Supplemental Condensed Consolidated Financial Information

At March 31, 2017, 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 months ended March 31, 2017 and 2016, (ii) unaudited condensed consolidated balance sheets as of March 31, 2017 and December 31, 2016, and (iii) unaudited condensed consolidated statements of cash flows for the three months ended March 31, 2017 and 2016, 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.

Revision to Prior Period Financial Statements

During the first quarter of 2017, the Company determined that it did not properly classify the investment in consolidated subsidiaries balance residing at the Parent Guarantor as a liability at December 31, 2016. The Company should have presented the investment in consolidated subsidiary balance as a liability as the balance was negative at December 31, 2016. In the following disclosure, a separate line item entitled “Accumulated losses in consolidated subsidiaries” is presented in the Condensed Consolidated Balance Sheet. This presentation misclassification was not material to the previously issued financial statements.

In accordance with accounting guidance found in ASC 250-10 (SEC Staff Accounting Bulletin No. 99, Materiality), the Company assessed the materiality of the errors and concluded that the errors were not material to any of the Company’s previously issued financial statements. As permitted by the accounting guidance found in ASC 250-10 (SEC Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements), the Company has presented revised financial information for the three months ended March 31, 2017, and the year ended December 31, 2016.

CUMULUS MEDIA INC.

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
LMA 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.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended March 31, 2016

(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	$	—		$	—		$	268,530		$	—		$	—		$	268,530
Operating expenses:
Content costs	—			—			100,045			—			—			100,045
Selling, general and administrative expenses	—			—			116,689			538			—			117,227
Depreciation and amortization	—			404			22,693			—			—			23,097
LMA fees	—			—			5,388			—			—			5,388
Corporate expenses (including stock-based compensation expense of $878)	—			12,654			—			—			—			12,654
Loss on sale of assets or stations	—			—			5			—			—			5
Total operating expenses	—			13,058			244,820			538			—			258,416
Operating (loss) income	—			(13,058		)	23,710			(538		)	—			10,114
Non-operating (expense) income:
Interest (expense) income, net	(2,178		)	(32,256		)	85			(47		)	—			(34,396		)
Other income, net	—			—			720			—			—			720
Total non-operating (expense) income, net	(2,178		)	(32,256		)	805			(47		)	—			(33,676		)
(Loss) income before income taxes	(2,178		)	(45,314		)	24,515			(585		)	—			(23,562		)
Income tax benefit (expense)	845			18,198			(10,137		)	227			—			9,133
(Loss) earnings from consolidated subsidiaries	(13,096		)	14,020			(358		)	—			(566		)	—
Net (loss) income	$	(14,429	)	$	(13,096	)	$	14,020		$	(358	)	$	(566	)	$	(14,429	)

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

March 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	$	—		$	151,153		$	—		$	—		$	—		$	151,153
Restricted cash	—			7,816			—			—			—			7,816
Accounts receivable, less allowance for doubtful accounts of $4,133	—			—			—			213,642			—			213,642
Trade receivable	—			—			5,752			—			—			5,752
Asset held for sale	—			—			30,150			—			—			30,150
Prepaid expenses and other current assets	—			23,377			23,656			—			—			47,033
Total current assets	—			182,346			59,558			213,642			—			455,546
Property and equipment, net	—			6,569			150,265			—			—			156,834
Broadcast licenses	—			—			—			1,539,793			—			1,539,793
Other intangible assets, net	—			—			107,407			—			—			107,407
Goodwill	—			—			135,214			—			—			135,214
Investment in consolidated subsidiaries	—			3,374,977			1,002,830			—			(4,377,807		)	—
Intercompany receivables	—			105,730			1,874,661			—			(1,980,391		)	—
Other assets	—			20,128			153,751			317			(155,512		)	18,684
Total assets	$	—		$	3,689,750		$	3,483,686		$	1,753,752		$	(6,513,710	)	$	2,413,478
Liabilities and Stockholders’ (Deficit) Equity
Current liabilities:
Accounts payable and accrued expenses	$	—		$	31,651		$	77,442		$	—		$	—		$	109,093
Trade payable	—			—			3,730			—			—			3,730
Total current liabilities	—			31,651			81,172			—			—			112,823
Long-term debt, excluding 7.75% Senior Notes, net of debt issuance cost/discounts of $27,914	—			1,782,352			—			—			—			1,782,352
7.75% Senior Notes, net of debt issuance costs of $5.591	—			604,409			—			—			—			604,409
Other liabilities	—			2,932			27,537			—			—			30,469
Intercompany payables	105,413			1,661,019			—			213,959			(1,980,391		)	—
Accumulated losses in consolidated subsidiaries	392,613			—			—			—			(392,613		)	—
Deferred income taxes	—			—			—			536,963			(155,512		)	381,451
Total liabilities	498,026			4,082,363			108,709			750,922			(2,528,516		)	2,911,504
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	1,625,353			277,212			4,199,550			1,981,043			(6,457,805		)	1,625,353
Accumulated (deficit) equity	(1,894,390		)	(669,825		)	(824,573		)	(978,213		)	2,472,611			(1,894,390		)
Total stockholders’ (deficit) equity	(498,026		)	(392,613		)	3,374,977			1,002,830			(3,985,194		)	(498,026		)
Total liabilities and stockholders’ (deficit) equity	$	—		$	3,689,750		$	3,483,686		$	1,753,752		$	(6,513,710	)	$	2,413,478

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, 2016

(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	$	—		$	131,259		$	—		$	—		$	—		$	131,259
Restricted cash	—			8,025			—			—			—			8,025
Accounts receivable, less allowance for doubtful accounts of $4,691	—			—			—			231,585			—			231,585
Trade receivable	—			—			4,985			—			—			4,985
Asset held for sale	—			—			30,150			—			—			30,150
Prepaid expenses and other current assets	—			17,321			16,602			—			—			33,923
Total current assets	—			156,605			51,737			231,585			—			439,927
Property and equipment, net	—			4,431			157,632			—			—			162,063
Broadcast licenses	—			—			—			1,540,183			—			1,540,183
Other intangible assets, net	—			—			116,499			—			—			116,499
Goodwill	—			—			135,214			—			—			135,214
Investment in consolidated subsidiaries	—			3,348,992			1,012,947			—			(4,361,939		)	—
Intercompany receivables	—			103,593			1,848,263			—			(1,951,856		)	—
Other assets	—			21,631			135,996			364			(139,186		)	18,805
Total assets	$	—		$	3,635,252		$	3,458,288		$	1,772,132		$	(6,452,981	)	$	2,412,691
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable and accrued expenses	$	—		$	19,994		$	76,247		$	—		$	—		$	96,241
Trade payable	—			—			4,550			—			—			4,550
Total current liabilities	—			19,994			80,797			—			—			100,791
Long-term debt, excluding 7.75% Senior Notes, net of debt issuance costs/discounts of $29,909	—			1,780,357			—			—			—			1,780,357
7.75% Senior Notes, net of debt issuance costs of $6,200	—			603,800			—			—			—			603,800
Other liabilities	—			2,932			28,499			—			—			31,431
Intercompany payables	103,229			1,616,678			—			231,949			(1,951,856		)	—
Accumulated losses in consolidated subsidiaries	388,509			—			—			—			(388,509		)	—
Deferred income taxes	—			—			—			527,236			(139,186		)	388,050
Total liabilities	491,738			4,023,761			109,296			759,185			(2,479,551		)	2,904,429
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	1,624,815			275,107			4,191,057			1,991,009			(6,457,173		)	1,624,815
Accumulated (deficit) equity	(1,887,564		)	(663,616		)	(842,065		)	(978,062		)	2,483,743			(1,887,564		)
Total stockholders’ (deficit) equity	(491,738		)	(388,509		)	3,348,992			1,012,947			(3,973,430		)	(491,738		)
Total liabilities and stockholders’ (deficit) equity	$	—		$	3,635,252		$	3,458,288		$	1,772,132		$	(6,452,981	)	$	2,412,691

CUMULUS MEDIA INC.

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	—			209			—			—			—			209
Capital expenditures	—			(2,441		)	(3,295		)	—			—			(5,736		)
Net cash (used in) provided by investing activities	—			(2,232		)	2,795			—			—			563
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	—			19,894			—			—			—			19,894
Cash and cash equivalents at beginning of period	—			131,259			—			—			—			131,259
Cash and cash equivalents at end of period	$	—		$	151,153		$	—		$	—		$	—		$	151,153

CUMULUS MEDIA INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31, 2016

(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	$	(14,429	)	$	(13,096	)	$	14,020		$	(358	)	$	(566	)	$	(14,429	)
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Depreciation and amortization	—			404			22,693			—			—			23,097
Amortization of debt issuance costs/discount	—			2,427			—			—			—			2,427
Provision for doubtful accounts	—			—			150			—			—			150
Deferred income taxes	(845		)	(18,198		)	10,134			(227		)	—			(9,136		)
Stock-based compensation expense	—			878			—			—			—			878
Earnings (loss) from consolidated subsidiaries	13,096			(14,020		)	358			—			566			—
Changes in assets and liabilities	—			120,503			(90,890		)	585			—			30,198
Net cash (used in) provided by operating activities	(2,178		)	78,898			(43,535		)	—			—			33,185
Cash flows from investing activities:
Restricted cash	—			(1,810		)	—			—			—			(1,810		)
Capital expenditures	—			(179		)	(3,982		)	—			—			(4,161		)
Net cash used in investing activities	—			(1,989		)	(3,982		)	—			—			(5,971		)
Cash flows from financing activities:
Intercompany transactions, net	2,175			(49,692		)	47,517			—			—			—
Proceeds from exercise of warrants	3			—			—			—			—			3
Net cash provided by (used in) financing activities	2,178			(49,692		)	47,517			—			—			3
Increase in cash and cash equivalents	—			27,217			—			—			—			27,217
Cash and cash equivalents at beginning of period	—			31,657			—			—			—			31,657
Cash and cash equivalents at end of period	$	—		$	58,874		$	—		$	—		$	—		$	58,874