(15,418		)	499,502
Total liabilities	90,151			3,821,913		139,220		758,436			(1,651,607		)	3,158,113
Stockholders’ equity (deficit):
Class A common stock, par value $0.01 per share; 750,000,000 shares authorized; 255,443,945 shares issued and 233,048,303 shares outstanding	2,553			—		—		—			—			2,553
Class C common stock, par value $0.01 per share; 644,871 shares authorized, issued and outstanding	6			—		—		—			—			6
Treasury stock, at cost, 22,395,642 shares	(229,198		)	—		—		—			—			(229,198		)
Additional paid-in-capital	1,606,220			253,619		4,212,541		2,070,972			(6,537,132		)	1,606,220
Accumulated (deficit) equity	(830,066		)	386,047		34,142		(991,953		)	571,764			(830,066		)
Total stockholders’ equity (deficit)	549,515			639,666		4,246,683		1,079,019			(5,965,368		)	549,515
Total liabilities and stockholders’ equity (deficit)	$	639,666		$	4,461,579	$	4,385,903	$	1,837,455		$	(7,616,975	)	$	3,707,628

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, 2014

(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	$	—		$	7,268	$	3		$	—		$	—		$	7,271
Restricted cash	—			10,055		—			—			—			10,055
Accounts receivable, less allowance for doubtful accounts of $6,004	—			—		—			248,308			—			248,308
Trade receivable	—			—		2,455			—			—			2,455
Asset held for sale	—			—		15,007			—			—			15,007
Prepaid expenses and other current assets	—			66,020		21,710			—			—			87,730
Total current assets	—			83,343		39,175			248,308			—			370,826
Property and equipment, net	—			2,653		218,844			—			—			221,497
Broadcast licenses	—			—		—			1,596,715			—			1,596,715
Other intangible assets, net	—			—		243,640			—			—			243,640
Goodwill	—			—		1,253,823			—			—			1,253,823
Investment in consolidated subsidiaries	627,363			4,154,147		1,097,404			—			(5,878,914		)	—
Intercompany receivables, net	—			86,527		1,462,776			—			(1,549,303		)	—
Other assets	—			32,776		25,420			744			—			58,940
Total assets	$	627,363		$	4,359,446	$	4,341,082		$	1,845,767		$	(7,428,217	)	$	3,745,441
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable and accrued expenses	$	—		$	30,322	$	121,336		$	—		$	—		$	151,658
Trade payable	—			—		3,964			—			—			3,964
Total current liabilities	—			30,322		125,300			—			—			155,622
Long-term debt, excluding 7.75% Senior Notes	—			1,875,127		—			—			—			1,875,127
7.75% Senior Notes	—			610,000		—			—			—			610,000
Other liabilities	—			2,166		52,955			—			—			55,121
Intercompany payables, net	85,783			1,214,468		—			249,052			(1,549,303		)	—
Deferred income taxes	—			—		8,680			499,311			—			507,991
Total liabilities	85,783			3,732,083		186,935			748,363			(1,549,303		)	3,203,861
Stockholders’ equity (deficit):
Class A common stock, par value $0.01 per share; 750,000,000 shares authorized; 254,997,925 shares issued and 232,378,371 shares outstanding	2,549			—		—			—			—			2,549
Class C common stock, par value $0.01 per share; 644,871 shares authorized, issued and outstanding	6			—		—			—			—			6
Treasury stock, at cost, 22,619,554 shares	(231,588		)	—		—			—			—			(231,588		)
Additional paid-in-capital	1,600,963			244,233		4,163,779			2,072,591			(6,480,603		)	1,600,963
Accumulated (deficit) equity	(830,350		)	383,130		(9,632		)	(975,187		)	601,689			(830,350		)
Total stockholders’ equity (deficit)	541,580			627,363		4,154,147			1,097,404			(5,878,914		)	541,580
Total liabilities and stockholders’ equity (deficit)	$	627,363		$	4,359,446	$	4,341,082		$	1,845,767		$	(7,428,217	)	$	3,745,441

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2015

(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 income (loss)	$	284		$	2,917		$	43,774		$	(16,766	)	$	(29,925	)	$	284
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Depreciation and amortization	—			616			50,419			—			—			51,035
Amortization of debt issuance costs/discounts	—			4,617			—			95			—			4,712
Provision for doubtful accounts	—			—			2,417			—			—			2,417
Loss on sale of assets or stations	—			—			735			—			—			735
Impairment charges - equity interest in Pulser Media Inc.	—			—			1,056			—			—			1,056
Deferred income taxes	(1,734		)	(50,894		)	39,865			15,610			—			2,847
Stock-based compensation expense	—			7,743			—			—			—			7,743
(Earnings) loss from consolidated subsidiaries	(2,917		)	(43,774		)	16,766			—			29,925			—
Changes in assets and liabilities	—			152,329			(188,495		)	1,061			—			(35,105		)
Net cash (used in) provided by operating activities	(4,367		)	73,554			(33,463		)	—			—			35,724
Cash flows from investing activities
Proceeds from sale of assets or stations	—			—			3,055			—			—			3,055
Restricted cash	—			1,634			—			—			—			1,634
Capital expenditures	—			(1,516		)	(13,344		)	—			—			(14,860		)
Net cash provided by (used in) investing activities	—			118			(10,289		)	—			—			(10,171		)
Cash flows from financing activities:
Intercompany transactions, net	4,364			(48,113		)	43,749			—			—			—
Tax withholding payments on behalf of employees	—			(93		)	—			—			—			(93		)
Proceeds from exercise of warrants	3			—			—			—			—			3
Net cash provided by (used in) financing activities	4,367			(48,206		)	43,749			—			—			(90		)
Increase (decrease) in cash and cash equivalents	—			25,466			(3		)	—			—			25,463
Cash and cash equivalents at beginning of period	—			7,268			3			—			—			7,271
Cash and cash equivalents at end of period	$	—		$	32,734		$	—		$	—		$	—		$	32,734

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended June 30, 2014

(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 income (loss)	$	5,868		$	9,108		$	78,523		$	(853	)	$	(86,778	)	$	5,868
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Depreciation and amortization	—			917			57,035			—			—			57,952
Amortization of debt issuance costs/discount	—			4,558			—			96			—			4,654
Provision for doubtful accounts	—			—			1,828			—			—			1,828
Gain on sale of assets or stations	—			—			(898		)	—			—			(898		)
Fair value adjustment of derivative instruments	—			21			—			—			—			21
Deferred income taxes	(1,741		)	(37,314		)	42,669			(459		)	—			3,155
Stock-based compensation expense	—			8,245			—			—			—			8,245
(Loss) earnings from consolidated subsidiaries	(9,108		)	(78,523		)	853			—			86,778			—
Changes in assets and liabilities	—			168,519			(199,055		)	(8,784		)	—			(39,320		)
Net cash (used in) provided by operating activities	(4,981		)	75,531			(19,045		)	(10,000		)	—			41,505
Cash flows from investing activities:
Proceeds from sale of assets or stations	—			—			14,069			—			—			14,069
Restricted cash	—			(240		)	—			—			—			(240		)
Capital expenditures	—			(86		)	(11,162		)	—			—			(11,248		)
Net cash (used in) provided by investing activities	—			(326		)	2,907			—			—			2,581
Cash flows from financing activities:
Intercompany transactions, net	(7,528		)	(43,775		)	16,303			35,000			—			—
Repayments of borrowings under term loans and revolving credit facilities	—			(31,125		)	—			(35,000		)	—			(66,125		)
Proceeds from borrowings under term loans and revolving credit facilities	—			—			—			10,000			—			10,000
Tax withholding payments on behalf of employees	—			(1,320		)	—			—			—			(1,320		)
Proceeds from exercise of warrants	103			—			—			—			—			103
Proceeds from exercise of options	602			—			—			—			—			602
Deferred financing costs	—			(21		)	—			—			—			(21		)
Net cash (used in) provided by financing activities	(6,823		)	(76,241		)	16,303			10,000			—			(56,761		)
(Decrease) increase in cash and cash equivalents	(11,804		)	(1,036		)	165			—			—			(12,675		)
Cash and cash equivalents at beginning of period	11,804			20,988			—			—			—			32,792
Cash and cash equivalents at end of period	$	—		$	19,952		$	165		$	—		$	—		$	20,117