10-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

[X]          Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                For the fiscal year ended December 31, 2015, or

[  ]           Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                For the transition period from ________ to _________.

Commission File Number 001-09645

IHEARTCOMMUNICATIONS, INC.

(Exact name of registrant as specified in its charter)

Texas	74-1787539
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
200 East Basse Road, Suite 100 San Antonio, Texas	78209
(Address of principal executive offices)	(Zip code)

(210) 822-2828

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:  None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  YES [  ]  NO  [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.  YES [  ]  NO [X]

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES [X] NO [  ]

The registrant meets the conditions set forth in General Instructions I(1)(a) and (b) of Form 10-K as, among other things, all of the registrant’s equity securities are owned indirectly by iHeartMedia, Inc., which is a reporting company under the Securities Exchange Act of 1934 and which has filed with the SEC all materials required to be filed pursuant to Section 13, 14 or 15(d) thereof, and the registrant is therefore filing this Form 10-K with a reduced disclosure format.

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).YES [X] NO [  ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  [X]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  Large accelerated filer [  ] Accelerated filer [ ] Non-accelerated filer [X] Smaller reporting company [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2).  YES [  ] NO [X]

The registrant has no voting or nonvoting equity held by non-affiliates.

On February 22, 2016, there were 500,000,000 outstanding shares of common stock.

DOCUMENTS INCORPORATED BY REFERENCE

None.

IHEARTCOMMUNICATIONS, INC.

INDEX TO FORM 10-K

Page

Number

PART I

Item 1.         Business....................................................................................................................................................................................................... 1

Item 1A.      Risk Factors.............................................................................................................................................................................................. 16

Item 1B.      Unresolved Staff Comments................................................................................................................................................................. 26

Item 2.         Properties................................................................................................................................................................................................... 26

Item 3.         Legal Proceedings.................................................................................................................................................................................... 26

Item 4.         Mine Safety Disclosures......................................................................................................................................................................... 27

PART II

Item 5.         Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases

of Equity Securities................................................................................................................................................................................. 29

Item 6.         Selected Financial Data.......................................................................................................................................................................... 30

Item 7.         Management’s Discussion and Analysis of Financial Condition and Results of Operations................................................... 31

Item 7A.      Quantitative and Qualitative Disclosures About Market Risk ....................................................................................................... 73

Item 8.         Financial Statements and Supplementary Data ............................................................................................................................... 74

Item 9.         Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.................................................. 114

Item 9A.      Controls and Procedures...................................................................................................................................................................... 114

Item 9B.      Other Information................................................................................................................................................................................. 116

PART III

Item 10.       Directors, Executive Officers and Corporate Governance (intentionally omitted pursuant

to General Instruction I(2)(c) of Form 10-K)................................................................................................................................... 117

Item 11.       Executive Compensation (intentionally omitted pursuant to General Instruction I(2)(c)

of Form 10-K)........................................................................................................................................................................................ 117

Item 12.       Security Ownership of Certain Beneficial Owners and Management and Related

Stockholder Matters (intentionally omitted pursuant to General Instruction I(2)(c) of Form 10-K)..................................... 117

Item 13.       Certain Relationships and Related Transactions, and Director Independence (intentionally

omitted pursuant to General Instruction I(2)(c) of Form 10-K)................................................................................................... 117

Item 14.       Principal Accounting Fees and Services............................................................................................................................................ 117

PART IV

Item 15.       Exhibits and Financial Statement Schedules................................................................................................................................... 118

PART I

ITEM 1.  Business

The Company

               iHeartCommunications, Inc., (the “Company”) is a Texas corporation with all of its outstanding shares of common stock held by iHeartMedia Capital I, LLC, an indirect, wholly-owned subsidiary of iHeartMedia, Inc. (“Parent”).

               Parent was formed in May 2007 by private equity funds sponsored by Bain Capital Partners, LLC (“Bain Capital”) and Thomas H. Lee Partners, L.P. (“THL”) (together, the “Sponsors”) to effect the acquisition of the Company by Parent. On July 30, 2008, Parent acquired the Company. The acquisition was effected by the merger of an entity formed by the Sponsors, then an indirect subsidiary of Parent, with and into the Company. As a result of the merger, the Company became an indirect wholly-owned subsidiary of Parent. Upon the consummation of the merger, Parent became a public company and the Company was no longer a public company.

Our corporate headquarters are in San Antonio, Texas and we have executive offices in New York, New York. Our headquarters are located at 200 East Basse Road, Suite 100, San Antonio, Texas 78209 (telephone: 210-822-2828).

Our Business Segments

We are a diversified media and entertainment company with three reportable business segments:  iHeartMedia (“iHM”); Americas outdoor advertising (“Americas outdoor”); and International outdoor advertising (“International outdoor”).  Our iHM segment provides media and entertainment services via live broadcast and digital delivery and also includes our national syndication business.  Our Americas outdoor and International outdoor segments provide outdoor advertising services in their respective geographic regions using various digital and traditional display types.  Our Americas outdoor segment consists of operations primarily in the United States, Canada and Latin America.  Our International outdoor segment consists of operations primarily in Europe, Asia and Australia.  Our “Other” category includes our full-service media representation business, Katz Media Group (“Katz Media”), as well as other general support services and initiatives that are ancillary to our other businesses.  For the year ended December 31, 2015, the iHM segment represented 53% of total revenues. For the year ended December 31, 2015, Americas outdoor represented 22% and International outdoor represented 23% of total revenues.

We are a leading global media and entertainment company specializing in broadcast and digital radio, out-of-home, mobile and on-demand entertainment and information services for national audiences and local communities while providing premium opportunities for advertisers.  Through our strong capabilities and unique collection of assets, we have the ability to deliver compelling content as well as innovative, effective marketing campaigns for advertisers and marketing, creative and strategic partners in the United States and internationally. 

We focus on building the leadership position of our diverse global assets and maximizing our financial performance while serving our local communities. We continue to invest strategically in our digital platforms, including the development of continued enhancements to iHeartRadio, our integrated digital radio platform, and the ongoing deployment of digital outdoor displays.  In addition, we intend to implement automated/programmatic sales infrastructure and capability.  We intend to continue to execute our strategies while closely managing expenses and focusing on achieving operating efficiencies across our businesses. We share best practices across our businesses and markets to replicate our successes throughout the markets in which we operate.

For more information about our revenue, gross profit and assets by segment and our revenue and long-lived assets by geographic area, see Note 11 to our Consolidated Financial Statements located in Item 8 of Part II of this Annual Report on Form 10-K.

iHM

Our iHM operations include broadcast and digital radio, online and mobile services and products, program syndication, entertainment, traffic and weather data distribution and music research services.  Our radio stations and content can be heard on AM/FM stations, HD digital radio stations, satellite radio, at iHeartRadio.com and our radio stations’ websites, and through our iHeartRadio mobile application on smart phones and tablets, on gaming consoles, via in-home entertainment, in enhanced automotive platforms and navigation systems.

As of December 31, 2015, we owned 861 domestic radio stations servicing more than 150 U.S. markets, including 44 of the top 50 markets and 84 of the top 100 markets.  In addition, we provide programming and sell air time on one radio station owned by a third-party under a local marketing agreement.  We are also the beneficiary of Aloha Station Trust, LLC, which owns and operates 15 radio stations, and the Brunswick Trust, which owns and operates 1 radio station, all of which we were required to divest in order to comply with Federal Communication Commission (“FCC”) media ownership rules, and which are being marketed for sale.

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In addition to our local radio programming, we also operate Premiere Networks (“Premiere”), a national radio network that produces, distributes or represents more than 100 syndicated radio programs and serves more than 5,500 radio station affiliates.  We also deliver real-time traffic and weather information via navigation systems, radio and television broadcast media and wireless and Internet-based services through our traffic business, Total Traffic & Weather Network.

We also promote, produce and curate special nationally-recognized events for our listeners and advertising partners, including the iHeartRadio Music Festival, the iHeartRadio Music Awards, the iHeartRadio Summer Pool Party, the iHeartRadio Jingle Ball Concert Tour, the iHeart Country Festival, the iHeartRadio Fiesta Latina and our new iHeart 80s Party.

Strategy

Our iHM strategy centers on delivering entertaining and informative content across multiple platforms, including broadcast, mobile and digital as well as events.  We strive to serve our listeners by providing the content they desire on the platform they prefer, while supporting advertisers, strategic partners, music labels and artists with a diverse platform of creative marketing opportunities designed to effectively reach and engage target audiences.  Our iHM strategy also focuses on continuing to improve the operations of our stations by providing valuable programming and promotions, as well as sharing best practices across our stations in marketing, distribution, sales and cost management.

Promote Broadcast Radio Media Spending.  Given the attractive reach and metrics of both the broadcast radio industry in general and iHM in particular, as well as our depth and breadth of relationships with both media agencies and national and local advertisers, we believe we can drive broadcast radio’s share of total media spending by using our dedicated national sales team to highlight the value of broadcast radio relative to other media.  We have made and continue to make significant investments in research to enable our clients to better understand how our assets can successfully reach their target audiences and promote their advertising campaigns; broadened our national sales teams and initiatives to better develop, create and promote their advertising campaigns; invested in technology to enhance our platform and capabilities; and continue to seek opportunities to deploy our iHeartRadio digital radio service across both existing and emerging devices and platforms. We are also working closely with advertisers, marketers and agencies to meet their needs through new products, events and services developed through optimization of our current portfolio of assets, as well as to develop tools to determine how effective broadcast radio is in reaching their desired audiences.

Promote Local and National Advertising.  We intend to grow our iHM businesses by continuing to develop effective programming, creating new solutions for our advertisers and agencies, fostering key relationships with advertisers and improving our local and national sales teams. We intend to leverage our diverse collection of assets, our programming and creative strengths, and our consumer relationships to create events, such as one-of-a-kind local and national promotions for our listeners, and develop new, innovative technologies and products to promote our advertisers.  We seek to maximize revenue by closely managing our advertising opportunities and pricing to compete effectively in local markets. We operate price and yield information systems, which provide detailed inventory information. These systems enable our station managers and sales directors to adjust commercial inventory and pricing based on local market demand, as well as to manage and monitor different commercial durations (60 second, 30 second, 15 second and five second) in order to provide more effective advertising for our customers at what we believe are optimal prices given market conditions.

Continue to Enhance the Listener Experience.  We intend to continue enhancing the listener experience by offering a wide variety of compelling content and methods of delivery.  We will continue to provide the content our listeners desire on their preferred platforms.  Our investments have created a collection of leading on-air talent. For example, Premiere offers more than 100 syndicated radio programs and services for more than 5,500 radio station affiliates across the United States, including popular programs featuring top talent such as Ryan Seacrest, Big Boy, Rush Limbaugh, Sean Hannity, Glenn Beck, Steve Harvey, Elvis Duran, Bobby Bones and Delilah. Our distribution capabilities allow us to attract top talent and more effectively utilize programming, sharing our best and most compelling content across many stations.

Continue to Deliver Nationally-Recognized Live Events.  We intend to continue to deliver nationally-recognized live events to our listeners, such as the iHeartRadio Music Festival, the iHeartRadio Music Awards, the iHeartRadio Summer Pool Party, the iHeartRadio Jingle Ball Concert Tour, the iHeart Country Festival, the iHeartRadio Fiesta Latina and our new iHeart 80s Party, featuring some of the biggest names in the music industry.

Deliver Content via Multiple Distribution Technologies.  We continue to expand the choices for our listeners. We deliver music, news, talk, sports, traffic and other content using an array of distribution technologies, including broadcast and digital radio and HD radio channels, satellite radio, digitally via iHeartRadio.com and our stations’ websites, and through our iHeartRadio mobile application on smart phones and tablets, on gaming consoles, via in-home entertainment, in enhanced automotive platforms, as well as in-vehicle entertainment and navigation systems.  Some examples of our recent initiatives are as follows:

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·Streaming.   We provide streaming content via the Internet, mobile and other digital platforms. We rank among the top streaming networks in the U.S. with regards to Average Active Sessions (“AAS”), Session Starts (“SS”) and Average Time Spent Listening (“ATSL”).  AAS and SS measure the level of activity while ATSL measures the ability to keep the audience engaged.

·Websites and Mobile Applications.  We have developed mobile and Internet applications such as the iHeartRadio smart phone and tablet applications and website and websites for our stations and personalities. These mobile and Internet applications allow listeners to use their smart phones, tablets or other digital devices to interact directly with stations, find titles/artists, request songs and create custom and personalized stations while providing an additional method for advertisers to reach consumers. As of December 31, 2015, our iHeartRadio mobile application has been downloaded more than 800 million times (including updates). iHeartRadio provides a unique digital music experience by offering access to more than 2,100 live broadcast and digital-only radio stations, plus user-created custom stations with broad social media integration and our on demand content from our premium talk partnerships and user generated talk shows.

Sources of Revenue

Our iHM segment generated 53%, 50%, and 50% of our revenue for the years ended December 31, 2015, 2014 and 2013, respectively.  The primary source of revenue in our iHM segment is the sale of advertising on our radio stations for local and national advertising.  Our iHeartRadio mobile application and website, our station websites, national live events and Total Traffic & Weather Network also provide additional means for our advertisers to reach consumers. We also generate revenues from network compensation, our online services, our traffic business, events and other miscellaneous transactions.  These other sources of revenue supplement our traditional advertising revenue without increasing on-air advertising time.

Our advertisers cover a wide range of categories, including consumer services, retailers, entertainment, health and beauty products, telecommunications, automotive, media and political.  Our contracts with our advertisers range from less than one-year to multi-year terms.

Each radio station’s local sales staff solicits advertising directly from local advertisers or indirectly through advertising agencies.  Our ability to produce content that respond to the specific needs of our advertisers helps to build local direct advertising relationships.  To generate national advertising sales, we leverage national sales teams and engage our Katz Media unit, which specializes in soliciting radio advertising sales on a national level for us and other radio and television companies.  National sales representatives such as Katz Media obtain advertising principally from advertising agencies located outside the station’s market and receive commissions based on advertising sold.

Advertising rates are principally based on the length of the spot and how many people in a targeted audience listen to our stations, as measured by independent ratings services.  A station’s format can be important in determining the size and characteristics of its listening audience, and advertising rates are influenced by the station’s ability to attract and target audiences that advertisers aim to reach.  The size of the market influences rates as well, with larger markets typically receiving higher rates than smaller markets.  Rates are generally highest during morning and evening commuting periods.

Radio Stations

As of December 31, 2015, we owned 861 radio stations, including 247 AM and 614 FM radio stations, of which 148 stations were in the top 25 markets.  All of our radio stations are located in the United States. No one station is material to our overall operations.  We believe that our properties are in good condition and suitable for our operations.

Radio broadcasting is subject to the jurisdiction of the FCC under the Communications Act of 1934, as amended (the “Communications Act”).  As described in “Regulation of Our iHeartMedia Business” below, the FCC grants us licenses in order to operate our radio stations.  The following table provides the number of owned radio stations in the top 25 Nielsen-ranked markets within our iHM segment.

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Nielsen		Number
Market		of
Rank(1)	Market	Stations
1	New York, NY	6
2	Los Angeles, CA	8
3	Chicago, IL	7
4	San Francisco, CA	7
5	Dallas-Ft. Worth, TX	6
6	Houston-Galveston, TX	6
7	Washington, DC	7
8	Atlanta, GA	7
9	Philadelphia, PA	6
10	Boston, MA	5
11	Miami-Ft. Lauderdale-Hollywood, FL	7
12	Detroit, MI	6
13	Seattle-Tacoma, WA	6
14	Phoenix, AZ	8
16	Minneapolis-St. Paul, MN	6
17	San Diego, CA	7
18	Denver-Boulder, CO	8
19	Tampa-St. Petersburg-Clearwater, FL	8
21	Baltimore, MD	4
22	St. Louis, MO	6
23	Portland, OR	7
24	Charlotte-Gastonia-Rock Hill, NC-SC	4
25	Riverside-San Bernardino, CA	6
	Total Top 25 Markets	148

⁽¹⁾Source: Fall 2015 NielsenAudio Radio Market Rankings.

Premiere Networks

We operate Premiere, a national radio network that produces, distributes or represents more than 100 syndicated radio programs and services for more than 5,500 radio station affiliates.  Our broad distribution capabilities enable us to attract and retain top programming talent. Some of our more popular syndicated programs feature top talent including Ryan Seacrest, Big Boy, Rush Limbaugh, Sean Hannity, Glenn Beck, Steve Harvey, Elvis Duran, Bobby Bones and Delilah.  We believe recruiting and retaining top talent is an important component of the success of our radio networks.

Total Traffic & Weather Network

Total Traffic & Weather Network delivers real-time local traffic flow and incident information along with weather updates to more than 1,800 radio and approximately 130 television affiliates, as well as through Internet and mobile partnerships, reaching over 200 million consumers each month. Total Traffic & Weather Network services more than 190 markets in the United States, Canada and Mexico. It operates the largest broadcast traffic navigation network in North America and has expanded its offerings to include news and sports content.

Competition

Our broadcast radio stations, as well as our mobile and digital applications and our traffic business, compete for listeners and advertising revenues directly with other radio stations within their respective markets, as well as with other advertising media, including broadcast and cable television, online, print media, outdoor advertising, satellite radio, direct mail and other forms of advertisement.  In addition, the radio broadcasting industry is subject to competition from services that use media technologies such as Internet-based media, mobile applications and other digital radio services. Such services reach national and local audiences with multi-channel, multi-format, digital radio services.

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Our broadcast radio stations compete for listeners primarily on the basis of program content that appeals to a particular demographic group.  Our targeted listener base of specific demographic groups in each of our markets allows us to attract advertisers seeking to reach those listeners.

Americas Outdoor Advertising

We are one of the largest outdoor advertising companies in North America (based on revenues), which includes the United States, Canada and Latin America.  Approximately 90% of our revenue in our Americas outdoor advertising segment was derived from the United States in each of the years ended December 31, 2015, 2014 and 2013.  As of December 31, 2015, we own or operate approximately 107,000 display structures in our Americas outdoor segment with operations in 44 of the 50 largest markets in the United States, including all of the 20 largest markets.

In the first quarter of 2016, Americas outdoor sold nine non-strategic outdoor markets including Cleveland and Columbus, Ohio, Des Moines, Iowa, Ft. Smith, Arkansas, Memphis, Tennessee, Portland, Oregon, Reno, Nevada, Seattle, Washington and Wichita, Kansas for approximately $602 million in cash and certain advertising assets in Florida.

Our Americas outdoor assets consist of traditional and digital billboards, street furniture and transit displays, airport displays and wallscapes and other spectaculars, which we own or operate under lease management agreements. Our Americas outdoor advertising business is focused on metropolitan areas with dense populations.

Strategy

We seek to capitalize on our Americas outdoor network and diversified product mix to maximize revenue. In addition, by sharing best practices among our business segments, we believe we can quickly and effectively replicate our successes in our other markets.  Our outdoor strategy focuses on pursuing the technology of digital displays, as well as leveraging our diversified product mix and long-standing presence in many of our existing markets, which provides us with the ability to launch new products and test new initiatives in a reliable and cost-effective manner.

Promote Outdoor Media Spending.  Given the attractive industry fundamentals of outdoor media and our depth and breadth of relationships with both local and national advertisers, we believe we can drive outdoor advertising's share of total media spending by using our dedicated national sales team to highlight the value of outdoor advertising relative to other media.  Outdoor advertising only represented 4% of total dollars spent on advertising in the United States in 2015. We have made and continue to make significant investments in research tools that enable our clients to better understand how our displays can successfully reach their target audiences and promote their advertising campaigns. Also, we are working closely with clients, advertising agencies and other diversified media companies to develop more sophisticated systems that will provide improved audience metrics for outdoor advertising. 

Continue to Deploy Digital Displays.  Our long-term strategy for our outdoor advertising businesses includes pursuing the technology of digital displays, including flat screens, LCDs and LEDs, as additions to traditional methods of displaying our clients’ advertisements. Digital outdoor advertising provides significant advantages over traditional outdoor media. Our electronic displays are linked through centralized computer systems to instantaneously and simultaneously change advertising copy on a large number of displays, allowing us to sell more advertising opportunities to advertisers. The ability to change copy by time of day and quickly change messaging based on advertisers’ needs creates additional flexibility for our customers. Although digital displays require more capital to construct compared to traditional bulletins, the advantages of digital allow us to penetrate new accounts and categories of advertisers, as well as serve a broader set of needs for existing advertisers. Digital displays allow for high-frequency, 24-hour advertising changes in high-traffic locations and allow us to offer our clients optimal flexibility, distribution, circulation and visibility. We expect this trend to continue as we increase our quantity of digital inventory. As of December 31, 2015, we had deployed more than 1,200 digital billboards in 37 markets in the United States.

Sources of Revenue

Americas outdoor generated 22%, 21% and 22% of our revenue in 2015, 2014 and 2013, respectively.  Americas outdoor revenue is derived from the sale of advertising copy placed on our traditional and digital displays.  Our display inventory consists primarily of billboards, street furniture displays and transit displays.  The margins on our billboard contracts, including those related to digital billboards, tend to be higher than those on contracts for other displays, due to their greater size, impact and location along major roadways that are highly trafficked.  Billboards comprise approximately two-thirds of our display revenues.  The following table shows the approximate percentage of revenue derived from each category for our Americas outdoor inventory:

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		Year Ended December 31,
		2015	2014	2013
Billboards:
	Bulletins	58%	58%	56%
	Posters	12%	12%	12%
Street furniture displays		6%	7%	7%
Transit displays		15%	16%	16%
Spectaculars/wallscapes		5%	3%	4%
Other		4%	4%	5%
Total		100%	100%	100%

Our Americas outdoor segment generates revenues from local and national sales.  Our advertising rates are based on a number of different factors including location, competition, size of display, illumination, market and gross ratings points.  Gross ratings points are the total number of impressions delivered, expressed as a percentage of a market population, of a display or group of displays.  The number of impressions delivered by a display is measured by the number of people passing the site during a defined period of time.  For all of our billboards in the United States, we use independent, third-party auditing companies to verify the number of impressions delivered by a display. 

While location, price and availability of displays are important competitive factors, we believe that providing quality customer service and establishing strong client relationships are also critical components of sales.  In addition, we have long-standing relationships with a diversified group of advertising brands and agencies that allow us to diversify client accounts and establish continuing revenue streams.

Billboards

Our billboard inventory primarily includes bulletins and posters.

·Bulletins.   Bulletins vary in size, with the most common size being 14 feet high by 48 feet wide.  Digital bulletins display static messages that resemble standard printed bulletins when viewed, but also allow advertisers to change messages throughout the course of a day, and may display advertisements for multiple customers.  Our electronic displays are linked through centralized computer systems to instantaneously and simultaneously change advertising copy as needed.  Because of their greater size, impact, high-frequency and 24-hour advertising changes, we typically receive our highest rates for digital bulletins.  Almost all of the advertising copy displayed on traditional bulletins is computer printed on vinyl and transported to the bulletin where it is secured to the display surface.  Bulletins generally are located along major expressways, primary commuting routes and main intersections that are highly visible and heavily trafficked.  Our clients may contract for individual bulletins or a network of bulletins, meaning the clients’ advertisements are rotated among bulletins to increase the reach of the campaign.  Our client contracts for bulletins, either traditional or digital, generally have terms ranging from four weeks to one year.

·Posters.   Traditional posters are approximately 11 feet high by 23 feet wide, and the traditional junior posters are approximately 5 feet high by 11 feet wide.  Digital posters are available in addition to the traditional poster-size and junior poster-size.  Similar to digital bulletins, digital posters display static messages that resemble standard printed posters when viewed, and are linked through centralized computer systems to instantaneously and simultaneously change messages throughout the course of a day.  Advertising copy for traditional posters is digitally printed on a single piece of polyethylene material that is then transported and secured to the poster surfaces.  Advertising copy for traditional junior posters is printed using silk screen, lithographic or digital process to transfer the designs onto paper that is then transported and secured to the poster surfaces.  Posters generally are located in commercial areas on primary and secondary routes near point-of-purchase locations, facilitating advertising campaigns with greater demographic targeting than those displayed on bulletins.  Our poster rates typically are less than our bulletin rates, and our client contracts for posters generally have terms ranging from four weeks to one year.  Premiere displays, which consist of premiere panels and squares, are innovative hybrids between bulletins and posters that we developed to provide our clients with an alternative for their targeted marketing campaigns.  The premiere displays use one or more poster panels, but with vinyl advertising stretched over the panels similar to bulletins.  Our intent is to combine the creative impact of bulletins with the additional reach and frequency of posters.

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Street Furniture Displays

Our street furniture displays include advertising surfaces on bus shelters, information kiosks, freestanding units and other public structures, are available in both traditional and digital formats, and are primarily located in major metropolitan areas and along major commuting routes.  Generally, we are responsible for the construction and maintenance of street furniture structures.  Contracts for the right to place our street furniture displays in the public domain and sell advertising space on them are awarded by municipal and transit authorities in competitive bidding processes governed by local law.  Generally, these contracts have terms ranging from 10 to 20 years.  As compensation for the right to sell advertising space on our street furniture structures, we pay the municipality or transit authority a fee or revenue share that is either a fixed amount or a percentage of the revenue derived from the street furniture displays.  Typically, these revenue sharing arrangements include payments by us of minimum guaranteed amounts.  Client contracts for street furniture displays typically have terms ranging from four weeks to one year, and are typically for network packages of multiple street furniture displays.

Transit Displays

Our transit displays are advertising surfaces on various types of vehicles or within transit systems, including on the interior and exterior sides of buses, trains, trams, and within the common areas of rail stations and airports, and are available in both traditional and digital formats.  Similar to street furniture, contracts for the right to place our displays on such vehicles or within such transit systems and to sell advertising space on them generally are awarded by public transit authorities in competitive bidding processes or are negotiated with private transit operators.  Generally, these contracts have terms ranging from five to ten years.  Our client contracts for transit displays generally have terms ranging from four weeks to one year.

Other Displays

The balance of our display inventory consists of spectaculars and wallscapes.  Spectaculars are customized display structures that often incorporate video, multidimensional lettering and figures, mechanical devices and moving parts and other embellishments to create special effects.  The majority of our spectaculars are located in Los Angeles, San Francisco, Times Square in New York City and the Gardiner Expressway in Toronto.  Client contracts for spectaculars typically have terms of one year or longer.  A wallscape is a display that drapes over or is suspended from the sides of buildings or other structures.  Generally, wallscapes are located in high-profile areas where other types of outdoor advertising displays are limited or unavailable.  Clients typically contract for individual wallscapes for extended terms. 

Advertising Inventory and Markets

As of December 31, 2015, we owned or operated approximately 107,000 display structures in our Americas outdoor advertising segment with operations in 44 of the 50 largest markets in the United States, including all of the 20 largest markets.  Therefore, no one property is material to our overall operations.  We believe that our properties are in good condition and suitable for our operations.

In the first quarter of 2016, we sold our outdoor business in nine non-strategic markets.

Our displays are located on owned land, leased land or land for which we have acquired permanent easements.  The majority of the advertising structures on which our displays are mounted require permits.  Permits are granted for the right to operate an advertising structure as long as the structure is used in compliance with the laws and regulations of the applicable jurisdiction.

Production

In a majority of our markets, our local production staff performs the full range of activities required to create and install advertising copy.  Production work includes creating the advertising copy design and layout, coordinating its printing and installing the copy on displays.  We provide creative services to smaller advertisers and to advertisers not represented by advertising agencies.  National advertisers often use preprinted designs that require only installation.  Our creative and production personnel typically develop new designs or adopt copy from other media for use on our inventory.  Our creative staff also can assist in the development of marketing presentations, demonstrations and strategies to attract new clients.

Construction and Operation

We typically own the physical structures on which our clients’ advertising copy is displayed.  We build some of the structures at our billboard fabrication business in Illinois and erect them on sites we either lease or own or for which we have acquired permanent easements.  The site lease terms generally range from one to 20 years.  In addition to the site lease, we must obtain a permit to build the sign.  Permits are typically issued in perpetuity by the state or local government and typically are transferable or renewable for a minimal, or no, fee.  Traditional bulletin and poster advertising copy is either printed with computer generated

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graphics on a single sheet of vinyl or placed on lithographed or silk-screened paper sheets supplied by the advertiser.  These advertisements are then transported to the site and in the case of vinyl, wrapped around the face of the site, and in the case of paper, pasted and applied like wallpaper to the site.  The operational process also includes conducting visual inspections of the inventory for display defects and taking the necessary corrective action within a reasonable period of time.

Client Categories

In 2015, the top five client categories in our Americas segment were retail, business services, media, healthcare and medical, and banking and financial services.

Competition

The outdoor advertising industry in the Americas is fragmented, consisting of several large companies involved in outdoor advertising, such as OUTFRONT Media Inc. and Lamar Advertising Company, as well as  numerous smaller and local companies operating a limited number of displays in a single market or a few local markets.  We also compete with other advertising media in our respective markets, including broadcast and cable television, radio, print media, direct mail, online and other forms of advertisement.  Outdoor advertising companies compete primarily based on ability to reach consumers, which is driven by location of the display.

International Outdoor Advertising

Our International outdoor business segment includes our operations in Europe, Asia and Australia, with approximately 34%, 35% and 35% of our revenue in this segment derived from France and the United Kingdom for the years ended December 31, 2015, 2014 and 2013.  As of December 31, 2015, we owned or operated more than 540,000 displays across 22 countries.

Our International outdoor assets consist of street furniture and transit displays, billboards, mall displays, SmartBike programs, wallscapes and other spectaculars, which we own or operate under lease agreements. Our International business is focused on densely-populated metropolitan areas.

Strategy

Similar to our Americas outdoor advertising business, we believe our International outdoor advertising business has attractive industry fundamentals, including the ability to reach a broad audience and drive foot traffic to the point-of-sale, making outdoor a cost-effective medium for advertisers as measured by cost per thousand persons reached compared to other traditional media.  Our International business focuses on the following strategies:

Promote Overall Outdoor Media Spending.  Our strategy is to promote growth in outdoor advertising’s share of total media spending by demonstrating the strength of our medium.  As part of this effort, we are focusing on developing and implementing improved outdoor audience delivery measurement systems to provide advertisers with tools to plan their campaigns and determine how effectively their message is reaching the desired audience.

Differentiate on Sales and Marketing. Over the past five years, we have spent time and resources building commercial capabilities through a company wide sales force effectiveness program and an upgrade in our sales and marketing talent. These capabilities allow us to build and nurture relationships with our clients and their agencies as well as to offer packages and products that meet our clients’ advertising needs. Going forward, particular areas of focus include pricing, packaging and programmatic selling.

Capitalize on Product and Geographic Opportunities.  We are also focused on growing our relevance to our advertising customers by continuously optimizing our display portfolio and targeting investments in promising market segments. We have continued to innovate and introduce new products in our markets based on local demand. Our street furniture business generates the largest portion of our revenue and that is where we plan to focus much of our investment. We plan to continue to evaluate municipal contracts that may come up for bid and will make prudent investments where we believe we can generate attractive returns.

Continue to Deploy Digital Display Networks.  Our digital outdoor displays are a dynamic medium, which enables our customers to engage in real-time, tactical, topical and flexible advertising. We will continue our focused and dedicated digital strategy and remain committed to the development of digital out-of-home communication solutions. Through our digital brand, Clear Channel Play, we are able to offer networks of digital displays in multiple formats and multiple environments including bus shelters, billboards, airports, transit, malls and flagship locations. Part of our long-term strategy is to pursue the diversification of our product offering by introducing novel technologies, such as beacons, small cells, wayfinding stations and provision of wifi in our street furniture network, as additions to traditional methods of displaying our clients’ advertisements. We are currently installing these technologies in our various markets. We seek to achieve greater consumer engagement and flexibility by delivering powerful, flexible and interactive

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campaigns that open up new possibilities for advertisers to engage with their target audiences.  We had more than 6,600 digital displays in 19 countries across Europe, Asia and Australia as of December 31, 2015.

Sources of Revenue

Our International outdoor segment generated 23%, 26% and 25% of our revenue in 2015, 2014 and 2013, respectively.  Our International outdoor display inventory consists primarily of street furniture displays, billboards, transit displays and other out-of-home advertising displays. The following table shows the approximate percentage of revenue derived from each inventory category of our International outdoor segment:

	Year Ended December 31,
	2015	2014	2013
Street furniture displays	52%	50%	49%
Billboards	19%	20%	21%
Transit displays	9%	10%	10%
Other (1)	20%	20%	20%
Total	100%	100%	100%

⁽¹⁾     Includes advertising revenue from mall displays, other small displays, and non-advertising revenue from sales of street furniture equipment, cleaning and maintenance services, operation of SmartBike programs and production revenue.

Our International outdoor segment generates the majority of its revenue from the sale of advertising space on street furniture displays, billboards, retail displays and transit displays. Similar to our Americas outdoor business, advertising rates generally are based on the gross ratings points of a display or group of displays. In some of the countries where we have operations, the number of impressions delivered by a display is weighted to account for such factors as illumination, proximity to other displays and the speed and viewing angle of approaching traffic.

While location, price and availability of displays are important competitive factors, we believe that providing quality customer service and establishing strong client relationships are also critical components of sales.  Our entrepreneurial culture allows local management to operate their markets as separate profit centers, encouraging customer cultivation and service.

Street Furniture Displays

Our International street furniture displays, available in traditional and digital formats, are substantially similar to their Americas street furniture counterparts, and include bus shelters, freestanding units, various types of kiosks, benches and other public structures.  Internationally, contracts with municipal and transit authorities for the right to place our street furniture in the public domain and sell advertising on such street furniture typically provide for terms ranging from two to 15 years. The major difference between our International and Americas street furniture businesses is in the nature of the municipal contracts.  In our International outdoor business, these contracts typically require us to provide the municipality with a broader range of metropolitan amenities such as bus shelters with or without advertising panels, information kiosks and public wastebaskets, as well as space for the municipality to display maps or other public information.  In exchange for providing such metropolitan amenities and display space, we are authorized to sell advertising space on certain sections of the structures we erect in the public domain.  Our International street furniture is typically sold to clients as network packages of multiple street furniture displays, with contract terms ranging from one to two weeks.  Client contracts are also available for longer terms.

Billboards

The sizes of our International billboards are not standardized.  The billboards vary in both format and size across our networks, with the majority of our International billboards being similar in size to our posters used in our Americas outdoor business. 

Our billboard inventory is primarily comprised of premium billboards and classic billboards and is available in traditional and digital formats.

·Premium. Digital premium billboards typically display static messages that resemble standard printed billboards when viewed, but also allow advertisers to change messages throughout the course of a day, and may display advertisements for multiple customers. Our electronic displays are linked through centralized computer systems to instantaneously and simultaneously change advertising copy as needed. Because of their greater size, impact, high frequency and 24-hour

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advertising changes, digital premium billboards typically deliver our highest rates. Almost all of the advertising copy displayed on traditional premium billboards is digitally-printed and transported to the billboard where it is secured to the display surface. Premium billboards generally are located along major expressways, primary commuting routes and main intersections that are highly visible and heavily trafficked. Our clients may contract for individual billboards or a network of billboards.

·Classic. Digital and traditional classic billboards are available in a variety of formats across our markets. Similar to digital premium billboards, classic digital billboards typically display static messages that resemble standard printed posters when viewed, and are linked through centralized computer systems to instantaneously and simultaneously change messages throughout the course of a day. Advertising copy for traditional classic billboards is digitally printed then transported and secured to the poster surfaces. Classic billboards generally are located in commercial areas on primary and secondary routes near point-of-purchase locations, facilitating advertising campaigns with greater demographic targeting than those displayed on premium billboards. Classic billboards typically deliver lower rates than our premium billboards. Our intent is to combine the creative impact of premium billboards with the additional reach and frequency of classic billboards.

Our billboards are primarily sold to clients as network packages with contract terms typically ranging from one to two weeks. Long-term client contracts are also available and typically have terms of up to one year. We lease the majority of our billboard sites from private landowners, usually for one to ten years.

Retail Displays

Our retail displays are mainly standalone advertising structures in or in close proximity to retail outlets such as malls and supermarkets. The right to place our displays in these locations and to sell advertising space on them generally is awarded by retail outlet operators such as large retailers or mall operators either through private tenders or bilateral negotiations. Upfront investment and ongoing maintenance costs vary across contracts. Contracts with mall operators and retailers have terms ranging from three to ten years. Our client contracts for retail displays, either traditional or digital, generally have terms ranging from one week to two weeks.

Transit Displays

Our International transit display contracts are substantially similar to their Americas transit display counterparts.  They are advertising surfaces on various types of vehicles or within transit systems, including on the interior and exterior sides of buses, trains, trams and within the common areas of rail stations and airports, and are available in both traditional and digital formats. Similar to street furniture, contracts for the right to place our displays on such vehicles or within such transit systems and to sell advertising space on them generally are awarded by public transit authorities in competitive bidding processes or are negotiated with private transit operators. Our transit display contracts often require us to make only a minimal initial investment and few ongoing maintenance expenditures. Contracts with public transit authorities or private transit operators typically have terms ranging from two to five years. Our client contracts for transit displays, either traditional or digital, generally have terms ranging from one week to one year, or longer.

Other International Displays and Services

The balance of our revenue from our International outdoor segment consists primarily of advertising revenue from mall displays, other small displays and non-advertising revenue from sales of street furniture equipment, cleaning and maintenance services and production and creative services revenue.  Our International inventory includes other small displays that are counted as separate displays since they form a substantial part of our network and International outdoor advertising revenue.  We also have a SmartBike bicycle rental program which provides bicycles for rent to the general public in several municipalities.  In exchange for operating these bike rental programs, we generally derive revenue from advertising rights to the bikes, bike stations, additional street furniture displays, and/or a share of rental income from the local municipalities.  In several of our International markets, we sell equipment or provide cleaning and maintenance services as part of street furniture contracts with municipalities.

Advertising Inventory and Markets

As of December 31, 2015, we owned or operated more than 540,000 displays in our International outdoor segment, with operations across 22 countries.  Our International outdoor display count includes display faces, which may include multiple faces on a single structure, as well as small, individual displays.  As a result, our International outdoor display count is not comparable to our Americas outdoor display count, which includes only unique displays.  No one property is material to our overall operations.  We believe that our properties are in good condition and suitable for our operations.

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Competition

The international outdoor advertising industry is competitive, consisting of several large companies involved in outdoor advertising, such as JCDecaux SA and ExterionMedia (UK) Limited, as well as  numerous smaller and local companies operating a limited number of displays in a single market or a few local markets.  We also compete with other advertising media in our respective markets, including broadcast and cable television, radio, print media, direct mail, online, mobile and other forms of advertisement.  Outdoor companies compete primarily based on ability to reach consumers, which is driven by location of the display.

Our business requires us to obtain and renew contracts with municipalities and other governmental entities, which frequently require us to participate in competitive bidding processes at each renewal. Many of these contracts typically have terms ranging from two to 15 years and have revenue share, capital expenditure requirements and/or fixed payment components. Competitive bidding processes are complex and sometimes lengthy.  Substantial costs may be incurred in connection with preparing bids for such processes. Our competitors, individually or through relationships with third parties, may be able to provide municipalities with different or greater capabilities or prices or benefits than we can provide. In the past we have not, and most likely in the future will not, be awarded all of the contracts on which we bid. There can be no assurance that we will win any particular bid, or that we will be able to replace any revenues lost upon expiration or completion of a contract. Our inability to renew existing contracts can also result in significant expenses from the removal of our displays. Furthermore, if and when we do obtain a contract, we are generally required to incur significant start-up expenses. The costs of bidding on contracts and the start-up costs associated with new contracts we may obtain may significantly reduce our cash flow and liquidity. The success of our business also depends generally on our ability to obtain and renew contracts with private landlords.

Other

Our Other category includes our media representation firm, Katz Media, as well as other general support services and initiatives that are ancillary to our other businesses.

Katz Media, a leading media representation firm in the U.S. for radio and television stations, sells national spot advertising time for clients in the radio and television industries throughout the United States.  As of December 31, 2015, Katz Media represented more than 3,000 radio stations.  Katz Media also represents more than 700 television and digital multicast stations.

Katz Media generates revenue primarily through contractual commissions realized from the sale of national spot and online advertising.  National spot advertising is commercial airtime sold to advertisers on behalf of radio and television stations.  Katz Media represents its media clients pursuant to media representation contracts, which typically have terms of up to ten years in length.

Employees

As of December 31, 2015, we had approximately 14,400 domestic employees and approximately 4,300 international employees, of which approximately 17,300 were in direct operations and 1,400 were in administrative or corporate related activities.  Approximately 800 of our employees are subject to collective bargaining agreements in their respective countries. We are a party to numerous collective bargaining agreements, none of which represent a significant number of employees.  We believe that our relationship with our union and non-union employees is good.

Seasonality

Required information is located within Item 7 of Part II of this Annual Report on Form 10-K.

Regulation of our iHeartMedia Business

General

The following is a brief summary of certain statutes, regulations, policies and proposals affecting our iHeartMedia business.  For example, radio broadcasting is subject to the jurisdiction of the FCC under the Communications Act.  The Communications Act permits the operation of a radio broadcast station only under a license issued by the FCC upon a finding that grant of the license would serve the public interest, convenience and necessity.  Among other things, the Communications Act empowers the FCC to: issue, renew, revoke and modify broadcasting licenses; assign frequency bands for broadcasting; determine stations’ frequencies, locations, power and other technical parameters; impose penalties for violation of its regulations, including monetary forfeitures and, in extreme cases, license revocation; impose annual regulatory and application processing fees; and adopt and implement regulations and policies affecting the ownership, program content, employment practices and many other aspects of the operation of broadcast stations.

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This summary does not comprehensively cover all current and proposed statutes, regulations and policies affecting our iHeartMedia business.  Reference should be made to the Communications Act and other relevant statutes, regulations, policies and proceedings for further information concerning the nature and extent of regulation of our iHeartMedia business.  Finally, several of the following matters are now, or may become, the subject of court litigation, and we cannot predict the outcome of any such litigation or its impact on our iHeartMedia business.

License Assignments

The Communications Act prohibits the assignment of a license or the transfer of control of an FCC licensee without prior FCC approval.  Applications for license assignments or transfers involving a substantial change in ownership are subject to a 30-day period for public comment, during which petitions to deny the application may be filed and considered by the FCC.

License Renewal

The FCC grants broadcast licenses for a term of up to eight years.  The FCC will renew a license for an additional eight-year term if, after consideration of the renewal application and any objections thereto, it finds that the station has served the public interest, convenience and necessity and that, with respect to the station seeking renewal, there have been no serious violations of either the Communications Act or the FCC’s rules and regulations by the licensee and no other such violations which, taken together, constitute a pattern of abuse.  The FCC may grant the license renewal application with or without conditions, including renewal for a term less than eight years.  The vast majority of radio licenses are renewed by the FCC for the full eight-year term.  While we cannot guarantee the grant of any future renewal application, our stations’ licenses historically have been renewed for the full eight-year term.

Ownership Regulation

FCC rules and policies define the interests of individuals and entities, known as “attributable” interests, which implicate FCC rules governing ownership of broadcast stations and other specified mass media entities.  Under these rules, attributable interests generally include: (1) officers and directors of a licensee or of its direct or indirect parent; (2) general partners; (3) limited partners and limited liability company members, unless properly “insulated” from management activities; (4) a 5% or more direct or indirect voting stock interest in a corporate licensee or parent, except that, for a narrowly defined class of passive investors, the attribution threshold is a 20% or more voting stock interest; and (5) combined equity and debt interests in excess of 33% of a licensee’s total asset value, if the interest holder provides over 15% of the licensee station’s total weekly programming, or has an attributable broadcast or newspaper interest in the same market (the “EDP Rule”).  An entity that owns one or more radio stations in a market and programs more than 15% of the broadcast time, or sells more than 15% per week of the advertising time, on a radio station in the same market is generally deemed to have an attributable interest in that station.

Debt instruments, non-voting corporate stock, minority voting stock interests in corporations having a single majority stockholder, and properly insulated limited partnership and limited liability company interests generally are not subject to attribution unless such interests implicate the EDP Rule.  To the best of our knowledge at present, none of our officers, directors or 5% or greater shareholders holds an interest in another television station, radio station or daily newspaper that is inconsistent with the FCC’s ownership rules.

The FCC is required to conduct periodic reviews of its media ownership rules.  In 2003, the FCC, among other actions, modified the radio ownership rules and adopted new cross-media ownership limits.  The U.S. Court of Appeals for the Third Circuit initially stayed implementation of the new rules.  Later, it lifted the stay as to the radio ownership rules, allowing the modified rules to go into effect.  It retained the stay on the cross-media ownership limits and remanded them to the FCC for further justification (leaving in effect separate pre-existing FCC rules governing newspaper-broadcast and radio-television cross-ownership).  In 2007, the FCC adopted a decision that revised the newspaper-broadcast cross-ownership rule but made no changes to the radio ownership or radio-television cross-ownership rules.  In 2011, the U.S. Court of Appeals for the Third Circuit vacated the FCC’s revisions to the newspaper-broadcast cross-ownership rule and otherwise upheld the FCC’s decision to retain the current radio ownership and radio-television cross-ownership rules.  The U.S. Supreme Court denied review of the Third Circuit’s decision.  The FCC began a periodic review of its media ownership rules in 2010 and issued a notice of proposed rulemaking, but did not complete the proceeding.  The FCC has commenced its 2014 periodic review and has incorporated the record of the 2010 review proceeding with a further notice of proposed rulemaking.  We cannot predict the outcome of the FCC’s media ownership proceedings or their effects on our business in the future.

Irrespective of the FCC’s radio ownership rules, the Antitrust Division of the U.S. Department of Justice (“DOJ”) and the U.S. Federal Trade Commission (“FTC”) have the authority to determine that a particular transaction presents antitrust concerns.  In particular, where the proposed purchaser already owns one or more radio stations in a particular market and seeks to acquire additional radio stations in that market, the DOJ has, in some cases, obtained consent decrees requiring radio station divestitures.

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The current FCC ownership rules relevant to our business are summarized below.

·Local Radio Ownership Rule. The maximum allowable number of radio stations that may be commonly owned in a market is based on the size of the market.  In markets with 45 or more stations, one entity may have an attributable interest in up to eight stations, of which no more than five are in the same service (AM or FM).  In markets with 30-44 stations, one entity may have an attributable interest in up to seven stations, of which no more than four are in the same service.  In markets with 15-29 stations, one entity may have an attributable interest in up to six stations, of which no more than four are in the same service.  In markets with 14 or fewer stations, one entity may have an attributable interest in up to five stations, of which no more than three are in the same service, so long as the entity does not have an interest in more than 50% of all stations in the market.  To apply these ownership tiers, the FCC relies on Nielsen Metro Survey Areas, where they exist, and a signal contour-overlap methodology where they do not exist.  An FCC rulemaking is pending to determine how to define radio markets for stations located outside Nielsen Metro Survey Areas.

·Newspaper-Broadcast Cross-Ownership Rule. FCC rules generally prohibit an individual or entity from having an attributable interest in either a radio or television station and a daily newspaper located in the same market.

·Radio-Television Cross-Ownership Rule.  FCC rules permit the common ownership of one television and up to seven same-market radio stations, or up to two television and six same-market radio stations, depending on the number of independent media voices in the market and on whether the television and radio components of the combination comply with the television and radio ownership limits, respectively.

Alien Ownership Restrictions

The Communications Act restricts foreign entities or individuals from owning or voting more than 20% of the equity of a broadcast licensee directly.  It also restricts foreign entities or individuals from owning or voting more than 25% of a licensee’s equity indirectly (i.e., through a parent company), unless the FCC has made a finding that greater indirect foreign ownership is in the public interest. Since we serve as a holding company for FCC licensee subsidiaries, we are effectively restricted from having more than one-fourth of our stock owned or voted directly or indirectly by foreign entities or individuals.  In November 2013, the FCC clarified that it would entertain and authorize, on a case-by-case basis and upon a sufficient public interest showing, proposals to exceed the 25% foreign ownership limit in broadcasting holding companies.  In October 2015, the FCC proposed rules to simplify and streamline the process for requesting authority to exceed the 25% indirect foreign ownership limit and solicited public comment on related matters, such as revising the methodology that broadcasters may use to assess their compliance with the 25% limit. 

Indecency Regulation

Federal law regulates the broadcast of obscene, indecent or profane material.  Legislation enacted by Congress provides the FCC with authority to impose fines of up to $325,000 per utterance with a cap of $3.0 million for any violation arising from a single act.  In June 2012, the U.S. Supreme Court ruled on the appeals of several FCC indecency enforcement actions.  While setting aside the particular FCC actions under review on narrow due process grounds, the Supreme Court declined to rule on the constitutionality of the FCC’s indecency policies, and the FCC has since solicited public comment on those policies. We have received, and may receive in the future, letters of inquiry and other notifications from the FCC concerning complaints that programming aired on our stations contains indecent or profane language.  We cannot predict the outcome of our outstanding letters of inquiry and notifications from the FCC or the nature or extent of future FCC indecency enforcement actions.

Equal Employment Opportunity

The FCC’s rules require broadcasters to engage in broad equal employment opportunity recruitment efforts, retain data concerning such efforts and report much of this data to the FCC and to the public via periodic reports filed with the FCC or placed in stations’ public files and websites.  Broadcasters could be sanctioned for noncompliance.

Technical Rules

Numerous FCC rules govern the technical operating parameters of radio stations, including permissible operating frequency, power and antenna height and interference protections between stations.  Changes to these rules could negatively affect the operation of our stations.  For example, in January 2011 a law that eliminates certain minimum distance separation requirements between full-power and low-power FM radio stations was enacted.  In March 2011, the FCC adopted policies which, in certain circumstances, could make it more difficult for radio stations to relocate to increase their population coverage.  In October 2015, the FCC proposed rules, which could reduce the degree of interference protection afforded to certain of our AM radio stations that serve wide areas.

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Content, Licenses and Royalties

We must pay royalties to copyright owners of musical compositions (typically, songwriters and publishers) whenever we broadcast or stream musical compositions.  Copyright owners of musical compositions most often rely on intermediaries known as performing rights organizations (“PROs”) to negotiate licenses with copyright users for the public performance of their compositions, collect royalties under such licenses and distribute them to copyright owners. We have obtained public performance licenses from, and pay license fees to, the three major PROs in the United States, which are the American Society of Composers, Authors and Publishers (“ASCAP”), Broadcast Music, Inc. (“BMI”) and SESAC, Inc. (“SESAC”).  There is no guarantee that a given songwriter or publisher will remain associated with ASCAP, BMI or SESAC or that additional PROs will not emerge.  In 2013, a new PRO was formed named Global Music Rights (“GMR”).  Irving Azoff, one of our directors, is the Chairman and Chief Executive Officer of Azoff MSG Entertainment LLC, which owns 85% of GMR.  GMR has secured the rights to certain high-value copyrights. Further, certain music publishers have attempted to withdraw their rights from ASCAP and BMI.  The withdrawal of a significant number of musical composition copyright owners from the three established PROs, and/or the emergence of one or more additional PROs, could increase our royalty rates and negotiation costs.

To secure the rights to stream music content over the Internet, we also must obtain performance rights licenses and pay public performance royalties to copyright owners of sound recordings (typically, performing artists and record companies).  Under Federal statutory licenses, we are permitted to stream any lawfully released sound recordings and to make ephemeral reproductions of these recordings on our computer servers without having to separately negotiate and obtain direct licenses with each individual copyright owner as long as we operate in compliance with the rules of those statutory licenses and pay the applicable royalty rates to SoundExchange, the organization designated by the Copyright Royalty Board (“CRB”) to collect and distribute royalties under these statutory licenses.  Sound recordings fixed on or after February 15, 1972 are protected by federal copyright law.  Sound recording copyright owners have asserted that state law provides copyright protection for the recordings fixed before that date (“pre-72 recordings”).  Sound recording copyright owners have sued radio broadcasters and digital audio transmission services (including us) for unauthorized public performances and reproductions of pre-72 recordings under various state laws, and courts in two states have issued decisions favorable to the copyright owners.  If one or more of these decisions is upheld on appeal and held to apply to radio broadcasting or Internet simulcasting, it could impede our ability to broadcast or stream pre-72 recordings and/or increase our licensing and negotiating costs of doing so.

The rates at which we pay royalties to copyright owners are privately negotiated or set pursuant to a regulatory process.  In addition, we have business arrangements directly with some copyright owners to receive deliveries of and, in some cases, to directly license their sound recordings for use in our Internet operations.  There is no guarantee that the licenses and associated royalty rates that currently are available to us will be available to us in the future.  Congress may consider and adopt legislation that would require us to pay royalties to sound recording copyright owners for broadcasting those recordings on our terrestrial radio stations. In addition, the CRB recently issued an initial determination establishing copyright royalty rates for the public performance and ephemeral reproduction of sound recordings by various noninteractive webcasters, including radio broadcasters that simulcast their terrestrial programming online, to apply to the period January 1, 2016-December 31, 2020 under the so-called webcasting statutory license.  The rates set by the CRB represent a decrease from the 2015 CRB rates applicable to broadcasters and other webcasters, but the determination has not been finalized and is subject to appeal.  Increased royalty rates could significantly increase our expenses, which could adversely affect our business.  Moreover, some record companies recently have threatened to seek to enforce certain eligibility conditions applicable to the webcasting statutory license that in the past they had agreed to waive.  Some of these conditions may be inconsistent with customary radio broadcasting practices.

Privacy and Data Protection

We collect certain types of information from users of our technology platforms, including, without limitation, our websites, web pages, interactive features, applications, Twitter and Facebook pages, and mobile application (“Platforms”), in accordance with the privacy policies and terms of use posted on the applicable Platform.  We collect personally identifiable information directly from Platform users in several ways, including when a user purchases our products or services, registers to use our services, fills out a listener profile, posts comments, uses our social networking features, participates in polls and contests and signs up to receive email newsletters.  We also may obtain information about our listeners from other listeners and third parties.  We use the information we collect about and from Platform users for a variety of business purposes.

As a company conducting business on the Internet, we are subject to a number of laws and regulations relating to consumer protection, information security, data protection and privacy, among other things.  Many of these laws and regulations are still evolving and could be interpreted in ways that could harm our business.  In the area of information security and data protection, the laws in several states require companies to implement specific information security controls to protect certain types of personally identifiable information.  Likewise, all but a few states have laws in place requiring companies to notify users if there is a security

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breach that compromises certain categories of their personally identifiable information.  Any failure on our part to comply with these laws may subject us to significant liabilities.

We have implemented commercially reasonable physical and electronic security measures to protect our proprietary business information and to protect against the loss, misuse, and alteration of our listeners’ personally identifiable information.  However, no security measures are perfect or impenetrable, and we may be unable to anticipate or prevent unauthorized access to such information.  Any failure or perceived failure by us to protect our information or information about our listeners or to comply with our policies or applicable regulatory requirements could result in damage to our business and loss of confidence in us, damage to our brands, the loss of listeners, consumers, business partners and advertisers, as well as proceedings against us by governmental authorities or others, which could harm our business.

Other

Congress, the FCC and other government agencies and regulatory bodies may in the future adopt new laws, regulations and policies that could affect, directly or indirectly, the operation, profitability and ownership of our broadcast stations and Internet-based audio music services.  In addition to the regulations and other arrangements noted above, such matters may include, for example:  proposals to impose spectrum use or other fees on FCC licensees; changes to the political broadcasting rules, including the adoption of proposals to provide free air time to candidates; restrictions on the advertising of certain products, such as beer and wine; frequency allocation, spectrum reallocations and changes in technical rules; and the adoption of significant new programming and operational requirements designed to increase local community-responsive programming and enhance public interest reporting requirements.

Regulation of our Americas and International Outdoor Advertising Businesses 

The outdoor advertising industry in the United States is subject to governmental regulation at the federal, state and local levels. These regulations may include, among others, restrictions on the construction, repair, maintenance, lighting, upgrading, height, size, spacing and location and permitting of and, in some instances, content of advertising copy being displayed on outdoor advertising structures.  In addition, international regulations have a significant impact on the outdoor advertising industry.  International regulation of the outdoor advertising industry can vary by municipality, region and country, but generally limits the size, placement, nature and density of out-of-home displays. Other regulations may limit the subject matter and language of out-of-home displays.

From time to time, legislation has been introduced in both the United States and foreign jurisdictions attempting to impose taxes on revenue from outdoor advertising or for the right to use outdoor advertising assets. Several jurisdictions have imposed such taxes as a percentage of our outdoor advertising revenue generated in that jurisdiction.  In addition, some jurisdictions have taxed our personal property and leasehold interests in advertising locations using various valuation methodologies.  We expect U.S. and foreign jurisdictions to continue to try to impose such taxes as a way of increasing revenue.  In recent years, outdoor advertising also has become the subject of targeted taxes and fees.  These laws may affect prevailing competitive conditions in our markets in a variety of ways.  Such laws may reduce our expansion opportunities or may increase or reduce competitive pressure from other members of the outdoor advertising industry.  No assurance can be given that existing or future laws or regulations, and the enforcement thereof, will not materially and adversely affect the outdoor advertising industry.  However, we contest laws and regulations that we believe unlawfully restrict our constitutional or other legal rights and may adversely impact the growth of our outdoor advertising business.

In the United States, federal law, principally the Highway Beautification Act (“HBA”), regulates outdoor advertising on Federal-Aid Primary, Interstate and National Highway Systems roads within the United States (“controlled roads”). The HBA regulates the size and placement of billboards, requires the development of state standards, mandates a state’s compliance program, promotes the expeditious removal of illegal signs and requires just compensation for takings.

To satisfy the HBA’s requirements, all states have passed billboard control statutes and regulations that regulate, among other things, construction, repair, maintenance, lighting, height, size, spacing and the placement and permitting of outdoor advertising structures.  We are not aware of any state that has passed control statutes and regulations less restrictive than the prevailing federal requirements on the federal highway system, including the requirement that an owner remove any non-grandfathered, non-compliant signs along the controlled roads, at the owner’s expense and without compensation.  Local governments generally also include billboard control as part of their zoning laws and building codes regulating those items described above and include similar provisions regarding the removal of non-grandfathered structures that do not comply with certain of the local requirements.  Some local governments have initiated code enforcement and permit reviews of billboards within their jurisdiction. In some instances we have had to remove billboards as a result of such reviews.

As part of their billboard control laws, state and local governments regulate the construction of new signs.  Some jurisdictions prohibit new construction, some jurisdictions allow new construction only to replace or relocate existing structures and some jurisdictions allow new construction subject to the various restrictions discussed above.  In certain jurisdictions, restrictive

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regulations also limit our ability to relocate, rebuild, repair, maintain, upgrade, modify or replace existing legal non-conforming billboards.

U.S. federal law neither requires nor prohibits the removal of existing lawful billboards, but it does mandate the payment of compensation if a state or political subdivision compels the removal of a lawful billboard along the controlled roads.  In the past, state governments have purchased and removed existing lawful billboards for beautification purposes using federal funding for transportation enhancement programs, and these jurisdictions may continue to do so in the future. From time to time, state and local government authorities use the power of eminent domain and amortization to remove billboards.  Amortization is the required removal of legal non-conforming billboards (billboards which conformed with applicable laws and regulations when built, but which do not conform to current laws and regulations) or the commercial advertising placed on such billboards after a period of years. Pursuant to this concept, the governmental body asserts that just compensation is earned by continued operation of the billboard over that period of time. Although amortization is prohibited along all controlled roads, amortization has been upheld along non-controlled roads in limited instances where permitted by state and local law. Thus far, we have been able to obtain satisfactory compensation for, or relocation of, our billboards purchased or removed as a result of these types of governmental action, although there is no assurance that this will continue to be the case in the future.

We have introduced and intend to expand the deployment of digital billboards that display static digital advertising copy from various advertisers that change up to several times per minute. We have encountered some existing regulations in the U.S. and across some international jurisdictions that restrict or prohibit these types of digital displays.  However, since digital technology for changing static copy has only recently been developed and introduced into the market on a large scale, and is in the process of being introduced more broadly in our international markets, existing regulations that currently do not apply to digital technology by their terms could be revised to impose greater restrictions. These regulations, or actions by third parties, may impose greater restrictions on digital billboards due to alleged concerns over aesthetics or driver safety.

Available Information

You can find more information about us at our Internet website located at www.iheartmedia.com. Our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and any amendments to those reports are available free of charge through our Internet website as soon as reasonably practicable after we electronically file such material with, or furnish such material to, the Securities and Exchange Commission (“SEC”). The contents of our website are not deemed to be part of this Annual Report on Form 10-K or any of our other filings with the SEC.

The SEC maintains an internet website that contains these reports at www.sec.gov. Any materials we file with the SEC may also be read or copied at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549. Information concerning the operation of the Public Reference Room may be obtained by calling the SEC at (800) 732-0330.

ITEM 1A.  RISK FACTORS

Risks Related to Our Business

To service our debt obligations and to fund our operations and our capital expenditures, we require a significant amount of cash to meet our needs, which depends on many factors beyond our control

Our ability to service our debt obligations and to fund our operations and our capital expenditures requires a significant amount of cash.  Our primary sources of liquidity are cash on hand, cash flow from operations and borrowing capacity under our receivables based credit facility, subject to certain limitations contained in our material financing agreements, to help meet our liquidity needs.  As of December 31, 2015, we had $772.7 million of cash on our balance sheet.  As of December 31, 2015, we had a borrowing base of $459.7 million under our receivables based credit facility, had $230.0 million of outstanding borrowings and $43.9 million of outstanding letters of credit, resulting in $185.8 million of excess availability.  However, any incremental borrowings under our receivables based credit facility may be further limited by the terms contained in our material financing agreements.  Based on our current and anticipated levels of operations and conditions in our markets, we believe that cash on hand, cash flow from operations and borrowing capacity under our receivables based credit facility will enable us to meet our working capital, capital expenditure, debt service and other funding requirements for at least the next twelve months. However, our ability to fund our working capital, capital expenditures, debt service and other obligations, and to comply with the financial covenant under our financing agreements, depends on our future operating performance and cash from operations, which are in turn subject to prevailing economic conditions and other factors, many of which are beyond our control. In 2015, we drew a net aggregate of $230.0 million under our receivables based credit facility to fund working capital needs, capital expenditures and interest payment obligations, and, since the beginning of 2015, we completed several transactions as described under “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Anticipated Cash Requirements.” These transactions improved our liquidity position in the short term, but our annual lease payment and annual cash interest payment obligations increased as a result. If our future

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operating performance does not meet our expectation or our plans materially change in an adverse manner or prove to be materially inaccurate, we may need additional financing.  In addition, the purchase price of possible acquisitions, capital expenditures for deployment of digital billboards and/or other strategic initiatives could require additional indebtedness or equity financing on our part.  Adverse securities and credit market conditions could significantly affect the availability of debt or equity financing. In connection with our  financing transactions completed during 2015, the average interest rate on our outstanding debt has increased.  We anticipate paying cash interest of approximately $1.8 billion during 2016.  Future financing transactions may further increase interest expense, which could in turn reduce our financial flexibility and our ability to fund other activities and make us more vulnerable to changes in operating performance or economic downturns generally.  There can be no assurance that additional financing, if permitted under the terms of our  financing agreements, will be available on terms acceptable to us or at all. The inability to generate sufficient cash or obtain additional financing could have a material adverse effect on our financial condition and on our ability to meet our  obligations or pursue strategic initiatives.

Our results have been in the past, and could be in the future, adversely affected by economic uncertainty or deteriorations in economic conditions

We derive revenues from the sale of advertising.  Expenditures by advertisers tend to be cyclical, reflecting economic conditions and budgeting and buying patterns.  Periods of a slowing economy or recession, or periods of economic uncertainty, may be accompanied by a decrease in advertising. For example, the global economic downturn that began in 2008 resulted in a decline in advertising and marketing by our customers, which resulted in a decline in advertising revenues across our businesses. This reduction in advertising revenues had an adverse effect on our revenue, profit margins, cash flow and liquidity. Global economic conditions have been slow to recover and remain uncertain.  If economic conditions do not continue to improve, economic uncertainty increases or economic conditions deteriorate again, global economic conditions may once again adversely impact our revenue, profit margins, cash flow and liquidity.  Furthermore, because a significant portion of our revenue is derived from local advertisers, our ability to generate revenues in specific markets is directly affected by local and regional conditions, and unfavorable regional economic conditions also may adversely impact our results.  In addition, even in the absence of a downturn in general economic conditions, an individual business sector or market may experience a downturn, causing it to reduce its advertising expenditures, which also may adversely impact our results.

We face intense competition in our iHeartMedia and our outdoor advertising businesses

We operate in a highly competitive industry, and we may not be able to maintain or increase our current audience ratings and advertising revenues. Our iHeartMedia and our outdoor advertising businesses compete for audiences and advertising revenues with other radio and outdoor advertising businesses, as well as with other media, such as newspapers, magazines, television, direct mail, portable digital audio players, mobile devices, satellite radio, Internet-based services and live entertainment, within their respective markets. Audience ratings and market shares are subject to change for various reasons, including through consolidation of our competitors through processes such as mergers and acquisitions, which could have the effect of reducing our revenues in a specific market. Our competitors may develop technology, services or advertising media that are equal or superior to those we provide or that achieve greater market acceptance and brand recognition than we achieve. It also is possible that new competitors may emerge and rapidly acquire significant market share in any of our business segments.  An increased level of competition for advertising dollars may lead to lower advertising rates as we attempt to retain customers or may cause us to lose customers to our competitors who offer lower rates that we are unable or unwilling to match.

Alternative media platforms and technologies may continue to increase competition with our broadcasting operations

Our terrestrial radio broadcasting operations face increasing competition from alternative media platforms and technologies, such as broadband wireless, satellite radio, audio broadcasting by cable television systems and Internet-based audio music services, as well as consumer products, such as portable digital audio players and other mobile devices, smart phones and tablets, gaming consoles, in-home entertainment and enhanced automotive platforms. These technologies and alternative media platforms, including those used by us, compete with our radio stations for audience share and advertising revenues.  We are unable to predict the effect that such technologies and related services and products will have on our broadcasting operations.  The capital expenditures necessary to implement these or other technologies could be substantial and we cannot assure you that we will continue to have the resources to acquire new technologies or to introduce new services to compete with other new technologies or services, or that our investments in new technologies or services will provide the desired returns.  Other companies employing new technologies or services could more successfully implement such new technologies or services or otherwise increase competition with our businesses.

Our iHeartMedia business is dependent upon the performance of on-air talent and program hosts

We employ or independently contract with many on-air personalities and hosts of syndicated radio programs with significant loyal audiences in their respective markets.  Although we have entered into long-term agreements with some of our key on-air talent and program hosts to protect our interests in those relationships, we can give no assurance that all or any of these persons will remain

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with us or will retain their audiences.  Competition for these individuals is intense and many of these individuals are under no legal obligation to remain with us.  Our competitors may choose to extend offers to any of these individuals on terms which we may be unwilling to meet. Furthermore, the popularity and audience loyalty of our key on-air talent and program hosts is highly sensitive to rapidly changing public tastes.  A loss of such popularity or audience loyalty is beyond our control and could have a material adverse effect on our ability to attract local and/or national advertisers and on our revenue and/or ratings, and could result in increased expenses.

Our business is dependent on our management team and other key individuals

Our business is dependent upon the performance of our management team and other key individuals.  Although we have entered into agreements with some members of our management team and certain other key individuals, we can give no assurance that all or any of our management team and other key individuals will remain with us, or that we won’t continue to make changes to the composition of, and the roles and responsibilities of, our management team.  Competition for these individuals is intense and many of our key employees are at-will employees who are under no legal obligation to remain with us, and may decide to leave for a variety of personal or other reasons beyond our control.  If members of our management or key individuals decide to leave us in the future, if we decide to make further changes to the composition of, or the roles and responsibilities of, these individuals, or if we are not successful in attracting, motivating and retaining other key employees, our business could be adversely affected.

Our financial performance may be adversely affected by many factors beyond our control

Certain factors that could adversely affect our financial performance by, among other things, decreasing overall revenues, the numbers of advertising customers, advertising fees or profit margins include:

·unfavorable fluctuations in operating costs, which we may be unwilling or unable to pass through to our customers;

·our inability to successfully adopt or are late in adopting technological changes and innovations that offer more attractive advertising or listening alternatives than what we offer, which could result in a loss of advertising customers or lower advertising rates, which could have a material adverse effect on our operating results and financial performance;

·the impact of potential new royalties charged for terrestrial radio broadcasting, which could materially increase our expenses;

·unfavorable shifts in population and other demographics, which may cause us to lose advertising customers as people migrate to markets where we have a smaller presence or which may cause advertisers to be willing to pay less in advertising fees if the general population shifts into a less desirable age or geographical demographic from an advertising perspective;

·adverse political effects and acts or threats of terrorism or military conflicts;

·unfavorable changes in labor conditions, which may impair our ability to operate or require us to spend more to retain and attract key employees; and

The success of our street furniture and transit products businesses is dependent on our obtaining key municipal concessions, which we may not be able to obtain on favorable terms

Our street furniture and transit products businesses require us to obtain and renew contracts with municipalities and transit authorities. Many of these contracts, which require us to participate in competitive bidding processes at each renewal, typically have terms ranging from 2 to 15 years and have revenue share, capital expenditure requirements and/or fixed payment components. Competitive bidding processes are complex and sometimes lengthy and substantial costs may be incurred in connection with preparing bids.

Our competitors, individually or through relationships with third parties, may be able to provide different or greater capabilities or prices or benefits than we can provide. In the past we have not been, and most likely in the future will not be, awarded all of the contracts on which we bid. The success of our business also depends generally on our ability to obtain and renew contracts with private landlords. There can be no assurance that we will win any particular bid, be able to renew existing contracts or be able to replace any revenue lost upon expiration or completion of a contract. Our inability to renew existing contracts may also result in significant expenses from the removal of our displays. Furthermore, if and when we do obtain a contract, we are generally required to incur significant start-up expenses. The costs of bidding on contracts and the start-up costs associated with new contracts we may obtain may significantly reduce our cash flow and liquidity.

This competitive bidding process presents a number of risks, including the following:

·we expend substantial cost and managerial time and effort to prepare bids and proposals for contracts that we may not win;

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·we may be unable to estimate accurately the revenue derived from and the resources and cost structure that will be required to service any contract we win; and

·we may encounter expenses and delays if our competitors challenge awards of contracts to us in competitive bidding, and any such challenge could result in the resubmission of bids on modified specifications, or in the termination, reduction or modification of the awarded contract.

Our inability to successfully negotiate, renew or complete these contracts due to third-party or governmental demands and delay and the highly competitive bidding processes for these contracts could affect our ability to offer these products to our clients, or to offer them to our clients at rates that are competitive to other forms of advertising, without adversely affecting our financial results.

Future acquisitions, dispositions and other strategic transactions could pose risks

We frequently evaluate strategic opportunities both within and outside our existing lines of business. We expect from time to time to pursue strategic acquisitions and dispositions of certain businesses. These acquisitions or dispositions could be material. Our strategy involves numerous risks, including:

·our acquisitions may prove unprofitable and fail to generate anticipated cash flows;

·our dispositions may negatively impact revenues from our national, regional and other sales networks;

·our dispositions may make it difficult to generate cash flows from operations sufficient to meet our anticipated cash requirements;

·to successfully manage our large portfolio of iHeartMedia, outdoor advertising and other businesses, we may need to:

·recruit additional senior management as we cannot be assured that senior management of acquired businesses will continue to work for us and we cannot be certain that our recruiting efforts will succeed, and

·expand corporate infrastructure to facilitate the integration of our operations with those of acquired businesses, because failure to do so may cause us to lose the benefits of any expansion that we decide to undertake by leading to disruptions in our ongoing businesses or by distracting our management;

·we may enter into markets and geographic areas where we have limited or no experience;

·we may encounter difficulties in the integration of operations and systems; and

·our management’s attention may be diverted from other business concerns.

Acquisitions and dispositions of media and entertainment businesses and outdoor advertising businesses may require antitrust review by U.S. federal antitrust agencies and may require review by foreign antitrust agencies under the antitrust laws of foreign jurisdictions. We can give no assurances that the DOJ, the FTC or foreign antitrust agencies will not seek to bar us from acquiring or disposing of media and entertainment businesses or outdoor advertising businesses or impose stringent undertaking on our business as a condition to the completion of an acquisition in any market where we already have a significant position. Further, radio acquisitions are subject to FCC approval.  Such transactions must comply with the Communications Act and FCC regulatory requirements and policies, including with respect to the number of broadcast facilities in which a person or entity may have an ownership or attributable interest in a given local market and the level of interest that may be held by a foreign individual or entity.  The FCC's media ownership rules remain subject to ongoing agency and court proceedings.  Future changes could restrict our ability to acquire or dispose of new radio assets or businesses.

Extensive current government regulation, and future regulation, may limit our radio broadcasting and other iHeartMedia operations or adversely affect our business and financial results

Congress and several federal agencies, including the FCC, extensively regulate the domestic radio industry.  For example, the FCC could impact our profitability by imposing large fines on us if, in response to pending or future complaints, it finds that we broadcast indecent programming or committed other violations of FCC regulations.  We could face significant fines, for instance, as a result of pending FCC investigations into the allegedly inappropriate broadcast of emergency alert signals by several of our stations.  Additionally, we cannot be sure that the FCC will approve renewal of the licenses we must have in order to operate our stations.  Nor can we be assured that our licenses will be renewed without conditions and for a full term.  The non-renewal, or conditioned renewal, of a substantial number of our FCC licenses could have a materially adverse impact on our operations.  Furthermore, possible changes in interference protections, spectrum allocations and other technical rules may negatively affect the operation of our stations.  For example, in January 2011, a law that eliminates certain minimum distance separation requirements between full-power and low-power FM radio stations was enacted.  In March 2011, the FCC adopted policies which, in certain circumstances, could make it more difficult for radio stations to relocate to increase their population coverage.  In October 2015, the FCC proposed rules, which could reduce the degree of interference protection afforded to certain of our AM radio stations that serve wide areas.  In addition, Congress, the FCC and other regulatory agencies have considered, and may in the future consider and adopt, new laws, regulations and policies that could, directly or indirectly, have an adverse effect on our business operations and financial performance.  For example, Congress may consider and adopt legislation that would impose an obligation upon all U.S. broadcasters to pay performing artists a royalty for

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the on-air broadcast of their sound recordings (this would be in addition to payments already made by broadcasters to owners of musical work rights, such as songwriters, composers and publishers).  Moreover, it is possible that our license fees and negotiating costs associated with obtaining rights to use musical compositions and sound recordings in our programming content could sharply increase as a result of private negotiations, one or more regulatory rate-setting processes, or administrative and court decisions. The CRB recently issued an initial determination establishing copyright royalty rates for the public performance and ephemeral reproduction of sound recordings by various noninteractive webcasters, including radio broadcasters that simulcast their terrestrial programming online, to apply to the period from January 1, 2016 to December 31, 2020 under the webcasting statutory license.  The rates set by the CRB represent a decrease from the 2015 CRB rates applicable to broadcasters and other webcasters, but the determination has not been finalized and is subject to appeal.  Increased royalty rates could significantly increase our expenses, which could adversely affect our business.  Moreover, some record companies recently have threatened to seek to enforce certain eligibility conditions applicable to the webcasting statutory license that in the past they had agreed to waive.  Some of these conditions may be inconsistent with customary radio broadcasting practices. Finally, various regulatory matters relating to our iHeartMedia business are now, or may become, the subject of court litigation, and we cannot predict the outcome of any such litigation or its impact on our business.

Government regulation of outdoor advertising may restrict our outdoor advertising operations

U.S. federal, state and local regulations have a significant impact on the outdoor advertising industry and our business. One of the seminal laws is the HBA, which regulates outdoor advertising on controlled roads in the United States. The HBA regulates the size and location of billboards, mandates a state compliance program, requires the development of state standards, promotes the expeditious removal of illegal signs and requires just compensation for takings. Construction, repair, maintenance, lighting, upgrading, height, size, spacing, the location and permitting of billboards and the use of new technologies for changing displays, such as digital displays, are regulated by federal, state and local governments. From time to time, states and municipalities have prohibited or significantly limited the construction of new outdoor advertising structures. Changes in laws and regulations affecting outdoor advertising, or changes in the interpretation of those laws and regulations, at any level of government, including the foreign jurisdictions in which we operate, could have a significant financial impact on us by requiring us to make significant expenditures or otherwise limiting or restricting some of our operations. Due to such regulations, it has become increasingly difficult to develop new outdoor advertising locations.

From time to time, certain state and local governments and third parties have attempted to force the removal of our displays under various state and local laws, including zoning ordinances, permit enforcement and condemnation. Similar risks also arise in certain of our international jurisdictions.  Certain zoning ordinances provide for amortization, which is the required removal of legal non-conforming billboards (billboards which conformed with applicable laws and regulations when built, but which do not conform to current laws and regulations) or the commercial advertising placed on such billboards after a period of years. Pursuant to this concept, the governmental body asserts that just compensation is earned by continued operation of the billboard over that period of time. Although amortization is prohibited along all controlled roads, amortization has been upheld along non-controlled roads in limited instances where permitted by state and local law. Other regulations limit our ability to rebuild, replace, repair, maintain and upgrade non-conforming displays. In addition, from time to time third parties or local governments assert that we own or operate displays that either are not properly permitted or otherwise are not in strict compliance with applicable law. If we are increasingly unable to resolve such allegations or obtain acceptable arrangements in circumstances in which our displays are subject to removal, modification or amortization, or if there occurs an increase in such regulations or their enforcement, our operating results could suffer.

A number of state and local governments have implemented or initiated taxes, fees and registration requirements in an effort to decrease or restrict the number of outdoor signs and/or to raise revenue.  From time to time, legislation also has been introduced in international jurisdictions attempting to impose taxes on revenue from outdoor advertising or for the right to use outdoor advertising assets.  In addition, a number of jurisdictions have implemented legislation or interpreted existing legislation to restrict or prohibit the installation of digital billboards, and we expect these efforts to continue.  The increased imposition of these measures, and our inability to overcome any such measures, could reduce our operating income if those outcomes require removal or restrictions on the use of preexisting displays or limit growth of digital displays.  In addition, if we are unable to pass on the cost of these items to our clients, our operating income could be adversely affected.

International regulation of the outdoor advertising industry can vary by municipality, region and country, but generally limits the size, placement, nature and density of out-of-home displays.  Other regulations limit the subject matter, animation and language of out-of-home displays. Our failure to comply with these or any future international regulations could have an adverse impact on the effectiveness of our displays or their attractiveness to clients as an advertising medium and may require us to make significant expenditures to ensure compliance and avoid certain penalties or contractual breaches. As a result, we may experience a significant impact on our operations, revenue, international client base and overall financial condition.

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Regulations and consumer concerns regarding privacy and data protection, or any failure to comply with these regulations, could hinder our operations

We collect and utilize demographic and other information, including personally identifiable information, from and about our listeners, consumers, business partners and advertisers as they interact with us.  For example: (1) our broadcast radio station websites and our iHeartRadio digital platform collect personal information as users register for our services, fill out their listener profiles, post comments, use our social networking features, participate in polls and contests and sign-up to receive email newsletters; (2) we use tracking technologies, such as “cookies,” to manage and track our listeners’ interactions with us so that we can deliver relevant music content and advertising; and (3) we collect credit card or debit card information from consumers, business partners and advertisers who use our services.

We are subject to numerous federal, state and foreign laws and regulations relating to consumer protection, information security, data protection and privacy, among other things.  Many of these laws are still evolving, new laws may be enacted and any of these laws could be amended or interpreted in ways that could harm our business.  In addition, changes in consumer expectations and demands regarding privacy and data protection could restrict our ability to collect, use, disclose and derive economic value from demographic and other information related to our listeners, consumers, business partners and advertisers.  Such restrictions could limit our ability to provide customized music content to our listeners, interact directly with our listeners and consumers and offer targeted advertising opportunities to our business partners and advertisers.  Although we have implemented policies and procedures designed to comply with these laws and regulations, any failure or perceived failure by us to comply with our policies or applicable regulatory requirements related to consumer protection, information security, data protection and privacy could result in a loss of confidence in us, damage to our brands, the loss of listeners, consumers, business partners and advertisers, as well as proceedings against us by governmental authorities or others, which could hinder our operations and adversely affect our business.

If our security measures are breached, we could lose valuable information, suffer disruptions to our business, and incur expenses and liabilities including damages to our relationships with listeners, consumers, business partners and advertisers

Although we have implemented physical and electronic security measures to protect against the loss, misuse and alteration of our websites, digital assets and proprietary business information as well as listener, consumer, business partner and advertiser personally identifiable information, no security measures are perfect and impenetrable and we may be unable to anticipate or prevent unauthorized access.  A security breach could occur due to the actions of outside parties, employee error, malfeasance or a combination of these or other actions.  If an actual or perceived breach of our security occurs, we could lose competitively sensitive business information or suffer disruptions to our business operations, information processes or internal controls.  In addition, the public perception of the effectiveness of our security measures or services could be harmed, we could lose listeners, consumers, business partners and advertisers.  In the event of a security breach, we could suffer financial exposure in connection with penalties, remediation efforts, investigations and legal proceedings and changes in our security and system protection measures.  Currently, not all of our systems are fully compliant with PCI-DSS standards and, as a result, we may face additional liability in the event of a security breach involving payment card information. 

Restrictions on outdoor advertising of certain products may restrict the categories of clients that can advertise using our products

Out-of-court settlements between the major U.S. tobacco companies and all 50 states, the District of Columbia, the Commonwealth of Puerto Rico and other U.S. territories include a ban on the outdoor advertising of tobacco products.  Other products and services may be targeted in the U.S. in the future, including alcohol products.  Most European Union countries, among other nations, also have banned outdoor advertisements for tobacco products and regulate alcohol advertising.  Regulations vary across the countries in which we conduct business.  Any significant reduction in advertising of products due to content-related restrictions could cause a reduction in our direct revenues from such advertisements and an increase in the available space on the existing inventory of billboards in the outdoor advertising industry.

Environmental, health, safety and land use laws and regulations may limit or restrict some of our operations

As the owner or operator of various real properties and facilities, especially in our outdoor advertising operations, we must comply with various foreign, federal, state and local environmental, health, safety and land use laws and regulations. We and our properties are subject to such laws and regulations relating to the use, storage, disposal, emission and release of hazardous and non-hazardous substances and employee health and safety as well as zoning restrictions. Historically, we have not incurred significant expenditures to comply with these laws. However, additional laws which may be passed in the future, or a finding of a violation of or liability under existing laws, could require us to make significant expenditures and otherwise limit or restrict some of our operations.

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We are exposed to foreign currency exchange risks because a portion of our revenue is received in foreign currencies and translated to U.S. dollars for reporting purposes.

We generate a portion of our revenues in currencies other than U.S. dollars. Changes in economic or political conditions in any of the foreign countries in which we operate could result in exchange rate movement, new currency or exchange controls or other currency restrictions being imposed. Because we receive a portion of our revenues in currencies from the countries in which we operate, exchange rate fluctuations in any such currency could have an adverse effect on our profitability. A portion of our cash flows are generated in foreign currencies and translated to U.S. dollars for reporting purposes, and certain of the indebtedness held by our international subsidiaries is denominated in U.S. dollars, and, therefore, significant changes in the value of such foreign currencies relative to the U.S. dollar could have a material adverse effect on our financial condition and our ability to meet interest and principal payments on our indebtedness.

Given the volatility of exchange rates, we cannot assure you that we will be able to effectively manage our currency transaction and/or translation risks. It is possible that volatility in currency exchange rates will have a material adverse effect on our financial condition or results of operations. We expect to experience economic losses and gains and negative and positive impacts on our operating income as a result of foreign currency exchange rate fluctuations.

Doing business in foreign countries exposes us to certain risks not expected to occur when doing business in the United States

Doing business in foreign countries carries with it certain risks that are not found when doing business in the United States. These risks could result in losses against which we are not insured.  Examples of these risks include:

·potential adverse changes in the diplomatic relations of foreign countries with the United States;

·hostility from local populations;

·the adverse effect of foreign exchange controls;

·government policies against businesses owned by foreigners;

·investment restrictions or requirements;

·expropriations of property without adequate compensation;

·the potential instability of foreign governments;

·the risk of insurrections;

·risks of renegotiation or modification of existing agreements with governmental authorities;

·difficulties collecting receivables and otherwise enforcing contracts with governmental agencies and others in some foreign legal systems;

·withholding and other taxes on remittances and other payments by subsidiaries;

·changes in tax structure and level; and

·changes in laws or regulations or the interpretation or application of laws or regulations.

Our International operations involve contracts with, and regulation by, foreign governments.  We operate in many parts of the world that experience corruption to some degree.  Although we have policies and procedures in place that are designed to promote legal and regulatory compliance (including with respect to the U.S. Foreign Corrupt Practices Act and the United Kingdom Bribery Act), our employees, subcontractors and agents could take actions that violate applicable anticorruption laws or regulations.  Violations of these laws, or allegations of such violations, could have a material adverse effect on our business, financial position and results of operations.

Significant equity investors control us and may have conflicts of interest with us in the future

Private equity funds sponsored by or co-investors with Bain Capital and THL indirectly own a majority of our outstanding capital stock and will exercise control over matters requiring approval of our shareholder and board of directors. The directors elected by Bain Capital and THL will have significant authority to make decisions affecting us, including change of control transactions and the incurrence of additional indebtedness.

In addition, affiliates of Bain Capital and THL are lenders under our term loan credit facilities and holders of our priority guarantee notes due 2019.  It is possible that their interests in some circumstances may conflict with our interests.

Additionally, Bain Capital and THL are in the business of making investments in companies and may acquire and hold interests in businesses that compete directly or indirectly with us. One or more of the entities advised by or affiliated with Bain Capital and/or THL may also pursue acquisition opportunities that may be complementary to our business and, as a result, those acquisition opportunities may not be available to us. So long as entities advised by or affiliated with Bain Capital and THL directly or indirectly

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own a significant amount of the voting power of our outstanding capital stock, even if such amount is less than 50%, Bain Capital and THL will continue to be able to strongly influence or effectively control our decisions.

Risks Related to Our Indebtedness

The substantial amount of indebtedness of us and our subsidiaries, may adversely affect our cash flows and our ability to operate our business and make us more vulnerable to changes in the economy or our industry

We have a substantial amount of indebtedness. At December 31, 2015, we had $20.9 billion of total indebtedness outstanding, including: (1) $5.0 billion aggregate principal amount outstanding under our term loan D credit facility, which matures in January 2019 and $1.3 billion aggregate principal amount outstanding under our term loan E credit facility, which matures in July 2019; (2) $230.0 million aggregate principal amount outstanding under our receivables based credit facility, which matures in December 2017; (3) $2.0 billion aggregate principal amount outstanding of our 9.0% priority guarantee notes due 2019, which mature in December 2019; (4) $1.7 billion aggregate principal amount outstanding of our 9.0% priority guarantee notes due 2021, net of $29.9 million of unamortized discounts, which mature in March 2021; (5) $575.0 million aggregate principal amount outstanding of our 11.25% priority guarantee notes due 2021, which mature in March 2021; (6) $1.0 billion aggregate principal amount outstanding of our 9.0% priority guarantee notes due 2022, net of $2.2 million of unamortized premiums, which mature in September 2022; (7) $950.0 million aggregate principal amount outstanding of our 10.625% priority guarantee notes due 2023, which mature in March 2023; (8) $25.2 million aggregate principal amount of other secured debt; (9) $1.7 billion aggregate principal amount outstanding of our 14.0% senior notes due 2021, net of $14.0 million of unamortized discounts, (net of $431.9 million held by a subsidiary of ours), which mature in February 2021; (10) $512.8 million aggregate principal amount outstanding of our Legacy Notes, net of unamortized purchase accounting discounts of $155.1 million (net of $57.1 million held by a subsidiary of ours), which mature at various dates from December 2016 through October 2027; (11) $730.0 million aggregate principal amount outstanding of our 10.0% senior notes due 2018 (net of $120.0 million held by a subsidiary of ours), which mature in January 2018; (12) $2.7 billion aggregate principal amount outstanding of subsidiary senior notes, net of unamortized discounts of $5.6 million, which mature in November 2022; (13) $2.2 billion aggregate principal amount outstanding of subsidiary senior subordinated notes, which mature in March 2020; (14) $222.8 million aggregate principal amount outstanding of international subsidiary senior notes, net of unamortized discounts of $2.2 million, which mature in December 2020; and (15) other obligations of less than $1.0 million. This large amount of indebtedness could have negative consequences for us, including, without limitation:

·requiring us to dedicate a substantial portion of our cash flow to the payment of principal and interest on indebtedness, thereby reducing cash available for other purposes, including to fund operations and capital expenditures, invest in new technology and pursue other business opportunities;

·limiting our liquidity and operational flexibility and limiting our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions and general corporate or other purposes;

·limiting our ability to adjust to changing economic, business and competitive conditions;

·requiring us to defer planned capital expenditures, reduce discretionary spending, sell assets, restructure existing indebtedness or defer acquisitions or other strategic opportunities;

·limiting our ability to refinance any of our indebtedness or increasing the cost of any such financing;

·making us more vulnerable to an increase in interest rates, a downturn in our operating performance, a decline in general economic or industry conditions or a disruption in the credit markets; and

·making us more susceptible to negative changes in credit ratings, which could impact our ability to obtain financing in the future and increase the cost of such financing.

If compliance with the debt obligations materially hinders our ability to operate our business and adapt to changing industry conditions, we may lose market share, our revenue may decline and our operating results may suffer. The terms of our credit facilities and the other indebtedness allow us, under certain conditions, to incur further indebtedness, including secured indebtedness, which heightens the foregoing risks.

We and our subsidiaries may not be able to generate sufficient cash to service all of our indebtedness, may not be able to refinance all of our indebtedness before it becomes due and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful

Our and our subsidiaries’ ability to make scheduled payments on our respective debt obligations depends on our financial condition and operating performance, which is subject to prevailing economic and competitive conditions and to certain financial, business and other factors beyond their or our control.  In addition, because We derive a substantial portion of our operating income from our subsidiaries, our ability to repay our debt depends upon the performance of our subsidiaries, their ability to dividend or distribute funds to us and our receipt of funds under our cash management arrangement with our subsidiary, CCOH.

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We and our subsidiaries may not generate cash flow from operations or have cash on hand in an amount sufficient to fund our liquidity needs.  We anticipate cash interest requirements of approximately $1.8 billion during 2016.  At December 31, 2015, we had debt maturities totaling $197.3 million (net of $57.1 million due to a subsidiary of ours), $238.4 million and $939.1 million (net of $120.0 million due to a subsidiary of ours) in 2016, 2017 and 2018, respectively.  We are currently exploring, and expect to continue to explore, a variety of transactions to provide us with additional liquidity.  We cannot assure you that we will enter into or consummate any such liquidity-generating transactions, or that such transactions will provide sufficient cash to satisfy our liquidity needs, and we cannot currently predict the impact that any such transaction, if consummated, would have on us.

If our and our subsidiaries’ cash flows from operations, refinancing sources and other liquidity-generating transactions are insufficient to fund our respective debt service obligations or debt maturities as they become due, we may be forced to reduce or delay capital expenditures, sell material assets or operations, or seek additional capital from other sources.  We may not be able to take any of these actions, and these actions may not be successful or permit us or our subsidiaries to meet the scheduled debt service obligations.  Furthermore, these actions may not be permitted under the terms of existing or future debt agreements.

The ability to refinance the debt will depend on the condition of the capital markets and our financial condition at such time. Any refinancing of the debt could be at higher interest rates and increase debt service obligations and may require us and our subsidiaries to comply with more onerous covenants, which could further restrict our business operations. The terms of existing or future debt instruments may restrict us from adopting some of these alternatives. These alternative measures may not be successful and may not permit us or our subsidiaries to meet scheduled debt service obligations. If we or our subsidiaries cannot make scheduled payments on indebtedness, we or our subsidiaries, as applicable, will be in default under one or more of the debt agreements and, as a result we could be forced into bankruptcy or liquidation.

Our substantial debt service obligations have increased as a result of our financing transactions and may continue to do so, which could adversely affect our liquidity and prevent us from fulfilling our obligations

In 2015, our debt service obligations increased.  Future financing transactions and any increase in interest rates may further increase our interest expense. The increase in our debt service obligations could adversely affect our liquidity and could have important consequences, including the following:

·it may make it more difficult for us to satisfy our obligations under our indebtedness and our contractual and commercial commitments; and

·it may otherwise further limit us in the ways summarized above under “The substantial amount of indebtedness of us and our subsidiaries, may adversely affect our cash flows and our ability to operate our business and make us more vulnerable to changes in the economy or our industry,” including by reducing our cash available for operations, debt service obligations, future business opportunities, acquisitions and capital expenditures.

Our ability to make payments with respect to our debt obligations will depend on our future operating performance and our ability to continue to refinance our indebtedness, which will be affected by prevailing economic and credit market conditions and financial, business and other factors, many of which are beyond our control.

Because we derive a substantial portion of operating income from our subsidiaries, our ability to repay its debt depends upon the performance of our subsidiaries and their ability to dividend or distribute funds to us.

We derive all of our operating income from our subsidiaries. As a result, our cash flow and our ability to service its indebtedness depend on the performance of our subsidiaries and the ability of those entities to distribute funds to us. We cannot assure you that our subsidiaries will be able to, or be permitted to, pay to us the amounts necessary to service our debt. 

The documents governing our and our subsidiaries’ indebtedness contain restrictions that limit our flexibility in operating our business

Our material financing agreements, including our credit agreements and indentures, contain various covenants restricting, among other things, our ability to:

·make acquisitions or investments;

·make loans or otherwise extend credit to others;

·incur indebtedness or issue shares or guarantees;

·create liens;

·enter into transactions with affiliates;

·sell, lease, transfer or dispose of assets;

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·merge or consolidate with other companies; and

·make a substantial change to the general nature of our business.

In addition, under our senior secured credit facilities, we are required to comply with certain affirmative covenants and certain specified financial covenants and ratios. For instance, our senior secured credit facilities require us to comply on a quarterly basis with a financial covenant limiting the ratio of our consolidated secured debt, net of cash and cash equivalents, to our consolidated EBITDA (as defined under the terms of our senior secured credit facilities) for the preceding four quarters.  The maximum ratio permitted under this financial covenant for the four quarters ended December 31, 2015 was 8.75 to 1.

The restrictions contained in our credit agreements and indentures could affect our ability to operate our business and may limit our ability to react to market conditions or take advantage of potential business opportunities as they arise.  For example, such restrictions could adversely affect our ability to finance our operations, make strategic acquisitions, investments or alliances, restructure our organization or finance our capital needs.  Additionally, our ability to comply with these covenants and restrictions may be affected by events beyond our control.  These include prevailing economic, financial and industry conditions.  If any of these covenants or restrictions is breached, we could be in default under the agreements governing its indebtedness and, as a result, we would be forced into bankruptcy or liquidation.

Downgrades in our credit ratings may adversely affect our borrowing costs, limit our financing options, reduce our flexibility under future financings and adversely affect our liquidity, and also may adversely impact our business operations

The corporate credit ratings for us and our indirect subsidiary, Clear Channel Worldwide Holdings, Inc. (“CCWH”), are speculative-grade. In December 2015, the corporate family rating for CCWH was revised downward by Moody’s Investors Service, Inc.  Furthermore, in January 2016, Standard & Poor’s Rating Services, Inc. lowered our corporate credit rating. Any further reductions in our credit ratings could increase our borrowing costs, reduce the availability of financing to us or increase the cost of doing business or otherwise negatively impact our business operations.

Cautionary Statement Concerning Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by us or on our behalf.  Except for the historical information, this report contains various forward-looking statements which represent our expectations or beliefs concerning future events, including, without limitation, our future operating and financial performance, our ability to comply with the covenants in the agreements governing our indebtedness and the availability of capital and the terms thereof.  Statements expressing expectations and projections with respect to future matters are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  We caution that these forward-looking statements involve a number of risks and uncertainties and are subject to many variables which could impact our future performance.  These statements are made on the basis of management’s views and assumptions, as of the time the statements are made, regarding future events and performance.  There can be no assurance, however, that management’s expectations will necessarily come to pass.  Actual future events and performance may differ materially from the expectations reflected in our forward-looking statements.  We do not intend, nor do we undertake any duty, to update any forward-looking statements.

A wide range of factors could materially affect future developments and performance, including but not limited to:

·the impact of our substantial indebtedness, including the effect of our leverage on our financial position and earnings;

·our ability to generate sufficient cash from operations or other liquidity-generating transactions and our need to allocate significant amounts of our cash to make payments on our indebtedness, which in turn could reduce our financial flexibility and ability to fund other activities;

·risks associated with weak or uncertain global economic conditions and their impact on the capital markets;

·other general economic and political conditions in the United States and in other countries in which we currently do business, including those resulting from recessions, political events and acts or threats of terrorism or military conflicts;

·industry conditions, including competition;

·the level of expenditures on advertising;

·legislative or regulatory requirements;

·fluctuations in operating costs;

·technological changes and innovations;

·changes in labor conditions, including on-air talent, program hosts and management;

·capital expenditure requirements;

·risks of doing business in foreign countries;

·fluctuations in exchange rates and currency values;

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·the outcome of pending and future litigation;

·taxes and tax disputes;

·changes in interest rates;

·shifts in population and other demographics;

·access to capital markets and borrowed indebtedness;

·our ability to implement our business strategies;

·the risk that we may not be able to integrate the operations of acquired businesses successfully;

·the risk that our strategic revenue and efficiency initiatives may not be entirely successful or that any cost savings achieved from such strategic revenue and efficiency initiatives may not be sustained; and

·certain other factors set forth in our other filings with the SEC.

This list of factors that may affect future performance and the accuracy of forward-looking statements is illustrative and is not intended to be exhaustive.  Accordingly, all forward-looking statements should be evaluated with the understanding of their inherent uncertainty.

ITEM 1B.  UNRESOLVED STAFF COMMENTS

None.

ITEM 2.  PROPERTIES

Corporate

Our corporate headquarters are located in San Antonio, Texas, where we lease space in an executive office building and lease a data and administrative service center.  In addition, certain of our executive and other operations are located in New York, New York and London, England.

iHM

The types of properties required to support each of our radio stations include offices, studios, transmitter sites and antenna sites.  We either own or lease our transmitter and antenna sites.  During 2015, we sold approximately 376 of our owned broadcast communication tower sites and entered into operating leases for the use of the sites. These leases generally have expiration dates that range from five to 30 years.  A radio station’s studios are generally housed with its offices in downtown  or business districts.  A radio station’s transmitter sites and antenna sites are generally positioned in a manner that provides maximum market coverage.

Americas Outdoor and International Outdoor Advertising

The types of properties  required to support each of our outdoor advertising branches include offices, production facilities and structure sites.  An outdoor branch and production facility is generally located in an industrial or warehouse district.

With respect to each of the Americas outdoor and International outdoor segments, we primarily lease our outdoor display sites and own or have acquired permanent easements  for relatively few parcels of real property that serve as the sites for our outdoor displays.  Our leases generally range from month-to-month to year-to-year and can be for terms of 10 years or longer, and many provide for renewal options.

There is no significant concentration of displays under any one lease or subject to negotiation with any one landlord.  We believe that an important part of our management activity is to negotiate suitable lease renewals and extensions.

Consolidated

The studios and offices of our radio stations and outdoor advertising branches are located in leased or owned  facilities.  These leases generally have expiration dates that range from one to 40 years.  We do not anticipate any difficulties in renewing those leases that expire within the next several years or in leasing other space, if required.  We lease substantially all of our towers and antennas, and own substantially all of the other equipment used in our iHM business. We own substantially all of the equipment used in our outdoor advertising businesses.  For additional information regarding our iHM and outdoor properties, see “Item 1. Business.”

ITEM 3.  LEGAL PROCEEDINGS

We currently are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an

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analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in our assumptions or the effectiveness of our strategies related to these proceedings. Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on our financial condition or results of operations.

Although we are involved in a variety of legal proceedings in the ordinary course of business, a large portion of our litigation arises in the following contexts: commercial disputes; defamation matters; employment and benefits related claims; governmental fines; intellectual property claims; and tax disputes.

International Investigations

On April 21, 2015, inspections were conducted at our premises in Denmark and Sweden as part of an investigation by Danish competition authorities. On the same day, we received a communication from the U.K. competition authorities, also in connection with the investigation by Danish competition authorities. We are cooperating with the national competition authorities. At this time, the outcome of this investigation is uncertain.

ITEM 4.  MINE SAFETY DISCLOSURES

Not Applicable.

EXECUTIVE OFFICERS OF THE REGISTRANT

The following information with respect to our executive officers is presented as of February 25, 2016:

Name	Age	Position
Robert W. Pittman	62	Chairman and Chief Executive Officer
Richard J. Bressler	58	President, Chief Operating Officer, Chief Financial Officer and Director
Scott R. Wells	47	Chief Executive Officer – Clear Channel Outdoor Americas
C. William Eccleshare	60	Chairman and Chief Executive Officer— Clear Channel International
Steven J. Macri	47	Senior Vice President, Corporate Finance
Scott D. Hamilton	46	Senior Vice President, Chief Accounting Officer and Assistant Secretary
Robert H. Walls, Jr.	55	Executive Vice President, General Counsel and Secretary

The officers named above serve until their respective successors are chosen and qualified, in each case unless the officer sooner dies, resigns, is removed or becomes disqualified.

Robert W. Pittman is the Chairman and Chief Executive Officer of Parent, us and iHeartMedia Capital I, LLC (“iHM Capital I”) and the Chairman and Chief Executive Officer of CCOH. Mr. Pittman was appointed as the Executive Chairman and a director of Parent and us on October 2, 2011. He was appointed as Chairman of Parent and us on May 17, 2013. He also was appointed as Chairman and Chief Executive Officer and a member of the board of managers of iHM Capital I on April 26, 2013. Prior to October 2, 2011, Mr. Pittman served as Chairman of Media and Entertainment Platforms for iHeartMedia and us since November 2010. He has been a member of, and an investor in, Pilot Group, a private equity investment company, since April 2003. Mr. Pittman was formerly Chief Operating Officer of AOL Time Warner, Inc. from May 2002 to July 2002. He also served as Co-Chief Operating Officer of AOL Time Warner, Inc. from January 2001 to May 2002, and earlier, as President and Chief Operating Officer of America Online, Inc. from February 1998 to January 2001. Mr. Pittman serves on the boards of numerous charitable organizations, including the Alliance for Lupus Research, the Rock and Roll Hall of Fame Foundation and the Robin Hood Foundation, where he has served as past Chairman. Mr. Pittman was selected to serve as a member of our Board because of his service as our Chief Executive Officer, as well as his extensive media experience gained through the course of his career.

Richard J. Bressler is the President, Chief Operating Officer, Chief Financial Officer and Director of Parent and us and the Chief Financial Officer of CCOH.  Mr. Bressler was appointed as the Chief Financial Officer and President of Parent, us and CCOH on July 29, 2013 and as Chief Operating Officer of Parent and us on February 18, 2015. Prior thereto, Mr. Bressler was a Managing

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Director at THL. Prior to joining THL, Mr. Bressler was the Senior Executive Vice President and Chief Financial Officer of Viacom, Inc. from 2001 through 2005. He also served as Chairman and Chief Executive Officer of Time Warner Digital Media and, from 1995 to 1999, was Executive Vice President and Chief Financial Officer of Time Warner Inc. Prior to joining Time Inc. in 1988, Mr. Bressler was a partner with the accounting firm of Ernst & Young LLP since 1979. Mr. Bressler also currently is a director of iHeartMedia, us and Gartner, Inc., a member of the board of managers of iHeartMedia Capital I, LLC and a board observer at Univision Communications Inc. Mr. Bressler previously served as a member of the board of directors of American Media Operations, Inc., Nielsen Holdings B.V. and Warner Music Group Corp. and as a member of the J.P. Morgan Chase National Advisory Board. Mr. Bressler holds a B.B.A. in Accounting from Adelphi University.

Scott R. Wells is the Chief Executive Officer of Clear Channel Outdoor Americas at each of the Parent, us and CCOH and was appointed to this position on March 3, 2015.  Previously, Mr. Wells served as an Operating Partner at Bain Capital since January 2011 and prior to that served as an Executive Vice President at Bain Capital since 2007. Mr. Wells also was one of the leaders of the firm’s operationally focused Portfolio Group. Prior to joining Bain Capital, he held several executive roles at Dell, Inc. (“Dell”) from 2004 to 2007, most recently as Vice President of Public Marketing and On-Line in the Americas. Prior to joining Dell, Mr. Wells was a Partner at Bain & Company, where he focused primarily on technology and consumer-oriented companies. Mr. Wells was a member of our Board from August 2008 until March 2015. He currently serves as a director of CRC Health Corporation. He has an M.B.A., with distinction, from the Wharton School of the University of Pennsylvania and a B.S. from Virginia Tech.

C. William Eccleshare is the Chairman and Chief Executive Officer- Clear Channel International at each of Parent, us and CCOH and was appointed to this position on March 2, 2015. Prior to such time, he served as Chief Executive Officer – Outdoor of Parent, us and CCOH since January 24, 2012 and as Chief Executive Officer—Outdoor of iHM Capital I on April 26, 2013.  Prior to January 24, 2012, he served as Chief Executive Officer—Clear Channel Outdoor—International of Parent and us since February 17, 2011 and as Chief Executive Officer—International of CCOH since September 1, 2009.  Previously, he was Chairman and CEO of BBDO EMEA from 2005 to 2009.  Prior thereto, he was Chairman and CEO of Young & Rubicam EMEA since 2002.

Steven J. Macri is the Senior Vice President-Corporate Finance of Parent, iHM Capital I, us and CCOH and was appointed to this position on September 9, 2014. Prior thereto, Mr. Macri served as the Chief Financial Officer of Parent’s iHeartMedia division from October 7, 2013 to September 2014. Prior to joining the company, Mr. Macri served as Chief Financial Officer for LogicSource Inc., from March 2012 to September 2013. Prior to joining LogicSource, Mr. Macri was Executive Vice President and Chief Financial Officer at Warner Music Group Corp. from September 2008 to December 2011 and prior thereto served as Controller and Senior Vice President-Finance from February 2005 to August 2008.

Scott D. Hamilton is the Senior Vice President, Chief Accounting Officer and Assistant Secretary of Parent, us and CCOH. Mr. Hamilton was appointed Senior Vice President, Chief Accounting Officer and Assistant Secretary of Parent, us and CCOH on April 26, 2010 and was appointed as Senior Vice President, Chief Accounting Officer and Assistant Secretary of iHM Capital I on April 26, 2013.  Prior to April 26, 2010, Mr. Hamilton served as Controller and Chief Accounting Officer of Avaya Inc. (“Avaya”), a multinational telecommunications company, from October 2008 to April 2010.  Prior thereto, Mr. Hamilton served in various accounting and finance positions at Avaya, beginning in October 2004.  Prior thereto, Mr. Hamilton was employed by PricewaterhouseCoopers from September 1992 until September 2004 in various roles including audit, transaction services and technical accounting consulting.

Robert H. Walls, Jr. is the Executive Vice President, General Counsel and Secretary of Parent, us and CCOH.  Mr. Walls was appointed the Executive Vice President, General Counsel and Secretary of Parent, us and CCOH on January 1, 2010 and was appointed as Executive Vice President, General Counsel and Secretary of iHM Capital I on April 26, 2013.  On March 31, 2011, Mr. Walls was appointed to serve in the newly-created Office of the Chief Executive Officer for us and CCOH, in addition to his existing offices.  Mr. Walls served in the Office of the Chief Executive Officer for us until October 2, 2011, and served in the Office of the Chief Executive Officer for CCOH until January 24, 2012.  Mr. Walls was a founding partner of Post Oak Energy Capital, LP and served as Managing Director through December 31, 2009 and as an advisor to Post Oak Energy Capital, LP through December 31, 2013.

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PART II

ITEM 5.  Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information

               There is no established public trading market for our stock. iHeartMedia Capital I, LLC owns all of our issued and outstanding stock. All of iHeartMedia Capital I, LLC’s issued and outstanding equity interests are directly owned by iHeartMedia Capital II, LLC and all of the issued and outstanding equity interests of iHeartMedia Capital II, LLC are owned by Parent. All equity interests in Parent are owned, directly or indirectly, by the Sponsors and their co-investors, public investors and certain employees of Parent and its subsidiaries, including certain executive officers and directors.

Dividend Policy

               We have not paid cash dividends on the shares of our common stock since the merger in 2008 and our ability to pay dividends is subject to restrictions should we seek to do so in the future. Our debt financing arrangements include restrictions on our ability to pay distributions.  See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Sources of Capital” and Note 5 to the Consolidated Financial Statements.

Sales of Unregistered Securities

               We did not sell any equity securities during 2015 that were not registered under the Securities Act of 1933.

Purchases of Equity Securities

               We did not purchase any of our equity securities during the fourth quarter of 2015.

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ITEM 6.  Selected Financial Data

The following tables set forth our summary historical consolidated financial and other data as of the dates and for the periods indicated. The summary historical financial data are derived from our audited consolidated financial statements. Certain prior period amounts have been reclassified to conform to the 2015 presentation.  Historical results are not necessarily indicative of the results to be expected for future periods.  Acquisitions and dispositions impact the comparability of the historical consolidated financial data reflected in this schedule of Selected Financial Data.

The summary historical consolidated financial and other data should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and the related notes thereto located within Item 8 of Part II of this Annual Report on Form 10-K.
(In thousands)		For the Years Ended December 31,
		2015		2014		2013		2012		2011
Results of Operations Data:
Revenue		$	6,241,516	$	6,318,533	$	6,243,044	$	6,246,884	$	6,161,352
Operating expenses:
	Direct operating expenses (excludes depreciation    and amortization)		2,473,345		2,545,448		2,567,210		2,504,529		2,511,406
	Selling, general and administrative expenses    (excludes depreciation and amortization)		1,701,555		1,676,125		1,636,738		1,660,289		1,599,064
	Corporate expenses (excludes depreciation    and amortization)		315,564		320,331		313,514		293,207		237,920
	Depreciation and amortization		673,991		710,898		730,828		729,285		763,306
	Impairment charges (1)		21,631		24,176		16,970		37,651		7,614
	Other operating income (expense), net		94,001		40,031		22,998		48,127		12,682
Operating income			1,149,431		1,081,586		1,000,782		1,070,050		1,054,724
Interest expense			1,805,496		1,741,596		1,649,451		1,549,023		1,466,246
Gain (loss) on investments			(4,421)		-		130,879		(4,580)		(4,827)
Equity in earnings (loss) of    nonconsolidated affiliates			(902)		(9,416)		(77,696)		18,557		26,958
Loss on extinguishment of debt			(2,201)		(43,347)		(87,868)		(254,723)		(1,447)
Other income (expense), net			13,056		9,104		(21,980)		250		(3,169)
Loss before income taxes			(650,533)		(703,669)		(705,334)		(719,469)		(394,007)
Income tax benefit (expense)			(86,957)		(58,489)		121,817		308,279		125,978
Consolidated net loss			(737,490)		(762,158)		(583,517)		(411,190)		(268,029)
	Less amount attributable to noncontrolling interest		17,131		31,603		23,366		13,289		34,065
Net loss attributable to the Company		$	(754,621)	$	(793,761)	$	(606,883)	$	(424,479)	$	(302,094)
(1)	We recorded non-cash impairment charges of $21.6 million, $24.2 million, $17.0 million, $37.7 million and $7.6 million during 2015, 2014, 2013, 2012 and 2011, respectively.  Our impairment charges are discussed more fully in Item 8 of Part II of this Annual Report on Form 10-K.

(In thousands)	As of December 31,
	2015		2014		2013		2012		2011
Balance Sheet Data:
Current assets	$	2,810,883	$	2,142,350	$	2,461,327	$	2,987,753	$	2,985,285
Property, plant and equipment, net		2,212,556		2,699,064		2,897,630		3,036,854		3,063,327
Total assets		13,821,098		14,002,449		15,045,335		16,286,659		16,542,039
Current liabilities		1,659,228		1,364,285		1,763,618		1,782,142		1,428,962
Long-term debt, net of current maturities		20,687,082		20,322,414		20,030,479		20,365,369		19,938,531
Shareholder’s deficit		(10,606,681)		(9,665,208)		(8,696,635)		(7,995,191)		(7,471,941)

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ITEM 7.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

Format of Presentation

Management’s discussion and analysis of our financial condition and results of operations (“MD&A”) should be read in conjunction with the consolidated financial statements and related footnotes contained in Item 8 of this Annual Report on Form 10-K.  Our discussion is presented on both a consolidated and segment basis.  Our reportable segments are iHeartMedia (“iHM”), Americas outdoor advertising (“Americas outdoor” or “Americas outdoor advertising”), and International outdoor advertising (“International outdoor” or “International outdoor advertising”).  Our iHM segment provides media and entertainment services via live broadcast and digital delivery, and also includes our national syndication business.  Our Americas outdoor and International outdoor segments provide outdoor advertising services in their respective geographic regions using various digital and traditional display types. Included in the “Other” category are our media representation business, Katz Media Group, as well as other general support services and initiatives, which are ancillary to our other businesses.

We manage our operating segments primarily focusing on their operating income, while Corporate expenses, Other operating income (expense), net, Interest expense, Gain on marketable securities, Equity in earnings of nonconsolidated affiliates, Gain (loss) on extinguishment of debt, Gain (loss) on extinguishment of debt, Other income (expense), net and Income tax benefit (expense) are managed on a total company basis and are, therefore, included only in our discussion of consolidated results.

Certain prior period amounts have been reclassified to conform to the 2015 presentation.

iHM 

Our iHM strategy centers on delivering entertaining and informative content across multiple platforms, including broadcast, mobile and digital, as well as events.  Our primary source of revenue is derived from selling local and national advertising time on our radio stations, with contracts typically less than one year in duration. The programming formats of our radio stations are designed to reach audiences with targeted demographic characteristics.  We are working closely with our advertising and marketing partners to develop tools and leverage data to enable advertisers to effectively reach their desired audiences. We continue to expand the choices for listeners and we deliver our content and sell advertising across multiple distribution channels including digitally via our iHeartRadio mobile application and other digital platforms which reach national, regional and local audiences.  We also generate revenues from network syndication, our nationally recognized live events, our station websites and other miscellaneous transactions.

iHM management monitors average advertising rates and cost per minute (“CPM”), which are principally based on the length of the spot and how many people in a targeted audience listen to our stations, as measured by an independent ratings service.  In addition, our advertising rates are influenced by the time of day the advertisement airs, with morning and evening drive-time hours typically priced the highest.  Our price and yield information systems enable our station managers and sales teams to adjust commercial inventory and pricing based on local market demand, as well as to manage and monitor different commercial durations in order to provide more effective advertising for our customers at what we believe are optimal prices given market conditions. Yield is measured by management in a variety of ways, including revenue earned divided by minutes of advertising sold.

Management looks at our iHM operations’ overall revenue as well as the revenue from each type of advertising, including local advertising, which is sold predominately in a station’s local market, and national advertising, which is sold across multiple markets.  Local advertising is sold by each radio station’s sales staff while national advertising is sold by our national sales team.  Local advertising, which is our largest source of advertising revenue, and national advertising revenues are tracked separately because these revenue streams have different sales teams and respond differently to changes in the economic environment.  We periodically review and refine our selling structures in all regions and markets in an effort to maximize the value of our offering to advertisers and, therefore, our revenue.

Management also looks at iHM revenue by region and market size.  Typically, larger markets can reach larger audiences with wider demographics than smaller markets.  Additionally, management reviews our share of iHM advertising revenues in markets where such information is available, as well as our share of target demographics listening in an average quarter hour.  This metric gauges how well our formats are attracting and retaining listeners.

A portion of our iHM segment’s expenses vary in connection with changes in revenue.  These variable expenses primarily relate to costs in our sales department, such as commissions, and bad debt.  Our content costs, including music royalty and license fees for music delivered via broadcast or digital streaming, vary with the volume and mix of songs played on our stations and the listening

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hours on our digital platforms.  Our programming and general and administrative departments incur most of our fixed costs, such as utilities and office salaries.  We incur discretionary costs in our advertising, marketing and promotions, which we primarily use in an effort to maintain and/or increase our audience share. Lastly, we have incentive systems in each of our departments which provide for bonus payments based on specific performance metrics, including ratings, revenue, pricing and overall profitability.

Outdoor Advertising

Our outdoor advertising revenue is derived from selling advertising space on the displays we own or operate in key markets worldwide, consisting primarily of billboards, street furniture and transit displays.  Part of our long-term strategy for our outdoor advertising businesses is to pursue the technology of digital displays, including flat screens, LCDs and LEDs, as additions to traditional methods of displaying our clients’ advertisements. We are currently installing these technologies in certain markets, both domestically and internationally.

Management typically monitors our outdoor advertising business by reviewing the average rates, average revenue per display, occupancy and inventory levels of each of our display types by market.

We own the majority of our advertising displays, which typically are located on sites that we either lease or own or for which we have acquired permanent easements.  Our advertising contracts with clients typically outline the number of displays reserved, the duration of the advertising campaign and the unit price per display.

The significant expenses associated with our operations include direct production, maintenance and installation expenses as well as site lease expenses for land under our displays including revenue-sharing or minimum guaranteed amounts payable under our billboard, street furniture and transit display contracts.  Our direct production, maintenance and installation expenses include costs for printing, transporting and changing the advertising copy on our displays, the related labor costs, the vinyl and paper costs, electricity costs and the costs for cleaning and maintaining our displays.  Vinyl and paper costs vary according to the complexity of the advertising copy and the quantity of displays.  Our site lease expenses include lease payments for use of the land under our displays, as well as any revenue-sharing arrangements or minimum guaranteed amounts payable that we may have with the landlords.  The terms of our site leases and revenue-sharing or minimum guaranteed contracts generally range from one to 20 years.

Americas Outdoor Advertising

Our advertising rates are based on a number of different factors including location, competition, type and size of display, illumination, market and gross ratings points.  Gross ratings points are the total number of impressions delivered by a display or group of displays, expressed as a percentage of a market population.  The number of impressions delivered by a display is measured by the number of people passing the site during a defined period of time.  For all of our billboards in the United States, we use independent, third-party auditing companies to verify the number of impressions delivered by a display.

Client contract terms typically range from four weeks to one year for the majority of our display inventory in the United States.  Generally, we own the street furniture structures and are responsible for their construction and maintenance.  Contracts for the right to place our street furniture and transit displays and sell advertising space on them are awarded by municipal and transit authorities in competitive bidding processes governed by local law or are negotiated with private transit operators.  Generally, these contracts have terms ranging from 10 to 20 years.

International Outdoor Advertising

Similar to our Americas outdoor business, advertising rates generally are based on the gross ratings points of a display or group of displays. The number of impressions delivered by a display, in some countries, is weighted to account for such factors as illumination, proximity to other displays and the speed and viewing angle of approaching traffic.  In addition, because our International outdoor advertising operations are conducted in foreign markets, including Europe, Asia and Australia, management reviews the operating results from our foreign operations on a constant dollar basis.  A constant dollar basis allows for comparison of operations independent of foreign exchange movements.

Our International display inventory is typically sold to clients through network packages, with client contract terms typically ranging from one to two weeks with terms of up to one year available as well.  Internationally, contracts with municipal and transit authorities for the right to place our street furniture and transit displays typically provide for terms ranging from three to 15 years. The major difference between our International and Americas street furniture businesses is in the nature of the municipal contracts.  In our International outdoor business, these contracts typically require us to provide the municipality with a broader range of metropolitan amenities in exchange for which we are authorized to sell advertising space on certain sections of the structures we erect in the public domain.  A different regulatory environment for billboards and competitive bidding for street furniture and transit display contracts,

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which constitute a larger portion of our business internationally, may result in higher site lease costs in our International business.  As a result, our margins are typically lower in our International business than in our Americas outdoor business.

Macroeconomic Indicators

Our advertising revenue for all of our segments is highly correlated to changes in gross domestic product (“GDP”) as advertising spending has historically trended in line with GDP, both domestically and internationally. According to the U.S. Department of Commerce, estimated U.S. GDP growth for 2015 was 2.4%. Internationally, our results are impacted by fluctuations in foreign currency exchange rates as well as the economic conditions in the foreign markets in which we have operations.

Executive Summary

The key developments in our business for the year ended December 31, 2015 are summarized below:

·Consolidated revenue decreased $77.0 million during 2015 compared to 2014. Excluding the $229.0 million impact from movements in foreign exchange rates, consolidated revenue increased $152.0 million during 2015 compared to 2014.

·We spent $42.8 million on strategic revenue and efficiency initiatives during 2015 to realign and improve our on-going business operations—a decrease of $27.8 million compared to the same period of 2014.

·In February 2015, we issued $950.0 million aggregate principal amount of 10.625% priority guarantee notes due 2023. We used the gross proceeds from the issuance of the notes to prepay at par $916.1 million of the loans outstanding under our term loan B facility and $15.2 million of the loans outstanding under our term loan C asset sale facility and to pay accrued and unpaid interest on such loans and related fees and expenses.

·In April and July 2015, we and certain of our subsidiaries completed the sale of 376 of our broadcast communications tower sites and related assets in exchange for $369.9 million of proceeds. Simultaneous with the closings, we entered into lease agreements for the continued use of 367 of the towers sold.

·On December 16, 2015, Clear Channel International B.V. (“CCIBV”), our indirect subsidiary, issued $225.0 million in aggregate principal amount of 8.75% Senior Notes due 2020. Clear Channel Outdoor Holdings, Inc. (“CCOH”), an indirect parent company of CCIBV, used the proceeds of the offering to fund a special cash dividend in an aggregate amount equal to approximately $217.8 million to its stockholders. We received $196.3 million of the dividend through three of our wholly-owned subsidiaries.

Revenues and expenses “excluding the impact of foreign exchange movements” in this Management’s Discussion & Analysis of Financial Condition and Results of Operations is presented because management believes that viewing certain financial results without the impact of fluctuations in foreign currency rates facilitates period to period comparisons of business performance and provides useful information to investors.  Revenues and expenses “excluding the impact of foreign exchange movements” are calculated by converting the current period’s revenues and expenses in local currency to U.S. dollars using average foreign exchange rates for the prior period. 

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Consolidated Results of Operations
The comparison of our historical results of operations for the year ended December 31, 2015 to the year ended December 31, 2014 is as follows:
(In thousands)		Years Ended December 31,				%
		2015		2014		Change
Revenue		$	6,241,516	$	6,318,533	(1%)
Operating expenses:
	Direct operating expenses (excludes depreciation and amortization)		2,473,345		2,545,448	(3%)
	Selling, general and administrative expenses (excludes depreciation and amortization)		1,701,555		1,676,125	2%
	Corporate expenses (excludes depreciation and amortization)		315,564		320,331	(1%)
	Depreciation and amortization		673,991		710,898	(5%)
	Impairment charges		21,631		24,176	(11%)
	Other operating income, net		94,001		40,031	135%
Operating income			1,149,431		1,081,586	6%
Interest expense			1,805,496		1,741,596
Loss on investments, net			(4,421)		-
Equity in loss of nonconsolidated affiliates			(902)		(9,416)
Loss on extinguishment of debt			(2,201)		(43,347)
Other income, net			13,056		9,104
Loss before income taxes			(650,533)		(703,669)
Income tax expense			(86,957)		(58,489)
Consolidated net loss			(737,490)		(762,158)
	Less amount attributable to noncontrolling interest		17,131		31,603
Net loss attributable to the Company		$	(754,621)	$	(793,761)

Consolidated Revenue

Consolidated revenue decreased $77.0 million during 2015 compared to 2014. Excluding the $229.0 million impact from movements in foreign exchange rates, consolidated revenue increased $152.0 million during 2015 compared to 2014. iHM revenue increased $122.8 million during 2015 compared to 2014 driven primarily by our core radio business, both broadcast and digital, including the impact of marketing partnerships with our advertisers for live events and barter and trade revenue, partially offset by a decrease in political advertising revenues. Americas outdoor revenue decreased $1.6 million during 2015 compared to 2014. Excluding the $23.4 million impact from movements in foreign exchange rates, Americas outdoor revenue increased $21.8 million during 2015 compared to 2014 primarily driven by higher revenues from digital billboards and our Spectacolor business. International outdoor revenue decreased $153.4 million during 2015 compared to 2014. Excluding the $205.6 million impact from movements in foreign exchange rates, International outdoor revenue increased $52.2 million during 2015 compared to 2014 primarily driven by new contracts and the impact of sales initiatives.  Other revenues decreased $48.4 million during 2015 compared to 2014 primarily as a result of lower political advertising revenues and lower contract termination fees earned by our media representation business.

Consolidated Direct Operating Expenses

Consolidated direct operating expenses decreased $72.1 million during 2015 compared to 2014. Excluding the $146.6 million impact from movements in foreign exchange rates, consolidated direct operating expenses increased $74.5 million during 2015 compared to 2014. iHM direct operating expenses increased $40.8 million during 2015 compared to 2014, primarily due to higher music license and performance royalties, higher lease expense as a result of the sale and subsequent leaseback of broadcast communication tower sites and higher compensation related to radio programming. Americas outdoor direct operating expenses decreased $8.4 million during 2015 compared to 2014. Excluding the $13.1 million impact from movements in foreign exchange rates, Americas outdoor direct operating expenses increased $4.7 million during 2015 compared to 2014 primarily due to higher variable site lease expenses related to the increase in revenues. International outdoor direct operating expenses decreased $93.6 million during 2015 compared to 2014. Excluding the $133.5 million impact from movements in foreign exchange rates, International outdoor direct operating expenses increased $39.9 million during 2015 compared to 2014 primarily as a result of higher variable costs associated with higher revenue, as well as higher spending on strategic efficiency initiatives.

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Consolidated Selling, General and Administrative (“SG&A”) Expenses

Consolidated SG&A expenses increased $25.4 million during 2015 compared to 2014. Excluding the $51.1 million impact from movements in foreign exchange rates, consolidated SG&A expenses increased $76.5 million during 2015 compared to 2014.  iHM SG&A expenses increased $51.3 million during 2015 compared to 2014 primarily due to higher barter and trade expenses, higher sales expense, including commissions related to higher revenue and higher bad debt expense. Americas outdoor SG&A expenses decreased $0.4 million during 2015 compared to 2014. Excluding the $6.0 million impact from movements in foreign exchange rates, Americas outdoor SG&A expenses increased $5.6 million during 2015 compared to 2014 primarily in Latin America. International outdoor SG&A expenses decreased $16.6 million during 2015 compared to 2014. Excluding the $45.0 million impact from movements in foreign exchange rates, International outdoor SG&A expenses increased $28.4 million during 2015 compared to 2014 primarily due to higher compensation expense, including commissions in connection with higher revenues.

Corporate Expenses

Corporate expenses decreased $4.8 million during 2015 compared to 2014. Excluding the $3.5 million impact from movements in foreign exchange rates, corporate expenses decreased $1.3 million during 2015 compared to 2014 primarily due to a $20.2 million decrease in spending related to our strategic revenue and efficiency initiatives. This was partially offset by the impact of an $8.5 million insurance recovery related to shareholder litigation recognized in 2014, higher variable compensation expense related to period performance and higher legal fees related to the negotiation of digital royalty rates before the Copyright Royalty Board.

Revenue and Efficiency Initiatives

Included in the amounts for direct operating expenses, SG&A and corporate expenses discussed above are expenses of $42.8 million incurred in 2015 in connection with our strategic revenue and efficiency initiatives. The costs were incurred to improve revenue growth, enhance yield, reduce costs and organize each business to maximize performance and profitability.  These costs consist primarily of consolidation of locations and positions, severance related to workforce initiatives, consulting expenses and other costs incurred in connection with streamlining our businesses. These costs are expected to provide benefits in future periods as the initiative results are realized.

Of the strategic revenue and efficiency costs for 2015, $14.0 million are reported within direct operating expenses, $15.0 million are reported within SG&A and $13.8 million are reported within corporate expense.  In 2014, such costs totaled $13.0 million, $23.7 million, and $34.0 million, respectively.

Depreciation and Amortization

Depreciation and amortization decreased $36.9 million during 2015 compared to 2014, primarily due to assets becoming fully depreciated or fully amortized as well as the impact of movements in foreign exchange rates.

Impairment Charges

Historically, we performed our annual impairment test on our goodwill, FCC licenses, billboard permits, and other intangible assets as of October 1 of each year.  Beginning in the third quarter of 2015, we began performing our annual impairment test on July 1 of each year.  In addition, we test for impairment of property, plant and equipment whenever events and circumstances indicate that depreciable assets might be impaired.  As a result of these impairment tests, during 2015 we recorded impairment charges of $21.6 million related to billboard permits in one Americas outdoor market.  During 2014, we recognized impairment charges of $24.2 million primarily related to the impairment of FCC licenses in eight markets due to changes in the discount rates and weighted-average cost of capital for those markets. Please see Note 2 to the Consolidated Financial Statements located in Item 8 of this Annual Report on Form 10-K for a further description of the impairment charges.

Other Operating Income, Net

Other operating income of $94.0 million in 2015 primarily related to the gain on the sale of radio towers which were subsequently leased back (see Note 2 to our Consolidated Financial Statements located in Item 8 of this Annual Report on Form 10-K).

Other operating income of $40.0 million in 2014 primarily related to a non-cash gain of $43.5 million recognized on the sale of non-core radio stations in exchange for a portfolio of 29 stations in five markets.

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Interest Expense

Interest expense increased $63.9 million during 2015 compared to 2014 primarily due to the weighted average cost of debt increasing due to debt refinancing transactions that resulted in higher interest rates. Please refer to “Sources of Capital” for additional discussion of debt issuances and exchanges. Our weighted average cost of debt during 2015 and 2014 was 8.5% and 8.1%, respectively.

Loss on Investments, Net

In 2015, we recognized a loss of $5.0 million related to cost method investments. 

Equity in Loss of Nonconsolidated Affiliates

Equity in loss of nonconsolidated affiliates was $0.9 million for 2015.

Equity in loss of nonconsolidated affiliates of $9.4 million during 2014 primarily related to the $4.5 million gain on the sale of our 50% interest in Buspak, offset by the sale of our 50% interest in ARN, which included a loss on the sale of $2.4 million and $11.5 million of foreign exchange losses that were reclassified from accumulated other comprehensive income at the date of the sale.

Loss on Extinguishment of Debt

In connection with the first quarter 2015 prepayment of our Term Loan B facility and Term Loan C-asset sale facility, we recognized a loss of $2.2 million.

During the fourth quarter of 2014, CC Finco, LLC (“CC Finco”), an indirect wholly-owned subsidiary of ours, repurchased $57.1 million aggregate principal amount of our 5.5% Senior Notes due 2016 and $120.0 million aggregate principal amount of our 10.0% Senior Notes due 2018 for a total of $159.3 million, including accrued interest, through open market purchases. In connection with these transactions, we recognized a net gain of $12.9 million.

In September 2014, we prepaid $974.9 million of the loans outstanding under its Term Loan B facility and $16.1 million of the loans outstanding under its Term Loan C-asset sale facility. In connection with these transactions, we recognized a loss of $4.8 million.

During June 2014, we redeemed $567.1 million aggregate principal amount of its outstanding 5.5% Senior Notes due 2014 and $241.0 million aggregate principal amount of its outstanding 4.9% Senior Notes due 2015. In connection with these transactions, we recognized a loss of $47.5 million.

During the first quarter of 2014, CC Finco repurchased $52.9 million aggregate principal amount of our outstanding 5.5% Senior Notes due 2014 and $9.0 million aggregate principal amount of our outstanding 4.9% Senior Notes due 2015 for a total of $63.1 million, including accrued interest, through open market purchases. In connection with these transactions, we recognized a loss of $3.9 million.

Other Income, Net

Other income of $13.1 million and $9.1 million for 2015 and 2014, respectively, primarily related to gains on foreign exchange transactions.

Income Tax Expense

The effective tax rate for the year ended December 31, 2015 was (13.4%) as compared to (8.3%) for the year ended December 31, 2014.  The effective tax rate for 2015 was impacted by the $305.3 million valuation allowance recorded against our current period federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods.  The valuation allowance was recorded against the Company’s current period federal and state net operating losses due to the uncertainty of the ability to utilize these losses in future periods. 

The effective tax rate for the year ended December 31, 2014 was (8.3%) and was primarily impacted by the $339.8 million valuation allowance recorded during the period as additional deferred tax expense. The valuation allowance was recorded against a portion of the U.S. Federal and State net operating losses due to the uncertainty of the ability to utilize those losses in future periods. This expense was partially offset by $28.9 million in net tax benefits associated with a decrease in unrecognized tax benefits resulting from the expiration of statutes of limitations to assess taxes in the United Kingdom and several state jurisdictions.

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iHM Results of Operations
Our iHM operating results were as follows:
(In thousands)	Years Ended December 31,				%
	2015		2014		Change
Revenue	$	3,284,320	$	3,161,503	4%
Direct operating expenses		972,937		932,172	4%
SG&A expenses		1,065,716		1,014,432	5%
Depreciation and amortization		240,230		240,868	(0%)
Operating income	$	1,005,437	$	974,031	3%

iHM revenue increased $122.8 million during 2015 compared to 2014 driven primarily by increases in our core radio business, both broadcast and digital, including the impact of marketing partnerships with our advertisers for live events, such as the iHeartRadio Music Festival, the iHeartRadio Music Awards, the iHeart Country Festival and iHeartRadio Jingle Balls concert tour, and barter and trade revenue. Revenue also increased for our traffic and weather business, as well as growth in our syndication business driven by growth in our news/talk format. Partially offsetting these increases were decreases in political advertising revenues as a result of 2015 not being a congressional election year.

iHM direct operating expenses increased $40.8 million during 2015 compared to 2014, primarily due to higher music license and performance royalties, higher lease expense as a result of the sale and subsequent leaseback of radio tower sites (see Note 2 to our Consolidated Financial Statements located in Item 8 of this Annual Report on Form 10-K) and higher radio programming costs. iHM SG&A expenses increased $51.3 million during 2015 compared to 2014 primarily due to higher barter and trade expenses, higher bad debt expense and investments in national and digital sales capabilities, partially offset by lower advertising and promotion expense and lower legal expense. Strategic revenue and efficiency spending included in SG&A expenses decreased $3.9 million compared to the same period last year.

Americas Outdoor Advertising Results of Operations
Our Americas outdoor operating results were as follows:
(In thousands)	Years Ended December 31,				%
	2015		2014		Change
Revenue	$	1,349,021	$	1,350,623	(0%)
Direct operating expenses		597,382		605,771	(1%)
SG&A expenses		233,254		233,641	(0%)
Depreciation and amortization		204,514		203,928	0%
Operating income	$	313,871	$	307,283	2%

Americas outdoor revenue decreased $1.6 million during 2015 compared to 2014. Excluding the $23.4 million impact from movements in foreign exchange rates, Americas outdoor revenue increased $21.8 million during 2015 compared to 2014 driven primarily by an increase in revenues from digital billboards as a result of new deployments, as well as from our Spectacolor business, partially offset by lower advertising revenues from our static bulletins and posters, and our airports business.

Americas outdoor direct operating expenses decreased $8.4 million during 2015 compared to 2014. Excluding the $13.1 million impact from movements in foreign exchange rates, Americas outdoor direct operating expenses increased $4.7 million during 2015 compared to 2014 primarily due to higher variable site lease expenses related to the increase in revenues. Americas outdoor SG&A expenses decreased $0.4 million during 2015 compared to 2014. Excluding the $6.0 million impact from movements in foreign exchange rates, Americas outdoor SG&A expenses increased $5.6 million during 2015 compared to 2014 primarily due to higher expenses in Latin America.

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International Outdoor Advertising Results of Operations
Our International outdoor operating results were as follows:
(In thousands)	Years Ended December 31,				%
	2015		2014		Change
Revenue	$	1,457,183	$	1,610,636	(10%)
Direct operating expenses		897,520		991,117	(9%)
SG&A expenses		298,250		314,878	(5%)
Depreciation and amortization		166,060		198,143	(16%)
Operating income	$	95,353	$	106,498	(10%)

International outdoor revenue decreased $153.4 million during 2015 compared to 2014. Excluding the $205.6 million impact from movements in foreign exchange rates, International outdoor revenue increased $52.2 million during 2015 compared to 2014 primarily driven by new contracts along with higher occupancy and higher rates for our transit and street furniture products, particularly digital, in certain European countries, including Sweden, Norway, Italy and the UK, as well as from new contracts in Australia and China.

International outdoor direct operating expenses decreased $93.6 million during 2015 compared to 2014. Excluding the $133.5 million impact from movements in foreign exchange rates, International outdoor direct operating expenses increased $39.9 million during 2015 compared to 2014 primarily as a result of higher variable costs associated with higher revenue, as well as site lease termination fees on lower-margin boards incurred in connection with strategic revenue and efficiency initiatives. International outdoor SG&A expenses decreased $16.6 million during 2015 compared to 2014. Excluding the $45.0 million impact from movements in foreign exchange rates, International outdoor SG&A expenses increased $28.4 million during 2015 compared to 2014 primarily due to higher compensation expense, including commissions in connection with higher revenues.

Depreciation and amortization decreased $32.1 million. Excluding the $19.5 million impact from movements in foreign exchange rates, depreciation and amortization decreased $12.6 million primarily due to assets becoming fully depreciated or fully amortized.

Also included in International Outdoor direct operating expenses and SG&A expenses are $8.2 million and $3.2 million, respectively, recorded in the fourth quarter of 2015 to correct for accounting errors included in the results for our Netherlands subsidiary reported in prior years. Such corrections are not considered to be material to the current year or prior year financial results.

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Consolidated Results of Operations
The comparison of our historical results of operations for the year ended December 31, 2014 to the year ended December 31, 2013 is as follows:
(In thousands)		Years Ended December 31,				%
		2014		2013		Change
Revenue		$	6,318,533	$	6,243,044	1%
Operating expenses:
	Direct operating expenses (excludes depreciation and amortization)		2,545,448		2,567,210	(1%)
	Selling, general and administrative expenses (excludes depreciation    and amortization)		1,676,125		1,636,738	2%
	Corporate expenses (excludes depreciation and amortization)		320,331		313,514	2%
	Depreciation and amortization		710,898		730,828	(3%)
	Impairment charges		24,176		16,970	42%
	Other operating income, net		40,031		22,998	74%
Operating income			1,081,586		1,000,782	8%
Interest expense			1,741,596		1,649,451
Gain (loss) on marketable securities			-		130,879
Equity in earnings (loss) of nonconsolidated affiliates			(9,416)		(77,696)
Loss on extinguishment of debt			(43,347)		(87,868)
Other income (expense), net			9,104		(21,980)
Loss before income taxes			(703,669)		(705,334)
Income tax benefit			(58,489)		121,817
Consolidated net loss			(762,158)		(583,517)
	Less amount attributable to noncontrolling interest		31,603		23,366
Net loss attributable to the Company		$	(793,761)	$	(606,883)

Consolidated Revenue

Our consolidated revenue during 2014 increased $75.5 million including a decrease of $22.7 million from movements in foreign exchange compared to 2013. Excluding the impact of foreign exchange movements, consolidated revenue increased $98.2 million. Our iHM revenue increased $29.9 million driven by increased revenues from political advertising, our traffic and weather business, core national broadcast radio and digital revenues.  Americas outdoor revenue decreased $35.1 million compared to 2013, including negative movements in foreign exchange of $9.4 million. Excluding the impact of foreign exchange movements, Americas outdoor revenue decreased $25.7 million primarily driven by lower revenues generated by national accounts and the nonrenewal of certain airport contracts, and lower revenues in our Los Angeles market as a result of the impact of litigation. Our International outdoor revenue increased $50.2 million compared to 2013, including negative movements in foreign exchange of $13.3 million. Excluding the impact of foreign exchange movements, International outdoor revenue increased $63.5 million primarily driven by new contracts and from growth in Europe and emerging markets. Other revenues increased $30.7 million primarily as a result of higher political revenues and a contract termination fee of $15 million earned by our media representation business.

Consolidated Direct Operating Expenses

Consolidated direct operating expenses during 2014 decreased $21.9 million including a decrease of $11.9 million from movements in foreign exchange compared to 2013. Excluding the impact of foreign exchange movements, consolidated direct operating expenses decreased $10.0 million. Our iHM direct operating expenses decreased $23.6 million compared to 2013, primarily resulting from lower costs in our national syndication business partially offset by higher programming and content costs.  Direct operating expenses in our Americas outdoor segment decreased $5.0 million compared to 2013, including a decrease of $6.0 million from movements in foreign exchange. Excluding the impact of foreign exchange movements, direct operating expenses in our Americas outdoor segment increased $1.0 million. Direct operating expenses in our International outdoor segment increased $7.1 million compared to 2013, including a decrease of $5.9 million from movements in foreign exchange. Excluding the impact of foreign exchange movements, direct operating expenses in our International outdoor segment increased $13.0 million primarily as a result of higher variable costs associated with new contracts.

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Consolidated SG&A Expenses

Consolidated SG&A expenses during 2014 increased $39.4 million including a decrease of $4.6 million from movements in foreign exchange compared to 2013. Excluding the impact of foreign exchange movements, consolidated SG&A expenses increased $44.0 million. Our iHM SG&A expenses increased $31.9 million primarily due to higher compensation expense, including commissions. SG&A expenses decreased $9.8 million in our Americas outdoor segment including a decrease of $1.9 million from movements in foreign exchange compared to 2013. Excluding the impact of foreign exchange movements, SG&A expenses in our Americas outdoor segment decreased $7.9 million primarily due to lower commission expense in connection with lower revenues and property tax refunds. Our International outdoor SG&A expenses increased $14.8 million compared to 2013, including a $2.7 million decrease due to the effects of movements in foreign exchange. Excluding the impact of foreign exchange movements, SG&A expenses in our International outdoor segment increased $17.5 million primarily due to higher compensation expense, including commissions, in connection with higher revenues, as well as higher litigation expenses.

Corporate Expenses

Corporate expenses increased $6.8 million compared to 2013 primarily due to increased employee benefits costs, higher strategic revenue and efficiency costs and higher compensation expenses related to our variable compensation plans, partially offset by an $8.5 million credit for the realization of an insurance recovery related to litigation filed by stockholders of CCOH and lower legal costs related to this litigation.

Revenue and Efficiency Initiatives

Included in the amounts for direct operating expenses, SG&A and corporate expenses discussed above are expenses of $70.6 million incurred in connection with our strategic revenue and efficiency initiatives. The costs were incurred to improve revenue growth, enhance yield, reduce costs, and organize each business to maximize performance and profitability.  These costs consist primarily of consolidation of locations and positions, severance related to workforce initiatives, consulting expenses, and other costs incurred in connection with streamlining our businesses.

Of the strategic revenue and efficiency costs, $13.0 million are reported within direct operating expenses, $23.6 million are reported within SG&A and $34.0 million are reported within corporate expense.  In 2013, such costs totaled $15.1 million, $22.3 million, and $20.5 million, respectively.

Depreciation and Amortization

Depreciation and amortization decreased $19.9 million during 2014 compared to 2013, primarily due to intangible assets becoming fully amortized.

Impairment Charges

We performed our annual impairment tests as of October 1, 2014 and 2013 on our goodwill, FCC licenses, billboard permits, and other intangible assets.  In addition, we test for impairment of property, plant and equipment whenever events and circumstances indicate that depreciable assets might be impaired.  As a result of these impairment tests, we recorded impairment charges of $24.2 million and $17.0 million during 2014 and 2013, respectively.  During 2014, we recognized a $15.7 impairment charge related to FCC licenses in eight markets due to changes in the discount rates and weight-average cost of capital for those markets. During 2013, we recognized a $10.7 million goodwill impairment charge in our International outdoor segment related to a decline in the estimated fair value of one market.  Please see Note 2 to the consolidated financial statements included in Item 8 of Part II of this Annual Report on Form 10-K for a further description of the impairment charges.

Other Operating Income, Net

Other operating income of $40.0 million in 2014 primarily related to a non-cash gain of $43.5 million recognized on the sale of non-core radio stations in exchange for a portfolio of 29 stations in five markets.

Other operating income of $23.0 million in 2013 primarily related to the gain on the sale of certain outdoor assets in our Americas outdoor segment.

Interest Expense

Interest expense increased $92.1 million during 2014 compared to 2013 primarily due to the weighted average cost of debt increasing as a result of debt refinancing transactions that occurred since 2013. Please refer to “Sources of Capital” for additional discussion of debt issuances and exchanges. Our weighted average cost of debt during 2014 and 2013 was 8.1% and 7.6%, respectively.

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Gain on Marketable Securities

The gain on marketable securities of $130.9 million during 2013 resulted from the sale of the shares we held in Sirius XM Radio, Inc.

Equity in Loss of Nonconsolidated Affiliates

Equity in loss of nonconsolidated affiliates of $9.4 million for 2014 primarily related to the $4.5 million gain on the sale of our 50% interest in Buspak in the third quarter, offset by the first quarter 2014 sale of our 50% interest in Australian Radio Network Pty Ltd (“ARN”), which included a loss on the sale of $2.4 million and $11.5 million of foreign exchange losses that were reclassified from accumulated other comprehensive income at the date of the sale.

Equity in loss of nonconsolidated affiliates of $77.7 million for 2013 primarily included the loss from our investments in Australia Radio Network and New Zealand Radio Network.  On February 18, 2014, a subsidiary of ours sold its 50% interest in ARN.  As of December 31, 2013 the book value of our investment in ARN exceeded the estimated selling price.  Accordingly, we recorded an impairment charge of $95.4 million during the fourth quarter of 2013 to write down the investment to its estimated fair value.

Loss on Extinguishment of Debt

During the fourth quarter of 2014, CC Finco repurchased $57.1 million aggregate principal amount of our 5.5% Senior Notes due 2016 and $120.0 million aggregate principal amount of our 10.0% Senior Notes due 2018 for a total of $159.3 million, including accrued interest, through open market purchases. In connection with these transactions, we recognized a net gain of $12.9 million.

In September 2014, we prepaid $974.9 million of the loans outstanding under its Term Loan B facility and $16.1 million of the loans outstanding under its Term Loan C-asset sale facility. In connection with these transactions, we recognized a loss of $4.8 million.

During June 2014,  we redeemed $567.1 million aggregate principal amount of its outstanding 5.5% Senior Notes due 2014 and $241.0 million aggregate principal amount of its outstanding 4.9% Senior Notes due 2015. In connection with these transactions, we recognized a loss of $47.5 million.

During the first quarter of 2014, CC Finco repurchased $52.9 million aggregate principal amount of our outstanding 5.5% Senior Notes due 2014 and $9.0 million aggregate principal amount of our outstanding 4.9% Senior Notes due 2015 for a total of $63.1 million, including accrued interest, through open market purchases. In connection with these transactions, we recognized a loss of $3.9 million.

During 2013, we recognized a loss of $84.0 million due to a debt exchange related to our 10.75% Senior Cash Pay Notes due 2016 and 11.00%/11.75% Senior Toggle Notes due 2016 into 14.0% Senior Notes due 2021. In addition, we recognized a loss of $3.9 million due to the write-off of deferred loan costs in connection with the prepayment of Term Loan A of our senior secured credit facilities.

Other Income (Expense), Net

Other income of $9.1 million for 2014 primarily related to gains on foreign exchange transactions.

In connection with the June 2013 exchange offer of a portion of 10.75% Senior Cash Pay Notes due 2016 and 11.00%/11.75% Senior Toggle Notes due 2016 for newly-issued 14.0% Senior Notes due 2021 and in connection with the senior secured credit facility amendments discussed elsewhere in the MD&A, all of which were accounted for as modifications of existing debt, we incurred expenses of $23.6 million partially offset by $1.8 million in foreign exchange gains on short-term intercompany accounts.

Income Tax Benefit

The effective tax rate for the year ended December 31, 2014 was (8.3%) as compared to 17.3% for the year ended December 31, 2013.  The effective tax rate for 2014 was impacted by the $339.8 million valuation allowance recorded against the Company’s current period federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods.  This expense was partially offset by $28.9 million in net tax benefits associated with a decrease in unrecognized tax benefits resulting from the expiration of statutes of limitations to assess taxes in the United Kingdom and several state jurisdictions. 

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The effective tax rate for the year ended December 31, 2013 was 17.3% and was primarily impacted by the $143.5 million valuation allowance recorded during the period as additional deferred tax expense. The valuation allowance was recorded against a portion of the U.S. Federal and State net operating losses due to the uncertainty of the ability to utilize those losses in future periods. This expense was partially offset by tax benefits recorded during the period due to the settlement of our U.S. Federal and certain State tax examinations during the year. Pursuant to the settlements, we recorded a reduction to income tax expense of approximately $20.2 million to reflect the net tax benefits of the settlements.

iHM Results of Operations
Our iHM operating results were as follows:
(In thousands)	Years Ended December 31,				%
	2014		2013		Change
Revenue	$	3,161,503	$	3,131,595	1%
Direct operating expenses		932,172		955,767	(2%)
SG&A expenses		1,014,432		982,514	3%
Depreciation and amortization		240,868		262,136	(8%)
Operating income	$	974,031	$	931,178	5%

iHM revenue increased $29.9 million during 2014 compared to 2013 driven primarily by political advertising, our traffic and weather business and the impact of strategic sales initiatives, and higher core national broadcast revenues, including events and digital revenue. Digital streaming revenue was higher for the year as a result of increased advertising on our iHeartRadio platform. Partially offsetting these increases was a decrease in core local broadcast radio and syndication revenues.

Direct operating expenses decreased $23.6 million during 2014, primarily resulting from lower costs in our national syndication business partially offset by higher programming and content costs, including sports programming and music license and performance royalties. SG&A expenses increased $31.9 million during 2014 primarily due to higher compensation expense, including commissions. Strategic revenue and efficiency costs included in SG&A expenses increased $4.4 million compared to 2013.

Depreciation and amortization decreased $21.3 million, primarily due to intangible assets becoming fully amortized.

Americas Outdoor Advertising Results of Operations
Our Americas outdoor advertising operating results were as follows:
(In thousands)	Years Ended December 31,				%
	2014		2013		Change
Revenue	$	1,350,623	$	1,385,757	(3%)
Direct operating expenses		605,771		610,750	(1%)
SG&A expenses		233,641		243,456	(4%)
Depreciation and amortization		203,928		206,031	(1%)
Operating income	$	307,283	$	325,520	(6%)

Our Americas outdoor revenue decreased $35.1 million compared to 2013, including negative movements in foreign exchange of $9.4 million. Excluding the impact of foreign exchange movements, Americas outdoor revenue decreased $25.7 million driven primarily by lower spending by national accounts and the nonrenewal of certain airport contracts. Revenues were also lower in our Los Angeles market as a result of the impact of litigation as discussed further in Item 3 of Part I of this Annual Report on Form 10-K.

Direct operating expenses decreased $5.0 million compared to 2013, including a decrease of $6.0 million from movements in foreign exchange. Excluding the impact of foreign exchange movements, direct operating expenses in our Americas outdoor segment increased $1.0 million. SG&A expenses decreased $9.8 million compared to 2013, including a decrease of $1.9 million from movements in foreign exchange. Excluding the impact of foreign exchange movements, SG&A expenses in our Americas outdoor segment decreased $7.9 million primarily due to lower commission expense in connection with lower revenues and property tax refunds.

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International Outdoor Advertising Results of Operations
Our International outdoor operating results were as follows:
(In thousands)	Years Ended December 31,				%
	2014		2013		Change
Revenue	$	1,610,636	$	1,560,433	3%
Direct operating expenses		991,117		983,978	1%
SG&A expenses		314,878		300,116	5%
Depreciation and amortization		198,143		194,493	2%
Operating income	$	106,498	$	81,846	30%

International outdoor revenue increased $50.2 million compared to 2013, including a decrease of $13.3 million from movements in foreign exchange. Excluding the impact of foreign exchange movements, revenues increased $63.5 million primarily driven by revenue growth in Europe including Italy, due to a new contract for the Rome airports, as well as Sweden, France, and the UK. Revenue in emerging markets also increased, particularly in China primarily as a result of new contracts.

Direct operating expenses increased $7.1 million compared to 2013, including a decrease of $5.9 million from movements in foreign exchange. Excluding the impact of movements in foreign exchange, direct operating expenses increased $13.0 million primarily as a result of higher variable costs associated with new contracts, including the Rome airports contract in Italy. SG&A expenses increased $14.8 million compared to 2013, including a decrease of $2.7 million from movements in foreign exchange. Excluding the impact of movements in foreign exchange, SG&A expenses increased $17.5 million primarily due to higher compensation expense, including commissions, in connection with higher revenues, as well as higher litigation expenses.

Depreciation and amortization increased $3.7 million, primarily due to purchases of property, plant, & equipment.

Reconciliation of Segment Operating Income to Consolidated Operating Income
(In thousands)	Years Ended December 31,
	2015		2014		2013
iHM	$	1,005,437	$	974,031	$	931,178
Americas outdoor advertising		313,871		307,283		325,520
International outdoor advertising		95,353		106,498		81,846
Other		14,765		32,676		(1,399)
Impairment charges		(21,631)		(24,176)		(16,970)
Other operating income, net		94,001		40,031		22,998
Corporate expense (1)		(352,365)		(354,757)		(342,391)
Consolidated operating income	$	1,149,431	$	1,081,586	$	1,000,782
(1) Corporate expenses include expenses related to iHM, Americas outdoor, International outdoor and our Other category, as well as overall executive, administrative and support functions.

Share-Based Compensation Expense

We do not have any compensation plans under which we grant stock awards to employees. Certain employees receive equity awards from the equity incentive plans of our indirect parent, iHeartMedia, Inc. (“Parent”), and our subsidiary, CCOH.

Share-based compensation expenses are recorded in corporate expenses and were $10.9 million, $10.7 million and $16.7 million for the years ended December 31, 2015, 2014 and 2013, respectively.

As of December 31, 2015, there was $26.5 million of unrecognized compensation cost, net of estimated forfeitures, related to unvested share-based compensation arrangements that will vest based on service conditions.  This cost is expected to be recognized over a weighted average period of approximately three years.  In addition, as of December 31, 2015, there was $25.7 million of unrecognized compensation cost, net of estimated forfeitures, related to unvested share-based compensation arrangements that will

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vest based on market, performance and service conditions.  This cost will be recognized when it becomes probable that the performance condition will be satisfied.

LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
The following discussion highlights cash flow activities during the years ended December 31, 2015, 2014 and 2013:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Cash provided by (used for):
	Operating activities	$	(77,304)	$	245,116	$	212,872
	Investing activities	$	30,234	$	(88,682)	$	(133,365)
	Financing activities	$	377,410	$	(398,001)	$	(595,882)

Operating Activities

2015

Cash used for operating activities was $77.3 million in 2015 compared to $245.1 million of cash provided from operating activities in 2014.  Our consolidated net loss in 2015 and 2014 included non-cash items of $700.7 million and $877.5 million, respectively. Non-cash items affecting our net loss include impairment charges, depreciation and amortization, deferred taxes, provision for doubtful accounts, amortization of deferred financing charges and note discounts, net, share-based compensation, gain on disposal of operating and fixed assets, gain on marketable securities, equity in (earnings) loss of nonconsolidated affiliates, loss on extinguishment of debt, and other reconciling items, net as presented on the face of the consolidated statement of cash flows.  The increase in cash used for operating activities is primarily attributed to an increase of $146.1 million of cash interest payments in 2015 compared to 2014, as well as changes in working capital balances, particularly accounts receivable, which were driven primarily by an increase in revenues and slower collections, as well as prepaid and other current assets.  Cash paid for interest was higher in 2015 compared to the prior year due to the timing of accrued interest payments and higher interest rates as a result of refinancing transactions.

2014

Cash provided by operating activities in 2014 was $245.1 million compared to $212.9 million of cash provided in 2013.  Our consolidated net loss included $877.5 million of non-cash items in 2014.  Our consolidated net loss in 2013 included $782.5 million of non-cash items. Non-cash items affecting our net loss include impairment charges, depreciation and amortization, deferred taxes, provision for doubtful accounts, amortization of deferred financing charges and note discounts, net, share-based compensation, gain on disposal of operating and fixed assets, gain on marketable securities, equity in (earnings) loss of nonconsolidated affiliates, loss on extinguishment of debt, and other reconciling items, net as presented on the face of the consolidated statement of cash flows.  Cash paid for interest was $2.6 million lower in 2014 compared to the prior year due to the timing of accrued interest payments from refinancing transactions.

2013

Cash provided by operating activities in 2013 was $212.9 million compared to $485.1 million of cash provided in 2012.  Our consolidated net loss included $782.5 million of non-cash items in 2013.  Our consolidated net loss in 2012 included $873.5 million of non-cash items. Non-cash items affecting our net loss include impairment charges, depreciation and amortization, deferred taxes, provision for doubtful accounts, amortization of deferred financing charges and note discounts, net, share-based compensation, gain on disposal of operating and fixed assets, gain on marketable securities, equity in loss of nonconsolidated affiliates, loss on extinguishment of debt, and other reconciling items, net as presented on the face of the consolidated statement of cash flows.  Cash paid for interest was $162.1 million higher in 2013 compared to the prior year due to the timing of accrued interest with the issuance of CCWH’s Subordinated Notes during the first quarter of 2012 and our  9.0% Priority Guarantee Notes due 2019 during the fourth quarter of 2012.

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Investing Activities

2015

Cash provided by investing activities of $30.2 million in 2015 primarily reflected proceeds of $369.9 million from the sale of broadcasting towers and related property and equipment, as well as proceeds of $34.3 million from the sale of our San Antonio office buildings, partially offset by closing costs incurred in relation to the sale of broadcasting towers of $10.0 million. We are leasing back a portion of the radio towers and related property and equipment, as well as the San Antonio office buildings, under long-term operating leases. Those sale proceeds were partially offset by $296.4 million used for capital expenditures and $85.8 million used to purchase businesses, investments and other operating assets.  We spent $59.0 million for capital expenditures in our iHM segment primarily related to leasehold improvements and IT infrastructure, $82.2 million in our Americas outdoor segment primarily related to the construction of new advertising structures such as digital displays, $132.6 million in our International outdoor segment primarily related to street furniture advertising and digital billboard structures, $6.8 million in our Other category and $15.8 million by Corporate primarily related to equipment and software. 

2014

Cash used for investing activities of $88.7 million in 2014 primarily reflected capital expenditures of $318.2 million, partially offset by proceeds of $236.6 million primarily from the sale of our 50% interest in ARN and the sale of our 50% interest in Buspak.  We spent $50.4 million for capital expenditures in our iHM segment primarily related to leasehold improvements and IT infrastructure, $97.0 million in our Americas outdoor segment primarily related to the construction of new advertising structures such as digital displays, $130.2 million in our International outdoor segment primarily related to billboard and street furniture advertising structures, $5.7 million in our Other category, and $34.9 million by Corporate primarily related to equipment and software. 

2013

Cash used for investing activities of $133.4 million during 2013 reflected our capital expenditures of $324.5 million as well as proceeds from the sale of our shares of Sirius XM Radio, Inc. of $135.6 million.  We spent $75.7 million for capital expenditures in our iHM segment primarily related to leasehold improvements, $89.0 million in our Americas outdoor segment primarily related to the construction of new advertising structures such as digital displays, $108.6 million in our International outdoor segment primarily related to new advertising structures such as billboards and street furniture and renewals of existing contracts, $9.9 million in our Other category related to our national representation business, and $41.3 million by Corporate primarily related to equipment and software.  Other cash provided by investing activities were $81.6 million of proceeds from sales of other operating and fixed assets.

Financing Activities

2015

Cash provided by financing activities of $377.4 million in 2015 primarily resulted from net draws under our  receivables based credit facility of $230.0 million, the net effect of the proceeds from the issuance of $950.0 million of 10.625% Priority Guarantee Notes due 2023 and proceeds from the issuance by CCIBV of $225.0 million of 8.75% Senior Notes due 2020, offset by the prepayment at par of $916.1 million of the loans outstanding under our Term Loan B facility, $15.2 million of the loans outstanding under our Term Loan C-asset sale facility and cash paid of $42.6 million to purchase CCOH’s Class A common stock.

2014

Cash used for financing activities of $398.0 million in 2014 primarily reflected payments on long-term debt and the payment by CCOH of a dividend to CCOH shareholders, partially offset by proceeds from the issuance of long-term debt.  We received cash proceeds from the issuance by CCU Escrow Corporation of 10% Senior Notes due 2018 ($850.0 million in aggregate principal amount), the sale by a subsidiary of ours of 14% Senior Notes due 2021 to private purchasers ($227.0 million in aggregate principal amount) and the issuance to private purchasers of 9% Priority Guarantee Notes due 2022 ($1,000.0 million in aggregate principal amount).  This was partially offset by the redemption of $567.1 million principal amount outstanding of our  5.5% Senior Notes due 2014 (including $158.5 million principal amount of the notes held by a subsidiary of the Company) and $241.0 million principal amount outstanding of our  4.9% Senior Notes due 2015, the repayment of the full $247.0 million principal amount outstanding under our  receivables-based credit facility, and the prepayment of $974.9 million aggregate principal amount of the Term B facility due 2016 and $16.1 million aggregate principal amount of the Term loan C facility due 2016.  In addition, during 2014, CC Finco repurchased $239.0 million aggregate principal amount of notes, for a total purchase price of $222.4 million, including accrued interest.

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2013

Cash used for financing activities of $595.9 million in 2013 primarily reflected payments on long-term debt.  We repaid its 5.75% senior notes at maturity for $312.1 million (net of $187.9 million principal amount held by and repaid to a subsidiary of ours) using cash on hand. We prepaid $846.9 million outstanding under its Term Loan A under its senior secured credit facilities using the proceeds from the issuance of our  11.25% Priority Guarantee Notes, borrowings under its receivables based credit facility, and cash on hand.  Other cash used for financing activities included payments to holders of 10.75% Senior Cash Pay Notes due 2016 and 11.00%/11.75% Senior Toggle Notes due 2016 in connection with exchange offers in June 2013 of $32.5 million and in December 2013 of $22.7 million, payment of an applicable high yield discount obligation to holders of 11.00%/11.75% Senior Toggle Notes due 2016 in August 2013 of $25.3 million, payments to repurchase noncontrolling interests of $61.1 million and $91.9 million in payments for dividends and other payments to noncontrolling interests.

Anticipated Cash Requirements

Our primary sources of liquidity are cash on hand, cash flow from operations and borrowing capacity under our domestic receivables based credit facility, subject to certain limitations contained in our material financing agreements. As of December 31, 2015, we had $772.7 million of cash on our balance sheet, including $186.1 million of cash held outside the U.S. by our subsidiaries, a portion of which is held by non-wholly owned subsidiaries or is otherwise subject to certain restrictions and not readily accessible to us.  As disclosed in Item 8, Note 1, Summary of Significant Accounting Policies, it is our policy to permanently reinvest the earnings of our non-U.S. subsidiaries as these earnings are generally redeployed in those jurisdictions for operating needs and continued functioning of their businesses.  We have the ability and intent to indefinitely reinvest the undistributed earnings of consolidated subsidiaries based outside of the United States.  If any excess cash held by our foreign subsidiaries were needed to fund operations in the United States, we could presently repatriate available funds without a requirement to accrue or pay U.S. taxes.  This is a result of significant deficits, as calculated for tax law purposes, in our foreign earnings and profits, which gives us flexibility to make future cash distributions as non-taxable returns of capital.  As of December 31, 2015, we had a borrowing base of $459.7 million under our receivables based credit facility, had $230.0 million of outstanding borrowings and had $43.9 million of outstanding letters of credit, resulting in $185.8 million of excess availability.  However, any incremental borrowings under our receivables based credit facility may be further limited by the terms contained in our material financing agreements. We drew a net aggregate of $230.0 million under the receivables based credit facility in 2015 to fund working capital needs, capital expenditures and interest payment obligations. 

Since the beginning of 2015, we successfully completed several transactions that had a positive impact on our liquidity.  In March, 2015, we completed the sale-leaseback of our office buildings in San Antonio, Texas, for cash proceeds of $34.3 million.  In April and July of 2015, we completed the sale-leaseback of certain of our broadcast communications towers for aggregate cash proceeds of $369.9 million.  On December 16, 2015, CCIBV, an indirect subsidiary of the Company and of CCOH, issued $225.0 million in aggregate principal amount of 8.75% Senior Notes due 2020, the proceeds of which were used to fund a dividend by CCOH paid on January 7, 2016.  We received $196.3 million of the dividend through three of our wholly-owned subsidiaries. In the first quarter of 2016, CCOH sold its outdoor business in nine non-strategic outdoor markets for an aggregate purchase price of approximately $602.0 million in cash and certain advertising assets in Florida (the “Outdoor Transactions”).  A portion of the proceeds of the Outdoor Transactions, together with the proceeds of a concurrent $300.0 million repayment under the revolving promissory note issued by us to CCOH, were used to fund a dividend by CCOH of $540.0 million paid on February 4, 2016.  We received $486.5 million of the dividend proceeds ($186.5 million net of our repayment of the Revolving Promissory Note) through three of our wholly-owned subsidiaries.  We have used, and intend to use, the proceeds of these transactions to fund working capital needs, interest payment obligations and other general corporate purposes.  These transactions improved our liquidity position, but our annual lease payment and annual cash interest payment obligations increased as a result.  

Our primary uses of liquidity are to fund our working capital, debt service, capital expenditures and other obligations.  Our ability to fund our working capital, debt service, capital expenditures and other obligations, and to comply with the financial covenants under our financing agreements, depends on our future operating performance, cash flows from operations and our ability to continue to refinance our debt obligations and generate cash from additional liquidity-generating transactions, which are in turn subject to prevailing economic conditions and other factors, many of which are beyond our control.  At December 31, 2015, we had debt maturities totaling $197.3 million, $238.4 million and $939.1 million in 2016, 2017 and 2018, respectively.  A significant amount of our cash requirements are for debt service obligations, which increased as a result of our financing transactions during 2015 and 2014.  We anticipate having approximately $1.8 billion of cash interest payment obligations in 2016, compared to $1.7 billion of cash interest payments in 2015.  Our increased interest payment obligations will reduce our liquidity over time, which could in turn reduce our financial flexibility and make us more vulnerable to changes in operating performance and economic downturns generally, and could negatively affect our ability to obtain additional financing in the future.  Our future

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success will depend on our ability to improve our operating performance, address our significant annual cash interest obligations and continue to refinance our outstanding debt.

An important aspect of our business strategy is to continue to refinance our outstanding debt in advance of upcoming maturities.  If our future operating performance does not meet our expectations or our plans materially change in an adverse manner or prove to be materially inaccurate, we may not be able to refinance the debt as currently contemplated.  Our ability to refinance the debt will depend on the conditions of the capital markets and our financial condition at the time.  There can be no assurance that refinancing alternatives will be available on terms acceptable to us or at all. Even if refinancing alternatives are available to us, we may not find them suitable or at comparable interest rates to the indebtedness being refinanced, and our annual cash interest payment obligations could increase further.  In addition, the terms of our existing or future debt agreements may restrict us from securing a refinancing on terms that are available to us at that time.  If we are unable to continue to obtain sources of refinancing or generate sufficient cash through liquidity-generating transactions, we could face substantial liquidity problems, which could have a material adverse effect on our financial condition and on our ability to meet our obligations.

We frequently evaluate strategic opportunities both within and outside our existing lines of business. We expect from time to time to pursue acquisitions or dispositions, which could be material.  Our and our subsidiaries’ significant amount of indebtedness may limit our ability to pursue acquisitions or dispositions.  The terms of our existing or future debt agreements may also restrict our ability to engage in these transactions.

Based on our current and anticipated levels of operations and conditions in our markets, we believe that cash on hand, cash flow from operations and borrowing capacity under our receivables based credit facility will enable us to meet our working capital, capital expenditure, debt service and other funding requirements for at least the next 12 months.  Significant assumptions underlie this belief, including, among other things, that we will continue to be successful in implementing our business strategy and that there will be no material adverse developments in our business, liquidity or capital requirements.  We cannot assure you that this will be the case.  If our future cash flows from operations and other financing sources are insufficient to pay our debt obligations as they mature or to fund our liquidity needs, we may be forced to reduce or delay our business activities and capital expenditures, sell material assets, seek additional capital or refinance our and our subsidiaries’ debt.  We cannot assure you that we would be able to accomplish any of these alternatives on a timely basis or on satisfactory terms, if at all.

We were in compliance with the covenants contained in our material financing agreements as of December 31, 2015, including the maximum consolidated senior secured net debt to consolidated EBITDA limitation contained in our senior secured credit facilities. We believe our long-term plans, which include promoting spending in our industries and capitalizing on our diverse geographic and product opportunities, including the continued investment in our media and entertainment initiatives and continued deployment of digital displays, will enable us to generate cash flows from operations, together with cash on hand, sufficient to meet our liquidity and funding requirements long term.  However, our anticipated results are subject to significant uncertainty and there can be no assurance that we will be able to maintain compliance with these covenants.  In addition, our ability to comply with these covenants may be affected by events beyond our control, including prevailing economic, financial and industry conditions. The breach of any covenants set forth in our financing agreements would result in a default thereunder. An event of default would permit the lenders under a defaulted financing agreement to declare all indebtedness thereunder to be due and payable prior to maturity. Moreover, the lenders under the receivables based credit facility under our senior secured credit facilities would have the option to terminate their commitments to make further extensions of credit thereunder. If we are unable to repay our obligations under any secured credit facility, the lenders could proceed against any assets that were pledged to secure such facility. In addition, a default or acceleration under any of our material financing agreements could cause a default under other of our obligations that are subject to cross-default and cross-acceleration provisions. The threshold amount for a cross-default under the senior secured credit facilities is $100.0 million.

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Sources of Capital
As of December 31, 2015 and 2014, we had the following debt outstanding, net of cash and cash equivalents:
		December 31,
(In millions)		2015		2014
Senior Secured Credit Facilities:
	Term Loan B Facility Due 2016		-		916.1
	Term Loan C - Asset Sale Facility Due 2016		-		15.2
	Term Loan D Facility Due 2019		5,000.0		5,000.0
	Term Loan E Facility Due 2019		1,300.0		1,300.0
Receivables Based Credit Facility Due 2017 (1)			230.0		-
9.0% Priority Guarantee Notes Due 2019			1,999.8		1,999.8
9.0% Priority Guarantee Notes Due 2021			1,750.0		1,750.0
11.25% Priority Guarantee Notes Due 2021			575.0		575.0
9.0% Priority Guarantee Notes Due 2022			1,000.0		1,000.0
10.625% Priority Guarantee Notes Due 2023			950.0		-
Subsidiary Revolving Credit Facility due 2018(2)			-		-
Other Secured Subsidiary Debt			25.2		19.2
Total Secured Debt			12,830.0		12,575.3
14.0% Senior Notes Due 2021			1,695.1		1,661.7
Legacy Notes:
	5.5% Senior Notes Due 2016		192.9		192.9
	6.875% Senior Notes Due 2018		175.0		175.0
	7.25% Senior Notes Due 2027		300.0		300.0
10.0% Senior Notes Due 2018			730.0		730.0
Subsidiary Senior Notes:
	6.5% Series A Senior Notes Due 2022		735.8		735.8
	6.5% Series B Senior Notes Due 2022		1,989.2		1,989.2
Subsidiary Senior Subordinated Notes:
	7.625% Series A Senior Notes Due 2020		275.0		275.0
	7.625% Series B Senior Notes Due 2020		1,925.0		1,925.0
Subsidiary 8.75% Senior Notes due 2020			225.0		-
Other Subsidiary Debt			0.2		1.0
Purchase accounting adjustments and original issue discount			(204.6)		(234.9)
Total Debt			20,868.6		20,326.0
Less:  Cash and cash equivalents			772.7		457.0
		$	20,095.9	$	19,869.0
(1)	The receivables based credit facility provides for borrowings of up to the lesser of $535.0 million (the revolving credit commitment) or the borrowing base amount, as defined under the receivables based credit facility, subject to certain limitations contained in our material financing agreements.
(2)	The subsidiary revolving credit facility provides for borrowings of up to $75.0 million (the revolving credit commitment).

Our subsidiaries have from time to time repurchased certain debt obligations of ours and equity securities outstanding of Parent and CCOH, and may in the future, as part of various financing and investment strategies, purchase additional outstanding indebtedness of ours or our subsidiaries or outstanding equity securities of Parent or CCOH, in tender offers, open market purchases, privately negotiated transactions or otherwise. We or our subsidiaries may also sell certain assets, securities, or properties. These purchases or sales, if any, could have a material positive or negative impact on our liquidity available to repay outstanding debt obligations or on our consolidated results of operations. These transactions could also require or result in amendments to the agreements governing outstanding debt obligations or changes in our leverage or other financial ratios, which could have a material positive or negative impact on our ability to comply with the covenants contained in our debt agreements. These transactions, if any,

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will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

Senior Secured Credit Facilities

As of December 31, 2015, we had a total of $6,300.0 million outstanding under our senior secured credit facilities, consisting of:

·a $5.0 billion Term Loan D, which matures on January 30, 2019; and

·a $1.3 billion Term Loan E, which matures on July 30, 2019.

we may raise incremental Term Loans of up to (a) $1.5 billion, plus (b) the excess, if any, of (x) 0.65 times pro forma consolidated EBITDA (as calculated in the manner provided in the senior secured credit facilities documentation), over (y) $1.5 billion, plus (c) the aggregate amount of certain principal prepayments made in respect of the Term Loans under the senior secured credit facilities. Availability of such incremental Term Loans is subject, among other things, to the absence of any default, pro forma compliance with the financial covenant and the receipt of commitments by existing or additional financial institutions.

We are the primary borrower under the senior secured credit facilities, except that certain of our domestic restricted subsidiaries are co-borrowers under a portion of the Term Loan facilities.

Interest Rate and Fees

Borrowings under our senior secured credit facilities bear interest at a rate equal to an applicable margin plus, at our option, either (i) a base rate determined by reference to the higher of (A) the prime lending rate publicly announced by the administrative agent or (B) the Federal funds effective rate from time to time plus 0.50%, or (ii) a Eurocurrency rate determined by reference to the costs of funds for deposits for the interest period relevant to such borrowing adjusted for certain additional costs.

The margin percentages applicable to the Term Loan facilities are the following percentages per annum:

·With respect to loans under the Term Loan D, (i) 5.75% in the case of base rate loans and (ii) 6.75% in the case of Eurocurrency rate loans; and

·with respect to loans under the Term Loan E, (i) 6.50% in the case of base rate loans and (ii) 7.50% in the case of Eurocurrency rate loans.

The margin percentages are subject to adjustment based upon our leverage ratio.

Prepayments

The senior secured credit facilities require us to prepay outstanding Term Loans, subject to certain exceptions, with:

•50% (which percentage may be reduced to 25% and to 0% based upon our leverage ratio) of our annual excess cash flow (as calculated in accordance with the senior secured credit facilities), less any voluntary prepayments of Term Loans and subject to customary credits;

•100% of the net cash proceeds of sales or other dispositions of specified assets being marketed for sale (including casualty and condemnation events), subject to certain exceptions;

•100% (which percentage may be reduced to 75% and 50% based upon our leverage ratio) of the net cash proceeds of sales or other dispositions by us or our wholly-owned restricted subsidiaries of assets other than specified assets being marketed for sale, subject to reinvestment rights and certain other exceptions;

•100% of the net cash proceeds of (i) any incurrence of certain debt, other than debt permitted under our senior secured credit facilities, (ii) certain securitization financing (iii) certain issuances of Permitted Additional Notes (as defined in the senior secured credit facilities) and (iv) certain issuances of Permitted Unsecured Notes and Permitted Senior Secured Notes (as defined in the senior secured credit facilities); and

•Net cash proceeds received by us as dividends or distributions from indebtedness incurred at CCOH provided that the Consolidated Leverage Ratio of CCOH is no greater than 7.00 to 1.00.

The foregoing prepayments will be applied at our option to the Term Loans (on a pro rata basis) in one of the following cases: (i) first to outstanding Term Loan D and second to outstanding Term Loan E, (ii) first to outstanding Term Loan E and second to outstanding Term Loan D or (iii) ratably to outstanding Term Loan D and Term Loan E. 

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We may voluntarily repay outstanding loans under the senior secured credit facilities at any time without premium or penalty, other than customary “breakage” costs with respect to Eurocurrency rate loans.

Amendments and Repayments

On October 25, 2012, we amended the terms of our senior secured credit facilities (the “Amendments”).  The Amendments, among other things: (i) permit exchange offers of Term Loans for new debt securities in an aggregate principal amount of up to $5.0 billion (including the $2.0 billion of 9.0% priority guarantee notes due 2019 issued in October 2012); (ii) provide us with greater flexibility to prepay tranche A Term Loans; (iii) following the repayment or extension of all tranche A Term Loans, permit below par non-pro rata purchases of Term Loans pursuant to customary Dutch auction procedures whereby all lenders of the class of Term Loans offered to be purchased will be offered an opportunity to participate; (iv) following the repayment or extension of all tranche A Term Loans, permit the repurchase of junior debt maturing before January 2016 with cash on hand in an amount not to exceed $200.0 million; (v) combine the Term Loan B, the delayed draw Term Loan 1 and the delayed draw Term Loan 2 under the senior secured credit facilities; (vi) preserve revolving credit facility capacity in the event we repay all amounts outstanding under the revolving credit facility; and (vii) eliminate certain restrictions on the ability of CCOH and its subsidiaries to incur debt.  On October 31, 2012, we repaid and permanently cancelled the commitments under our revolving credit facility, which was set to mature in July 2014.

On February 28, 2013, we repaid all $846.9 million of loans outstanding under our Term Loan A facility.

On May 31, 2013, we further amended the terms of our senior secured credit facilities by extending a portion of Term Loan B and Term Loan C loans due 2016 through the creation of a new $5.0 billion Term Loan D due January 30, 2019. The amendment also permitted us to make applicable high yield discount obligation catch-up payments beginning after May 2018 with respect to the new Term Loan D and beginning in June 2018 with respect to the 14.0% Senior Notes due 2021, which were issued in connection with the exchange of a portion of the Senior Cash Pay Notes and Senior Toggle Notes.

In connection with the December 2013 refinancing discussed later, we further amended the terms of our senior secured credit facilities on December 18, 2013, to extend a portion of the Term Loan B and Term Loan C due 2016 through the creation of a new $1.3 billion Term Loan E due July 30, 2019.

On September 10, 2014, we prepaid at par $729.0 million of the loans outstanding under its 9% Term Loan B facility and $12.1 million of the loans outstanding under its Term Loan C-asset sale facility, using the net proceeds of the 2022 Priority Guarantee Notes due 2022 issued on such date.

On September 29, 2014, we prepaid at par $245.9 million of the loans outstanding under its 9% Term Loan B facility and $4.1 million of the loans outstanding under its Term Loan C-asset sale facility, using the net proceeds of the 2022 Priority Guarantee Notes due 2022 issued on such date.  

On February 26, 2015, we prepaid at par $916.1 million of loans outstanding under its Term Loan B facility and $15.2 million of loans outstanding under its Term Loan C asset sale facility, using a portion of the net proceeds of the 10.625% Priority Guarantee Notes due 2023 issued on such date.

Collateral and Guarantees

The senior secured credit facilities are guaranteed by us and each of our existing and future material wholly-owned domestic restricted subsidiaries, subject to certain exceptions.

All obligations under the senior secured credit facilities, and the guarantees of those obligations, are secured, subject to permitted liens, including prior liens permitted by the indenture governing our senior notes, and other exceptions, by:

·a lien on our capital stock;

·100% of the capital stock of any future material wholly-owned domestic license subsidiary that is not a “Restricted Subsidiary” under the indenture governing our legacy notes;

·certain assets that do not constitute “principal property” (as defined in the indenture governing our legacy notes);

·certain specified assets of ours and the guarantors that constitute “principal property” (as defined in the indenture governing our legacy notes) securing obligations under the senior secured credit facilities up to the maximum amount permitted to be secured by such assets without requiring equal and ratable security under the indenture governing our legacy notes; and

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·a lien on the accounts receivable and related assets securing our receivables based credit facility that is junior to the lien securing our obligations under such credit facility.

Certain Covenants and Events of Default

The senior secured credit facilities require us to comply on a quarterly basis with a financial covenant limiting the ratio of consolidated secured debt, net of cash and cash equivalents, to consolidated EBITDA (as defined by our senior secured credit facilities) for the preceding four quarters.  our secured debt consists of the senior secured credit facilities, the receivables-based credit facility, the priority guarantee notes and certain other secured subsidiary debt.  As required by the definition of consolidated EBITDA in our senior secured credit facilities, our consolidated EBITDA for the preceding four quarters of $1.8 billion is calculated as operating income (loss) before depreciation, amortization, impairment charges and other operating income (expense), net plus share-based compensation and is further adjusted for the following items: (i) costs incurred in connection with the closure and/or consolidation of facilities, retention charges, consulting fees and other permitted activities; (ii) extraordinary, non-recurring or unusual gains or losses or expenses and severance; (iii) non-cash charges; (iv) cash received from nonconsolidated affiliates; and (v) various other items.

The following table reflects a reconciliation of consolidated EBITDA (as defined by our senior secured credit facilities) to operating income and net cash provided by operating activities for the four quarters ended December 31, 2015:
		Four Quarters Ended
(In Millions)		December 31, 2015
Consolidated EBITDA (as defined by our senior secured credit facilities)		$	1,849.4
Less adjustments to consolidated EBITDA (as defined by our senior secured credit facilities):
	Costs incurred in connection with the closure and/or consolidation of facilities, retention charges,    consulting fees and other permitted activities		(46.8)
	Extraordinary, non-recurring or unusual gains or losses or expenses and severance (as referenced in the definition of consolidated EBITDA in our senior secured credit facilities)		(20.5)
	Non-cash charges		(21.8)
	Cash received from nonconsolidated affiliates		-
	Other items		(0.9)
Less: Depreciation and amortization, Impairment charges, Other operating income (expense), net,    and Share-based compensation expense			(610.0)
Operating income			1,149.4
Plus: Depreciation and amortization, Impairment charges, Gain (loss) on disposal of operating and fixed assets,     and Share-based compensation expense			599.4
Less: Interest expense			(1,805.5)
Less: Current income tax expense			(59.1)
Plus: Other income (expense), net			13.1
Adjustments to reconcile consolidated net loss to net cash provided by operating activities (including    Provision for doubtful accounts, Amortization of deferred financing charges and note discounts, net    and Other reconciling items, net)			65.9
Change in assets and liabilities, net of assets acquired and liabilities assumed			(40.5)
Net cash used for operating activities		$	(77.3)

The maximum ratio permitted under this financial covenant for the four quarters ended December 31, 2015 was 8.75:1.  At December 31, 2015, the ratio was 6.5:1.

In addition, the senior secured credit facilities include negative covenants that, subject to significant exceptions, limit our ability and the ability of its restricted subsidiaries to, among other things:

·incur additional indebtedness;

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·create liens on assets;

·engage in mergers, consolidations, liquidations and dissolutions;

·sell assets;

·pay dividends and distributions or repurchase our capital stock;

·make investments, loans, or advances;

·prepay certain junior indebtedness;

·engage in certain transactions with affiliates;

·amend material agreements governing certain junior indebtedness; and

·change lines of business.

The senior secured credit facilities include certain customary representations and warranties, affirmative covenants and events of default, including payment defaults, breach of representations and warranties, covenant defaults, cross-defaults to certain indebtedness, certain events of bankruptcy, certain events under ERISA, material judgments, the invalidity of material provisions of the senior secured credit facilities documentation, the failure of collateral under the security documents for the senior secured credit facilities, the failure of the senior secured credit facilities to be senior debt under the subordination provisions of certain of our subordinated debt and a change of control. If an event of default occurs, the lenders under the senior secured credit facilities will be entitled to take various actions, including the acceleration of all amounts due under the senior secured credit facilities and all actions permitted to be taken by a secured creditor.

Receivables Based Credit Facility

As of December 31, 2015, there was $230.0 million aggregate principal amount outstanding under our receivables based credit facility.

The receivables based credit facility provides revolving credit commitments of $535.0 million, subject to a borrowing base. The borrowing base at any time equals 90% of the eligible accounts receivable of ours and certain of our subsidiaries. The receivables based credit facility includes a letter of credit sub-facility and a swingline loan sub-facility.

We and certain subsidiary borrowers are the borrowers under the receivables based credit facility. We have the ability to designate one or more of our restricted subsidiaries as borrowers under the receivables based credit facility. The receivables based credit facility loans are available in U.S. dollars and letters of credit are available in a variety of currencies including U.S. dollars, Euros, Pounds Sterling, and Canadian dollars.

Interest Rate and Fees

Borrowings under the receivables based credit facility bear interest at a rate per annum equal to an applicable margin plus, at our option, either (i) a base rate determined by reference to the highest of (a) the prime rate of Citibank, N.A. and (b) the Federal Funds rate plus 0.50% or (ii) a Eurocurrency rate determined by reference to the rate (adjusted for statutory reserve requirements for Eurocurrency liabilities) for Eurodollar deposits for the interest period relevant to such borrowing. The applicable margin for borrowings under the receivables based credit facility ranges from 1.50% to 2.00% for Eurocurrency borrowings and from 0.50% to 1.00% for base-rate borrowings, depending on average daily excess availability under the receivables based credit facility during the prior fiscal quarter.

In addition to paying interest on outstanding principal under the receivables based credit facility, we are required to pay a commitment fee to the lenders under the receivables based credit facility in respect of the unutilized commitments thereunder.  The commitment fee rate ranges from 0.25% to 0.375% per annum dependent upon average unused commitments during the prior quarter. we must also pay customary letter of credit fees.

Maturity

Borrowings under the receivables based credit facility will mature, and lending commitments thereunder will terminate, on the fifth anniversary of the effectiveness of the receivables based credit facility (December 24, 2017), provided that, (a) the maturity date will be October 31, 2015 if on October 30, 2015, greater than $500.0 million in aggregate principal amount is owing under certain of our Term Loan credit facilities, (b) the maturity date will be May 3, 2016 if on May 2, 2016 greater than $500.0 million aggregate principal amount of our 10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016 are outstanding and (c) in the case of any debt under clauses (a) and (b) that is amended or refinanced in any manner that extends the maturity date of such debt to a date that is on or before the date that is five years after the effectiveness of the receivables based credit facility, the maturity date will be one day prior to the maturity date of such debt after giving effect to such amendment or refinancing if greater than $500,000,000 in aggregate principal amount of such debt is outstanding.

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Prepayments

If at any time the sum of the outstanding amounts under the receivables based credit facility exceeds the lesser of (i) the borrowing base and (ii) the aggregate commitments under the facility, we will be required to repay outstanding loans and cash collateralize letters of credit in an aggregate amount equal to such excess. we may voluntarily repay outstanding loans under the receivables based credit facility at any time without premium or penalty, other than customary “breakage” costs with respect to Eurocurrency rate loans. Any voluntary prepayments we make will not reduce our commitments under the receivables based credit facility.

Guarantees and Security

The facility is guaranteed by, subject to certain exceptions, the guarantors of our senior secured credit facilities. All obligations under the receivables based credit facility, and the guarantees of those obligations, are secured by a perfected security interest in all of our and all of the guarantors’ accounts receivable and related assets and proceeds thereof that is senior to the security interest of our senior secured credit facilities in such accounts receivable and related assets and proceeds thereof, subject to permitted liens, including prior liens permitted by the indenture governing certain of our senior notes (the “Legacy Notes”), and certain exceptions.

Certain Covenants and Events of Default

If borrowing availability is less than the greater of (a) $50.0 million and (b) 10% of the aggregate commitments under the receivables based credit facility, in each case, for five consecutive business days (a “Liquidity Event”), we will be required to comply with a minimum fixed charge coverage ratio of at least 1.00 to 1.00 for fiscal quarters ending on or after the occurrence of the Liquidity Event, and will be continued to comply with this minimum fixed charge coverage ratio until borrowing availability exceeds the greater of (x) $50.0 million and (y) 10% of the aggregate commitments under the receivables based credit facility, in each case, for 30 consecutive calendar days, at which time the Liquidity Event shall no longer be deemed to be occurring. In addition, the receivables based credit facility includes negative covenants that, subject to significant exceptions, limit our ability and the ability of our restricted subsidiaries to, among other things:

·incur additional indebtedness;

·create liens on assets;

·engage in mergers, consolidations, liquidations and dissolutions;

·sell assets;

·pay dividends and distributions or repurchase capital stock;

·make investments, loans, or advances;

·prepay certain junior indebtedness;

·engage in certain transactions with affiliates;

·amend material agreements governing certain junior indebtedness; and

·change lines of business.

The receivables based credit facility includes certain customary representations and warranties, affirmative covenants and events of default, including payment defaults, breach of representations and warranties, covenant defaults, cross-defaults to certain indebtedness, certain events of bankruptcy, certain events under ERISA, material judgments and a change of control. If an event of default occurs, the lenders under the receivables based credit facility will be entitled to take various actions, including the acceleration of all amounts due under our receivables based credit facility and all actions permitted to be taken by a secured creditor.

9.0% Priority Guarantee Notes Due 2019

As of December 31, 2015, we had outstanding $2.0 billion aggregate principal amount of 9.0% priority guarantee notes due 2019 (the “9.0% Priority Guarantee Notes due 2019”).

The 9.0% Priority Guarantee Notes due 2019 mature on December 15, 2019 and bear interest at a rate of 9.0% per annum, payable semi-annually in arrears on June 15 and December 15 of each year, which began on June 15, 2013. The 9.0% Priority Guarantee Notes due 2019 are our senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior basis by the guarantors named in the indenture. The Priority Guarantee Notes due 2019 and the guarantors’ obligations under the guarantees are secured by (i) a lien on (a) our capital stock and (b) certain property and related assets that do not constitute “principal property” (as defined in the indenture governing certain Legacy Notes of ours), in each case equal in priority to the liens securing the obligations under our senior secured credit facilities, the 9.0% Priority Guarantee Notes due 2021, the 11.25% Priority Guarantee

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Notes  due 2021, the 9.0% Priority Guarantee Notes due 2022 and the 10.625% Priority Guarantee Notes due 2023, subject to certain exceptions, and (ii) a lien on the accounts receivable and related assets securing our receivables based credit facility junior in priority to the lien securing our obligations thereunder, subject to certain exceptions. In addition to the collateral granted to secure the 9.0% Priority Guarantee Notes due 2019, the collateral agent and the trustee for the 9.0% Priority Guarantee Notes due 2019 entered into an agreement with the administrative agent for the lenders under the senior secured credit facilities to turn over to the trustee under the 9.0% Priority Guarantee Notes due 2019, for the benefit of the holders of the 9.0% Priority Guarantee Notes due 2019, a pro rata share of any recovery received on account of the principal properties, subject to certain terms and conditions.

We may redeem the 9.0% Priority Guarantee Notes due 2019 at our option, in whole or part, at any time prior to July 15, 2015, at a price equal to 100% of the principal amount of the 9.0% Priority Guarantee Notes due 2019 redeemed, plus accrued and unpaid interest to the redemption date and plus an applicable premium. We may redeem the 9.0% Priority Guarantee Notes due 2019, in whole or in part, on or after July 15, 2015, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.  Prior to July 15, 2015, we may elect to redeem up to 40% of the aggregate principal amount of the 9.0% Priority Guarantee Notes due 2019 at a redemption price equal to 109.0% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings.

The indenture governing the 9.0% Priority Guarantee Notes due 2019 contains covenants that limit our ability and the ability of our restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) modify any of our existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of our assets. The indenture contains covenants that limit our ability, iHeartMedia Capital I, LLC’s ability and the ability of our restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the 9.0% Priority Guarantee Notes due 2019. The indenture also provides for customary events of default.

9.0% Priority Guarantee Notes Due 2021

As of December 31, 2015, we had outstanding $1.75 billion aggregate principal amount of 9.0% priority guarantee notes due 2021 (the “9.0% Priority Guarantee Notes due 2021”).

The 9.0% Priority Guarantee Notes due 2021 mature on March 1, 2021 and bear interest at a rate of 9.0% per annum, payable semi-annually in arrears on March 1 and September 1 of each year, which began on September 1, 2011. The 9.0% Priority Guarantee Notes due 2021 are our senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior basis by the guarantors named in the indenture. The 9.0% Priority Guarantee Notes due 2021 and the guarantors’ obligations under the guarantees are secured by (i) a lien on (a) our capital stock and (b) certain property and related assets that do not constitute “principal property” (as defined in the indenture governing certain Legacy Notes of ours), in each case equal in priority to the liens securing the obligations under our senior secured credit facilities, the 9.0% Priority Guarantee Notes due 2019, the 11.25% Priority Guarantee Notes due 2021, the 9.0% Priority Guarantee Notes due 2022 and the 10.625% Priority Guarantee Notes due 2023, subject to certain exceptions, and (ii) a lien on the accounts receivable and related assets securing our receivables based credit facility junior in priority to the lien securing our obligations thereunder, subject to certain exceptions.

We may redeem the 9.0% Priority Guarantee Notes due 2021 at our option, in whole or part, at any time prior to March 1, 2016, at a price equal to 100% of the principal amount of the 9.0% Priority Guarantee Notes due 2021 redeemed, plus accrued and unpaid interest to the redemption date and plus an applicable premium. We may redeem the 9.0% Priority Guarantee Notes due 2021, in whole or in part, on or after March 1, 2016, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.  At any time on or before March 1, 2014, we may elect to redeem up to 40% of the aggregate principal amount of the 9.0% Priority Guarantee Notes due 2021 at a redemption price equal to 109.0% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings.

The indenture governing the 9.0% Priority Guarantee Notes due 2021 contains covenants that limit our ability and the ability of our restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) modify any of our existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of our assets. The indenture contains covenants that limit our ability, iHeartMedia Capital I, LLC’s ability and the ability of our restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the 9.0% Priority Guarantee Notes due 2021. The indenture also provides for customary events of default.

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11.25% Priority Guarantee Notes Due 2021

As of December 31, 2015, we had outstanding $575.0 million aggregate principal amount of 11.25% Priority Guarantee Notes due 2021 (the “11.25% Priority Guarantee Notes due 2021”).

The 11.25% Priority Guarantee Notes due 2021 mature on March 1, 2021 and bear interest at a rate of 11.25% per annum, payable semi-annually on March 1 and September 1 of each year, which began on September 1, 2013. The 11.25% Priority Guarantee Notesdue 2021 are our senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior basis by the guarantors named in the indenture governing such notes. The 11.25% Priority Guarantee Notes due 2021 and the guarantors’ obligations under the guarantees are secured by (i) a lien on (a) our capital stock and (b) certain property and related assets that do not constitute “principal property” (as defined in the indenture governing certain Legacy Notes of ours), in each case equal in priority to the liens securing the obligations under our senior secured credit facilities, the 9.0% Priority Guarantee Notes due 2019, the 9.0% Priority Guarantee Notes due 2021, the 9.0% Priority Guarantee Notes due 2022 and the 10.625% Priority Guarantee Notes due 2023, subject to certain exceptions, and (ii) a lien on the accounts receivable and related assets securing our receivables based credit facility junior in priority to the lien securing our obligations thereunder, subject to certain exceptions.

We may redeem the 11.25% Priority Guarantee Notes due 2021 at our option, in whole or part, at any time prior to March 1, 2016, at a price equal to 100% of the principal amount of the 11.25% Priority Guarantee Notes due 2021 redeemed, plus accrued and unpaid interest to the redemption date and plus an applicable premium.  In addition, until March 1, 2016, we may elect to redeem up to 40% of the aggregate principal amount of the 11.25% Priority Guarantee Notes due 2021 at a redemption price equal to 111.25% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings.  We may redeem the 11.25% Priority Guarantee Notes due 2021, in whole or in part, on or after March 1, 2016, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.

The indenture governing the 11.25% Priority Guarantee Notes due 2021 contains covenants that limit our ability and the ability of our restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) modify any of our existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of our assets. The indenture contains covenants that limit our ability, iHeartMedia Capital I, LLC’s ability and the ability of its restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the 11.25% Priority Guarantee Notes due 2021. The indenture also provides for customary events of default.

9.0% Priority Guarantee Notes Due 2022

As of December 31, 2015, we had outstanding $1.0 billion aggregate principal amount of 9.0% priority guarantee notes due 2022 (the “9.0% Priority Guarantee Notes due 2022”).

The 9.0% Priority Guarantee Notes due 2022 mature on September 15, 2022 and bear interest at a rate of 9.0% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, which began on March 15, 2015. The 9.0% Priority Guarantee Notes due 2022 are our senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior basis by the guarantors named in the indenture. The 9.0% Priority Guarantee Notes due 2022 and the guarantors’ obligations under the guarantees are secured by (i) a lien on (a) our capital stock and (b) certain property and related assets that do not constitute “principal property” (as defined in the indenture governing certain Legacy Notes of ours), in each case equal in priority to the liens securing the obligations under our senior secured credit facilities, the 9.0% Priority Guarantee Notes due 2019, the 9.0% Priority Guarantee Notes due 2021, the 11.25% Priority Guarantee Notes due 2021 and the 10.625% Priority Guarantee Notes due 2023, subject to certain exceptions, and (ii) a lien on the accounts receivable and related assets securing our receivables based credit facility junior in priority to the lien securing our obligations thereunder, subject to certain exceptions.

We may redeem the 9.0% Priority Guarantee Notes due 2022 at our option, in whole or part, at any time prior to September 15, 2017, at a price equal to 100% of the principal amount of the 9.0% Priority Guarantee Notes due 2022 redeemed, plus accrued and unpaid interest to the redemption date and plus an applicable premium. We may redeem the 9.0% Priority Guarantee Notes due 2022, in whole or in part, on or after September 15, 2017, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.  At any time on or before September 15, 2017, we may elect to redeem up to 40% of the aggregate principal amount of the 9.0% Priority Guarantee Notes due 2022 at a redemption price equal to 109.0% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings.

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The indenture governing the 9.0% Priority Guarantee Notes due 2022 contains covenants that limit our ability and the ability of our restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) modify any of our existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of our assets. The indenture contains covenants that limit our ability, iHeartMedia Capital I, LLC’s ability and the ability of its restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the 9.0% Priority Guarantee Notes due 2022. The indenture also provides for customary events of default.

10.625% Priority Guarantee Notes Due 2023

As of December 31, 2015, we had outstanding $950.0 million aggregate principal amount of 10.625% priority guarantee notes due 2023 (the “10.625% Priority Guarantee Notes due 2023”).

The 10.625% Priority Guarantee Notes due 2023 mature on March 15, 2023 and bear interest at a rate of 10.625% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, which began on September 15, 2015. The 10.625% Priority Guarantee Notes due 2023 are our senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior basis by the guarantors named in the indenture. The 10.625% Priority Guarantee Notes due 2023 and the guarantors’ obligations under the guarantees are secured by (i) a lien on (a) the capital stock and (b) certain property and related assets that do not constitute “principal property” (as defined in the indenture governing certain Legacy Notes of ours), in each case equal in priority to the liens securing the obligations under our senior secured credit facilities, the 9.0% Priority Guarantee Notes due 2019, the 9.0% Priority Guarantee Notes due 2021, the 11.25% Priority Guarantee Notes due 2021 and the 9.0% Priority Guarantee Notes due 2022, subject to certain exceptions, and (ii) a lien on the accounts receivable and related assets securing our receivables based credit facility junior in priority to the lien securing our obligations thereunder, subject to certain exceptions.

We may redeem the 10.625% Priority Guarantee Notes due 2023 at its option, in whole or part, at any time prior to March 15, 2018, at a price equal to 100% of the principal amount of the 10.625% Priority Guarantee Notes due 2023 redeemed, plus accrued and unpaid interest to the redemption date and plus an applicable premium. We may redeem the 10.625% Priority Guarantee Notes due 2023, in whole or in part, on or after March 15, 2018, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.  At any time on or before March 15, 2018, we may elect to redeem up to 40% of the aggregate principal amount of the 10.625% Priority Guarantee Notes due 2023 at a redemption price equal to 110.625% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings.

The indenture governing the 10.625% Priority Guarantee Notes due 2023 contains covenants that limit our ability and the ability of its restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) modify any of our existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of our assets. The indenture contains covenants that limit our ability, iHeartMedia Capital I, LLC’s ability and the ability of its restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the 10.625% Priority Guarantee Notes due 2023. The indenture also provides for customary events of default.

Subsidiary Senior Revolving Credit Facility Due 2018

During the third quarter of 2013, CCOH entered into a five-year senior secured revolving credit facility with an aggregate principal amount of $75.0 million.  The revolving credit facility may be used for working capital needs, to issue letters of credit and for other general corporate purposes.  At December 31, 2015, there were no amounts outstanding under the revolving credit facility, and $59.4 million of letters of credit under the revolving credit facility, which reduce availability under the facility.

The revolving credit facility contains a springing covenant that requires CCOH to maintain a secured leverage ratio (as defined in the revolving credit facility) of not more than 1.5:1 that is tested at the end of a quarter if availability under the facility is less than 75% of the aggregate commitments under the facility as of the end of the quarter.  CCOH was in compliance with the secured leverage ratio covenant as of December 31, 2015.

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Senior Cash Pay Notes and Senior Toggle Notes

As of December 31, 2015, we had no principal amounts outstanding of 10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016.  In August 2014, we fully redeemed the remaining notes with proceeds from the issuance of 14.0% Senior Notes due 2021.

14.0% Senior Notes due 2021

As of December 31, 2015, we had outstanding approximately $1.7 billion of aggregate principal amount of 14.0% Senior Notes due 2021 (net of $431.9 million principal amount issued to, and held by, a subsidiary of ours).

The Senior Notes due 2021 mature on February 1, 2021.  Interest on the Senior Notes due 2021 is payable semi-annually on February 1 and August 1 of each year, which began on August 1, 2013.  Interest on the Senior Notes due 2021 will be paid at the rate of (i) 12.0% per annum in cash and (ii) 2.0% per annum through the issuance of payment-in-kind notes (the “PIK Notes”).  Any PIK Notes issued in certificated form will be dated as of the applicable interest payment date and will bear interest from and after such date. All PIK Notes issued will mature on February 1, 2021 and have the same rights and benefits as the Senior Notes due 2021. Beginning with the interest payment due August 1, 2018 and continuing on each interest payment date thereafter, redemptions of a portion of the principal amount then outstanding will become due for purposes of applicable high yield discount obligation (“AHYDO”) catch-up payments.

The Senior Notes due 2021 are fully and unconditionally guaranteed on a senior basis by the guarantors named in the indenture governing such notes.  The guarantee is structurally subordinated to all existing and future indebtedness and other liabilities of any subsidiary of the applicable subsidiary guarantor that is not also a guarantor of the Senior Notes due 2021.  The guarantees are subordinated to the guarantees of our senior secured credit facility and certain other permitted debt, but rank equal to all other senior indebtedness of the guarantors.

We may redeem or purchase the Senior Notes due 2021 at its option, in whole or in part, at any time prior to August 1, 2015, at a redemption price equal to 100% of the principal amount of Senior Notes due 2021 redeemed plus an applicable premium.  In addition, until August 1, 2015, we may, at our option, on one or more occasions, redeem up to 60% of the then outstanding aggregate principal amount of Senior Notes due 2021 at a redemption price equal to (x) with respect to the first 30% of the then outstanding aggregate principal amount of the Senior Notes due 2021, 109.0% of the aggregate principal amount thereof and (y) with respect to the next 30% of the then outstanding aggregate principal amount of the Senior Notes due 2021, 112.0% of the aggregate principal amount thereof, in each case plus accrued and unpaid interest thereon to the applicable redemption date.  We may redeem the Senior Notes due 2021, in whole or in part, on or after August 1, 2015, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.

The indenture governing the Senior Notes due 2021 contains covenants that limit our ability and the ability of our restricted subsidiaries to, among other things: (i) incur additional indebtedness or issue certain preferred stock; (ii) pay dividends on, or make distributions in respect of, their capital stock or repurchase their capital stock; (iii) make certain investments or other restricted payments; (iv) sell certain assets; (v) create liens or use assets as security in other transactions; (vi) merge, consolidate or transfer or dispose of substantially all of their assets; (vii) engage in transactions with affiliates; and (viii) designate their subsidiaries as unrestricted subsidiaries.

Legacy Notes

As of December 31, 2015, we had approximately $667.9 million aggregate principal amount of senior notes outstanding (net of $57.1 million aggregate principal amount held by a subsidiary of ours).

The senior notes were the obligations of ours prior to the merger. The senior notes are senior, unsecured obligations that are effectively subordinated to our secured indebtedness to the extent of the value of our assets securing such indebtedness and are not guaranteed by any of our subsidiaries and, as a result, are structurally subordinated to all indebtedness and other liabilities of our subsidiaries.  The senior notes rank equally in right of payment with all of our existing and future senior indebtedness and senior in right of payment to all existing and future subordinated indebtedness.

10.0% Senior Notes due 2018

As of December 31, 2015, we had outstanding $730.0 million aggregate principal amount of senior notes due 2018 (net of $120.0 million aggregate principal amount held by a subsidiary of ours).  The senior notes due 2018 mature on January 15, 2018 and

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bear interest at a rate of 10.0% per annum, payable semi-annually on January 15 and July 15 of each year, which began on July 15, 2014.

The senior notes due 2018 are senior, unsecured obligations that are effectively subordinated to our secured indebtedness to the extent of the value of our assets securing such indebtedness and are not guaranteed by any of our subsidiaries and, as a result, are structurally subordinated to all indebtedness and other liabilities of our subsidiaries. The senior notes due 2018 rank equally in right of payment with all of our existing and future senior indebtedness and senior in right of payment to all existing and future subordinated indebtedness.

CCWH Senior Notes

As of December 31, 2015, CCWH senior notes represented $2.7 billion aggregate principal amount of indebtedness outstanding, which consisted of $735.75 million aggregate principal amount of Series A Senior Notes due 2022 (the “Series A CCWH Senior Notes”) and $1,989.25 million aggregate principal amount of Series B CCWH Senior Notes due 2022 (the “Series B CCWH Senior Notes”).  The CCWH Senior Notes are guaranteed by CCOH, Clear Channel Outdoor, Inc. (“CCOI”) and certain of CCOH’s direct and indirect subsidiaries.

The CCWH Senior Notes are senior obligations that rank pari passu in right of payment to all unsubordinated indebtedness of CCWH and the guarantees of the CCWH Senior Notes rank pari passu in right of payment to all unsubordinated indebtedness of the guarantors.  Interest on the CCWH Senior Notes is payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year, which began on May 15, 2013.

At any time prior to November 15, 2017, CCWH could redeem the CCWH Senior Notes, in whole or in part, at a price equal to 100% of the principal amount of the CCWH Senior Notes plus a “make-whole” premium, together with accrued and unpaid interest, if any, to the redemption date. CCWH may redeem the CCWH Senior Notes, in whole or in part, on or after November 15, 2017, at the redemption prices set forth in the applicable indenture governing the CCWH Senior Notes plus accrued and unpaid interest to the redemption date. At any time on or before November 15, 2015, CCWH may elect to redeem up to 40% of the then outstanding aggregate principal amount of the CCWH Senior Notes at a redemption price equal to 106.500% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings, subject to certain restrictions. Notwithstanding the foregoing, neither CCOH nor any of its subsidiaries is permitted to make any purchase of, or otherwise effectively cancel or retire any Series A CCWH Senior Notes or Series B CCWH Senior Notes if, after giving effect thereto and, if applicable, any concurrent purchase of or other addition with respect to any Series B CCWH Senior Notes or Series A CCWH Senior Notes, as applicable, the ratio of (a) the outstanding aggregate principal amount of the Series A CCWH Senior Notes to (b) the outstanding aggregate principal amount of the Series B CCWH Senior Notes shall be greater than 0.25, subject to certain exceptions.

The indenture governing the Series A CCWH Senior Notes contains covenants that limit CCOH and its restricted subsidiaries ability to, among other things:

·incur or guarantee additional debt to persons other than us and our subsidiaries (other than CCOH) or issue certain preferred stock;

·create liens on its restricted subsidiaries’ assets to secure such debt;

·create restrictions on the payment of dividends or other amounts to CCOH from its restricted subsidiaries that are not guarantors of the CCWH Senior Notes;

·enter into certain transactions with affiliates; and

·merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets.

In addition, the indenture governing the Series A CCWH Senior Notes provides that if CCWH (i) makes an optional redemption of the Series B CCWH Senior Notes or purchases or makes an offer to purchase the Series B CCWH Senior Notes at or above 100% of the principal amount thereof, then CCWH shall apply a pro rata amount to make an optional redemption or purchase a pro rata amount of the Series A CCWH Senior Notes or (ii) makes an asset sale offer under the indenture governing the Series B CCWH Senior Notes, then CCWH shall apply a pro rata amount to make an offer to purchase a pro rata amount of Series A CCWH Senior Notes.

The indenture governing the Series A CCWH Senior Notes does not include limitations on dividends, distributions, investments or asset sales.

The indenture governing the Series B CCWH Senior Notes contains covenants that limit CCOH and its restricted subsidiaries ability to, among other things:

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·incur or guarantee additional debt or issue certain preferred stock;

·redeem, repurchase or retire CCOH’s subordinated debt;

·make certain investments;

·create liens on its or its restricted subsidiaries’ assets to secure debt;

·create restrictions on the payment of dividends or other amounts to it from its restricted subsidiaries that are not guarantors of the CCWH Senior Notes;

·enter into certain transactions with affiliates;

·merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets;

·sell certain assets, including capital stock of its subsidiaries;

·designate its subsidiaries as unrestricted subsidiaries; and

·pay dividends, redeem or repurchase capital stock or make other restricted payments.

The Series A CCWH Senior Notes indenture and Series B CCWH Senior Notes indenture restrict CCOH’s ability to incur additional indebtedness but permit CCOH to incur additional indebtedness based on an incurrence test.  In order to incur (i) additional indebtedness under this test, CCOH’s debt to adjusted EBITDA ratios (as defined by the indentures) must be lower than 7.0:1 and 5.0:1 for total debt and senior debt, respectively,  and (ii) additional indebtedness that is subordinated to the CCWH Senior Notes under this test, CCOH’s debt to adjusted EBITDA ratios (as defined by the indentures) must be lower than 7.0:1 for total debt.  The indentures contain certain other exceptions that allow CCOH to incur additional indebtedness. The Series B CCWH Senior Notes indenture also permits CCOH to pay dividends from the proceeds of indebtedness or the proceeds from asset sales if its debt to adjusted EBITDA ratios (as defined by the indentures) are lower than 7.0:1 and 5.0:1 for total debt and senior debt, respectively. The Series A CCWH Senior Notes indenture does not limit CCOH’s ability to pay dividends.  The Series B CCWH Senior Notes indenture contains certain exceptions that allow CCOH to pay dividends, including (i) $525.0 million of dividends made pursuant to general restricted payment baskets and (ii) dividends made using proceeds received upon a demand by CCOH of amounts outstanding under the revolving promissory note issued by us to CCOH.

CCWH Senior Subordinated Notes

As of December 31, 2015, CCWH Subordinated Notes represented $2.2 billion of aggregate principal amount of indebtedness outstanding, which consist of $275.0 million aggregate principal amount of 7.625% Series A Senior Subordinated Notes due 2020 (the “Series A CCWH Subordinated Notes”) and $1,925.0 million aggregate principal amount of 7.625% Series B Senior Subordinated Notes due 2020 (the “Series B CCWH Subordinated Notes”).  Interest on the CCWH Subordinated Notes is payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year, which began on September 15, 2012.

The CCWH Subordinated Notes are CCWH’s senior subordinated obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior subordinated basis by CCOH, CCOI and certain of CCOH’s other domestic subsidiaries. The CCWH Subordinated Notes are unsecured senior subordinated obligations that rank junior to all of CCWH’s existing and future senior debt, including the CCWH Senior Notes, equally with any of CCWH’s existing and future senior subordinated debt and ahead of all of CCWH’s existing and future debt that expressly provides that it is subordinated to the CCWH Subordinated Notes. The guarantees of the CCWH Subordinated Notes rank junior to each guarantor’s existing and future senior debt, including the CCWH Senior Notes, equally with each guarantor’s existing and future senior subordinated debt and ahead of each guarantor’s existing and future debt that expressly provides that it is subordinated to the guarantees of the CCWH Subordinated Notes.

At any time prior to March 15, 2015, CCWH may have redeemed the CCWH Subordinated Notes, in whole or in part, at a price equal to 100% of the principal amount of the CCWH Subordinated Notes plus a “make-whole” premium, together with accrued and unpaid interest, if any, to the redemption date. CCWH may redeem the CCWH Subordinated Notes, in whole or in part, on or after March 15, 2015, at the redemption prices set forth in the applicable indenture governing the CCWH Subordinated Notes plus accrued and unpaid interest to the redemption date. At any time on or before March 15, 2015, CCWH may have elected to redeem up to 40% of the then outstanding aggregate principal amount of the CCWH Subordinated Notes at a redemption price equal to 107.625% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings, subject to certain restrictions.  Notwithstanding the foregoing, neither CCOH nor any of its subsidiaries is permitted to make any purchase of, or otherwise effectively cancel or retire any Series A CCWH Subordinated Notes or Series B CCWH Subordinated Notes if, after giving effect thereto and, if applicable, any concurrent purchase of or other addition with respect to any Series B CCWH Subordinated Notes or Series A CCWH Subordinated Notes, as applicable, the ratio of (a) the outstanding aggregate principal amount of the Series A CCWH Subordinated  Notes to (b) the outstanding aggregate principal amount of the Series B CCWH Subordinated Notes shall be greater than 0.25, subject to certain exceptions.

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The indenture governing the Series A CCWH Subordinated Notes contains covenants that limit CCOH and its restricted subsidiaries ability to, among other things:

·incur or guarantee additional debt to persons other than us and our subsidiaries (other than CCOH) or issue certain preferred stock;

·create restrictions on the payment of dividends or other amounts to CCOH from its restricted subsidiaries that are not guarantors of the notes;

·enter into certain transactions with affiliates; and

·merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of CCOH’s assets.

In addition, the indenture governing the Series A CCWH Subordinated Notes provides that if CCWH (i) makes an optional redemption of the Series B CCWH Subordinated Notes or purchases or makes an offer to purchase the Series B CCWH Subordinated Notes at or above 100% of the principal amount thereof, then CCWH shall apply a pro rata amount to make an optional redemption or purchase a pro rata amount of the Series A CCWH Subordinated Notes or (ii) makes an asset sale offer under the indenture governing the Series B CCWH Subordinated Notes, then CCWH shall apply a pro rata amount to make an offer to purchase a pro rata amount of Series A CCWH Subordinated Notes.

The indenture governing the Series A CCWH Subordinated Notes does not include limitations on dividends, distributions, investments or asset sales.

The indenture governing the Series B CCWH Subordinated Notes contains covenants that limit CCOH and its restricted subsidiaries ability to, among other things:

·incur or guarantee additional debt or issue certain preferred stock;

·make certain investments;

·create restrictions on the payment of dividends or other amounts to CCOH from its restricted subsidiaries that are not guarantors of the notes;

·enter into certain transactions with affiliates;

·merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of CCOH’s assets;

·sell certain assets, including capital stock of CCOH’s subsidiaries;

·designate CCOH’s subsidiaries as unrestricted subsidiaries; and

·pay dividends, redeem or repurchase capital stock or make other restricted payments.

The Series A CCWH Subordinated Notes indenture and Series B CCWH Subordinated Notes indenture restrict CCOH’s ability to incur additional indebtedness but permit CCOH to incur additional indebtedness based on an incurrence test.  In order to incur additional indebtedness under this test, CCOH’s debt to adjusted EBITDA ratios (as defined by the indentures) must be lower than 7.0:1.  The indentures contain certain other exceptions that allow CCOH to incur additional indebtedness. The Series B CCWH Subordinated Notes indenture also permits CCOH to pay dividends from the proceeds of indebtedness or the proceeds from asset sales if its debt to adjusted EBITDA ratios (as defined by the indentures) is lower than 7.0:1.  The Series A CCWH Senior Subordinated Notes indenture does not limit CCOH’s ability to pay dividends.  The Series B CCWH Subordinated Notes indenture contains certain exceptions that allow CCOH to pay dividends, including (i) $525.0 million of dividends made pursuant to general restricted payment baskets and (ii) dividends made using proceeds received upon a demand by CCOH of amounts outstanding under the revolving promissory note issued by us to CCOH.

Clear Channel International B.V. Senior Notes

As of December 31, 2015, Clear Channel International B.V., an international subsidiary of ours, had $225.0 million aggregate principal amount outstanding of its 8.75% Senior Notes due 2020 (“CCIBV Senior Notes”).

The CCIBV Senior Notes mature on December 15, 2020 and bear interest at a rate of 8.75% per annum, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on June 15, 2016.  The CCIBV Senior Notes are guaranteed by certain of our International outdoor business’s existing and future subsidiaries. The Company does not guarantee or otherwise assume any liability for the CCIBV Senior Notes. The notes are senior unsecured obligations that rank pari passu in right of payment to all unsubordinated indebtedness of CCIBV, and the guarantees of the notes are senior unsecured obligations that rank pari passu in right of payment to all unsubordinated indebtedness of the guarantors of the notes.

Clear Channel International B.V. may redeem the notes at its option, in whole or part, at any time prior to December 15, 2017, at a price equal to 100% of the principal amount of the notes redeemed, plus a make-whole premium, plus accrued and unpaid

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interest to the redemption date. Clear Channel International B.V. may redeem the notes, in whole or in part, on or after December 15, 2017, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date. At any time on or before December 15, 2017, Clear Channel International B.V. may elect to redeem up to 40% of the aggregate principal amount of the notes at a redemption price equal to 108.75% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net proceeds of one or more equity offerings.

The indenture governing the CCIBV Senior Notes contains covenants that limit Clear Channel International B.V.’s ability and the ability of its restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) transfer or sell assets; (iv) create liens on assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of Clear Channel International B.V.’s assets.

Refinancing and Financing Transactions

2015 Refinancing and Financing Transactions

On February 26, 2015, we issued at par $950.0 million aggregate principal amount of 10.625% Priority Guarantee Notes due 2023.  The notes mature on March 15, 2023 and bear interest at a rate of 10.625% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2015.  we used the net proceeds from the offering primarily to prepay its term loan facilities due 2016.

On December 16, 2015, Clear Channel International B.V. (“CCIBV”), an indirect subsidiary of the Company, issued $225.0 million in aggregate principal amount of 8.75% Senior Notes due 2020. The 8.75% Senior Notes due 2020 bear interest at a rate of 8.75% per annum, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on June 15, 2016.

CCIBV used the net proceeds of the notes, together with cash on hand, to make a loan to its direct parent company, which used the proceeds to repay a loan and make a distribution to its parent company, which, in turn, made indirect distributions to CCOH.  CCOH used the proceeds of the distribution to fund a special cash dividend paid on January 7, 2016 in an aggregate amount equal to approximately $217.8 million to its stockholders.  We received $196.3 million of the dividend through three of our wholly-owned subsidiaries.  We intend to use the proceeds of the special cash dividend for general corporate purposes, including to repurchase or make payments on our outstanding indebtedness.

2014 Refinancing Transactions

On February 14, 2014, CC Finco, an indirect wholly-owned subsidiary of ours, sold $227.0 million in aggregate principal amount of 14.0% Senior Notes due 2021 issued by us to private purchasers in a transaction exempt from registration under the Securities Act of 1933, as amended.  This $227.0 million in aggregate principal amount of 14.0% Senior Notes due 2021, which was previously eliminated in consolidation because the notes were held by a subsidiary, is now reflected on our consolidated balance sheet. CC Finco contributed the net proceeds from the sale of the 14.0% Senior Notes due 2021 to us.

On May 1, 2014, CCU Escrow Corporation issued $850.0 million in aggregate principal amount of 10.0% Senior Notes due 2018 in a private offer.  On June 6, 2014, CCU Escrow Corporation merged into us, and we assumed CCU Escrow Corporation’s obligations under the 10.0% Senior Notes due 2018.  Using the proceeds from the issuance of the 10.0% Senior Notes due 2018, we redeemed $567.1 million aggregate principal amount of our 5.5% Senior Notes due 2014 (including $158.5 million principal amount of the notes held by a subsidiary of ours) and $241.0 million aggregate principal amount of our 4.9% Senior Notes due 2015.

On August 22, 2014, we issued and sold $222.2 million in aggregate principal amount of new 14.0% Senior Notes due 2021 to CC Finco in a transaction exempt from registration under the Securities Act of 1933, as amended. The new 14.0% Senior Notes due 2021 were issued as additional notes under the indenture governing our existing 14.0% Senior Notes due 2021. On August 22, 2014, we redeemed all of the outstanding $94.3 million aggregate principal amount of 10.75% Senior Cash Pay Notes due 2016 and $127.9 million aggregate principal amount of 11.00%/11.75% Senior Toggle Notes due 2016 using proceeds of the issuance of the new 14.0% Senior Notes due 2021.

On September 10, 2014, we issued and sold $750.0 million in aggregate principal amount of 9% Priority Guarantee Notes due 2022 and used the net proceeds of such issuance to prepay at par $729.0 million of the loans outstanding under our term loan B facility and $12.1 million of the loans outstanding under our term loan C-asset sale facility, and to pay accrued and unpaid interest with regard to such loans to, but not including, the date of prepayment.

On September 29, 2014, we issued an additional $250.0 million in aggregate principal amount of 9% Priority Guarantee

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Notes due 2022 and used the proceeds of such issuance to prepay at par $245.9 million of loans outstanding under our term loan B facility and $4.1 million of loans outstanding under our term loan C-asset sale facility, and to pay accrued and unpaid interest with regard to such loans to, but not including, the date of repayment.

2013 Refinancing Transactions

In February 2013, we issued $575.0 million aggregate principal amount of the outstanding 11.25% Priority Guarantee Notes due 2021 and used the net proceeds of such notes, together with the proceeds of borrowings under our receivables based credit facility and cash on hand, to prepay all $846.9 million of loans outstanding under our Term Loan A and to pay related fees and expenses.

During June 2013, we amended our senior secured credit facility by extending a portion of Term Loan B and Term Loan C loans due 2016 through the creation of a new $5.0 billion Term Loan D due January 30, 2019. The amendment also permitted us to make applicable high yield discount obligation catch-up payments beginning in May 2018 with respect to the new Term Loan D and any notes issued in connection with our exchange of our outstanding 10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016.

During June 2013, we exchanged $348.1 million aggregate principal amount of senior cash pay notes for $348.0 million aggregate principal amount of the Senior Notes due 2021 and $917.2 million aggregate principal amount of senior toggle notes (including $452.7 million aggregate principal amount held by a subsidiary of ours) for $853.0 million aggregate principal amount of Senior Notes due 2021 (including $421.0 million aggregate principal amount issued to the subsidiary of ours) and $64.2 million of cash (including $31.7 million of cash paid to the subsidiary of ours), pursuant to the exchange offer.  In connection with the exchange offer and the senior secured credit facility amendment, both of which were accounted for as modifications of existing debt in accordance with ASC 470-50, we incurred expenses of $17.9 million which are included in “Other income (expenses), net”.

Further, in December 2013, we exchanged an additional $353.8 million aggregate principal amount of senior cash pay notes for $389.2 million aggregate principal amount of the Senior Notes due 2021 and $14.2 million of cash as well as an additional $212.1 million aggregate principal amount of senior toggle notes for $233.3 million aggregate principal amount of Senior Notes due 2021 and $8.5 million of cash, pursuant to the exchange offer.  In connection with the exchange offer, which was accounted for as extinguishment of existing debt in accordance with ASC 470-50, we incurred expenses of $84.0 million, which are included in “Loss on extinguishment of debt”.

In addition, during December 2013, we amended our senior secured credit facility by extending a portion of Term Loan B and Term Loan C loans due 2016 through the creation of a new $1.3 billion Term Loan E due July 30, 2019.  In connection with the senior secured credit facility amendment, which was accounted for as modifications of existing debt, we incurred expenses of $5.5 million which are included in “Other income (expenses), net”.

Dispositions and Other

2015

During the first quarter of 2015, the Company sold two office buildings located in San Antonio, Texas for $34.3 million.  Concurrently with the sale of these properties, the Company entered into lease agreements for the continued use of the buildings, pursuant to which the Company will have annual lease payments of $2.6 million.  The Company recognized a gain of $8.1 million on the sale of one of the buildings, which is being recognized over the term of the lease. 

During 2015, we entered into a sale-leaseback arrangement, in which we sold 376 of our broadcast communication tower sites and related assets for $369.9 million.  Simultaneous with the sales, we entered into lease agreements for the continued use of space on 367 of the towers sold.  Upon completion of the transactions, we realized a net gain of $210.6 million, of which $109.0 million was deferred and will be recognized over the lease term.  The Company incurred $13.3 million in operating lease expense in relation to these agreements in the year ended December 31, 2015. On January 15, 2016, we and certain of our subsidiaries completed the final closing for the sale of six of the Company’s broadcast communication tower sites and related assets for approximately $5.5 million.  Simultaneous with the sales, we entered into lease agreements for the continued use of tower space. The leases entered into as a part of these transactions are for a term of fifteen years and include three optional five-year renewal periods.

In the first quarter of 2016, Americas outdoor sold nine non-strategic outdoor markets including Cleveland and Columbus, Ohio, Des Moines, Iowa, Ft. Smith, Arkansas, Memphis, Tennessee, Portland, Oregon, Reno, Nevada, Seattle, Washington and Wichita, Kansas for approximately $602 million in cash and certain advertising assets in Florida.

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2014

During 2014, the Company sold its 50% interest in Australian Radio Network (“ARN”), an Australian company that owns and operates radio stations in Australia and New Zealand.  An impairment charge of $95.4 million was recorded during the fourth quarter of 2013 to write down the investment to its estimated fair value. Upon sale of ARN, the Company recognized a loss of $2.4 million and $11.5 million of foreign exchange losses, which were reclassified from accumulated other comprehensive income. 

During 2014, our International outdoor segment sold its 50% interest in Buspak, a bus advertising company in Hong Kong and recognized a gain on sale of $4.5 million.

2013

During 2013, our Americas outdoor segment divested certain outdoor advertising assets in Times Square for approximately $18.7 million resulting in a gain of $12.2 million.  In addition, our iHM segment exercised a put option that sold five radio stations in the Green Bay market for approximately $17.6 million and recorded a gain of $0.5 million.  These net gains are included in “Other operating income, net.”

We sold our shares of Sirius XM Radio, Inc. for $135.5 million and recognized a gain on the sale of securities of $130.9 million.  This net gain is included in “Gain on sale of marketable securities.”

Uses of Capital

Debt Repurchases, Maturities and Other

2015

On February 26, 2015, we prepaid at par $916.1 million of loans outstanding under its Term Loan B facility and $15.2 million of loans outstanding under its Term Loan C-asset sale facility, using a portion of the net proceeds of the 10.625% Priority Guarantee Notes due 2023 issued on such date.

2014

During the period of October 1, 2014 through December 31, 2014, CC Finco repurchased via open market transactions a total of $177.1 million aggregate principal amount of notes, comprised of $57.1 million of our outstanding 5.5% Senior Notes due 2016 and $120.0 million of our outstanding 10.0% Senior Notes due 2018, for a total purchase price of $159.3 million, including accrued interest. The notes repurchased by CC Finco were not cancelled and remain outstanding.

On September 29, 2014, we prepaid at par $245.9 million of the loans outstanding under its 9% Term Loan B facility and $4.1million of the loans outstanding under its Term Loan C-asset sale facility, using the net proceeds of the Priority Guarantee Notes due 2022 issued on such date.

On September 10, 2014, we prepaid at par $729.0 million of the loans outstanding under its 9% Term Loan B facility and $12.1 million of the loans outstanding under its Term Loan C-asset sale facility, using the net proceeds of the Priority Guarantee Notes due 2022 issued on such date.

On August 22, 2014, we redeemed all of the outstanding $94.3 million aggregate principal amount of 10.75% Senior Cash Pay Notes due 2016 and $127.9 million aggregate principal amount of 11.00%/11.75% Senior Toggle Notes due 2016 using proceeds of the issuance to CC Finco of new 14.0% Senior Notes due 2021.

On June 6, 2014, using the proceeds from the issuance of the 10.0% Senior Notes due 2018, we redeemed $567.1 million aggregate principal amount of our 5.5% Senior Notes due 2014 (including $158.5 million principal amount of the notes held by a subsidiary of ours) and $241.0 million aggregate principal amount of our 4.9% Senior Notes due 2015.

During March 2014, CC Finco repurchased, through open market purchases, a total of $61.9 million aggregate principal amount of notes, comprised of $52.9 million of our outstanding 5.5% Senior Notes due 2014 and $9.0 million of our outstanding 4.9% Senior Notes due 2015, for a total purchase price of $63.1 million, including accrued interest.  CC Finco contributed the notes to a subsidiary of ours and we cancelled these notes subsequent to the purchase.

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During February 2014, we repaid all principal amounts outstanding under its receivables based credit facility, using cash on hand. This voluntary repayment did not reduce the commitments under this facility and we have the ability to redraw amounts under this facility at any time.

2013

During August 2013, we made a $25.3 million scheduled applicable high-yield discount obligation payment to the holders of the senior toggle notes.

During February 2013, using the proceeds from the issuance of the 11.25% Priority Guarantee Notes due 2021 along with borrowings under the receivables based credit facility of $269.5 million and cash on hand, we prepaid all $846.9 million outstanding under its Term Loan A under its senior secured credit facilities.  We recorded a loss of $3.9 million in “Loss on extinguishment of debt” related to the accelerated expensing of loan fees.

During January 2013, we repaid its 5.75% senior notes at maturity for $312.1 million (net of $187.9 million principal amount repaid to a subsidiary of ours with respect to notes repurchased and held by such entity), plus accrued interest, using cash on hand.

Capital Expenditures
Capital expenditures for the years ended December 31, 2015, 2014 and 2013 were as follows:
(In millions)	Years Ended December 31,
	2015		2014		2013
iHM	$	59.0	$	50.4	$	75.7
Americas outdoor advertising		82.2		109.7		96.6
International outdoor advertising		132.5		117.5		100.9
Corporate and Other		22.7		40.6		51.3
Total capital expenditures	$	296.4	$	318.2	$	324.5

Our capital expenditures are not of significant size individually and primarily relate to the ongoing deployment of digital displays and improvements to traditional displays in our Americas outdoor segment as well as new billboard and street furniture contracts and renewals of existing contracts in our International outdoor segment, studio and broadcast equipment at iHM and software at Corporate.

See the Contractual Obligations table under “Commitments, Contingencies and Guarantees” and Note 6 to our Consolidated Financial Statements located in Item 8 of Part II of this Annual Report on Form 10-K for the Company's future capital expenditure commitments.

Dividends

We have not declared any dividends on our common stock since our formation.  Our debt financing arrangements include restrictions on our ability to pay dividends as described in this MD&A, which in turn affects our ability to pay dividends.

Acquisitions

The Company is the beneficiary of Aloha Station Trust, LLC (the “Aloha Trust”), which owns and operates radio stations which the Aloha Trust is required to divest in order to comply with Federal Communication Commission (“FCC”) media ownership rules, and which are being marketed for sale. During 2014, the Aloha Trust completed a transaction in which it exchanged two radio stations for a portfolio of 29 radio stations.  In this transaction the Company received 28 radio stations.  One radio station was placed into the Brunswick Station Trust, LLC in order to comply with FCC media ownership rules where it is being marketed for sale, and the Company is the beneficiary of this trust.  The exchange was accounted for at fair value in accordance with ASC 805, Business Combinations.  The disposal of these radio stations resulted in a gain on sale of $43.5 million, which is included in other operating income.  This acquisition resulted in an aggregate increase in net assets of $49.2 million, which includes $13.8 million in indefinite-lived intangible assets, $10.2 million in definite-lived intangibles, $8.1 million in property, plant and equipment and $0.8 million of assumed liabilities.  In addition, the Company recognized $17.9 million of goodwill.

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Stock Purchases

On August 9, 2010, we announced that our board of directors approved a stock purchase program under which we or our subsidiaries may purchase up to an aggregate of $100.0 million of the Class A common stock of Parent and/or the Class A common stock of CCOH. The stock purchase program does not have a fixed expiration date and may be modified, suspended or terminated at any time at our discretion. As of December 31, 2014, an aggregate $34.2 million was available under this program.  In January 2015, CC Finco, LLC (“CC Finco”), an indirect wholly-owned subsidiary of the Company, purchased 2,000,000 shares of CCOH’s Class A common stock for $20.4 million.  On April 2, 2015, CC Finco purchased an additional 2,172,946 shares of CCOH’s Class A common stock for $22.2 million, increasing our collective holdings to represent slightly more than 90% of the outstanding shares of CCOH’s common stock on a fully-diluted basis, assuming the conversion of all of CCOH’s Class B common stock into Class A common stock. As a result of this purchase, the stock purchase program concluded. The purchase of shares in excess of the amount available under the stock purchase program was separately approved by the board of directors.

On December 3, 2015, Clear Channel Holdings, Inc. contributed 100,000,000 shares of CCOH’s Class B Common Stock to Broader Media, LLC, an indirect wholly-owned subsidiary of the Company, as a capital contribution, to provide greater flexibility in support of future financing transactions, share dispositions and other similar transactions.  

Certain Relationships with the Sponsors

We are party to a management agreement with certain affiliates of Bain Capital Partners, LLC and Thomas H. Lee Partners, L.P. (together, the “Sponsors”) and certain other parties pursuant to which such affiliates of the Sponsors will provide management and financial advisory services until 2018.  These arrangements require management fees to be paid to such affiliates of the Sponsors for such services at a rate not greater than $15.0 million per year, plus reimbursable expenses.  During the years ended December 31, 2015, 2014 and 2013, we recognized management fees and reimbursable expenses of $15.4 million, $15.2 million and $15.8 million, respectively.

CCOH Dividends

In connection with the cash management arrangements for CCOH, we maintain an intercompany revolving promissory note payable by us to CCOH (the “Note”), which consists of the net activities resulting from day-to-day cash management services provided by us to CCOH.  As of December 31, 2015, the balance of the Note was $930.8 million, all of which is payable on demand.  The Note is eliminated in consolidation in our consolidated financial statements.

The Note previously was the subject of litigation. Pursuant to the terms of the settlement of that litigation, CCOH’s board of directors established a committee for the specific purpose of monitoring the Note. That committee has the non-exclusive authority, pursuant to the terms of its charter, to demand payments under the Note under certain specified circumstances tied to the Company’s liquidity or the amount outstanding under the Due from Note as long as CCOH makes a simultaneous dividend equal to the amount so demanded.

On August 11, 2014, in accordance with the terms of its charter, (i) that committee demanded repayment of $175 million outstanding under the Note on such date and (ii) CCOH paid a special cash dividend in aggregate amount equal to $175 million to CCOH’s stockholders of record as of August 4, 2014. As the indirect parent of CCOH, we were entitled to approximately 88% of the proceeds from such dividend through our wholly-owned subsidiaries. The remaining approximately 12% of the proceeds from the dividend, or approximately $21 million, was paid to the public stockholders of CCOH and is included in Dividends and other payments to noncontrolling interests in our consolidated statement of cash flows. We funded the net payment of this $21 million with cash on hand, which reduced the amount of cash we have available to fund our working capital needs, debt service obligations and other obligations. Following satisfaction of the demand, the balance outstanding under the Note was reduced by $175 million.

On December 16, 2015, CCIBV, an indirect subsidiary of the Company and of CCOH, issued $225.0 million in aggregate principal amount of 8.75% Senior Notes due 2020, the proceeds of which were used to fund a dividend by CCOH, which was paid on January 7, 2016.  We received $196.3 million of the dividend through three of our wholly-owned subsidiaries, and approximately $21.5 million was paid to the public stockholders of CCOH.

In the first quarter of 2016, CCOH sold nine non-strategic Americas outdoor markets for an aggregate purchase price of approximately $602 million in cash and certain advertising assets in Florida (the “Transactions”).  Following the completion of the Transactions, the board of directors of CCOH made a demand for the repayment of $300.0 million outstanding on the Note and declared special cash dividends in an aggregate amount of $540.0 million, which were paid on February 4, 2016.  A portion of the proceeds of the Transactions, together with the proceeds from the concurrent $300.0 million repayment of the Note, were used to fund the dividends.  We received $486.5 million of the dividend proceeds ($186.5 million net of our repayment of the Note) through three of our wholly-owned subsidiaries, and approximately $53.5 million was paid to the public stockholders of CCOH.

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Commitments, Contingencies and Guarantees

We are currently involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued our estimate of the probable costs for resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated. These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations for any particular period could be materially affected by changes in our assumptions or the effectiveness of our strategies related to these proceedings.  Please refer to Item 3. “Legal Proceedings” within Part I of this Annual Report on Form 10-K.

Certain agreements relating to acquisitions provide for purchase price adjustments and other future contingent payments based on the financial performance of the acquired companies generally over a one to five-year period.  The aggregate of these contingent payments, if performance targets are met, would not significantly impact our financial position or results of operations.

In addition to our scheduled maturities on our debt, we have future cash obligations under various types of contracts.  We lease office space, certain broadcast facilities, equipment and the majority of the land occupied by our outdoor advertising structures under long-term operating leases.  Some of our lease agreements contain renewal options and annual rental escalation clauses (generally tied to the consumer price index), as well as provisions for our payment of utilities and maintenance.

We have minimum franchise payments associated with non-cancelable contracts that enable us to display advertising on such media as buses, trains, bus shelters and terminals.  The majority of these contracts contain rent provisions that are calculated as the greater of a percentage of the relevant advertising revenue or a specified guaranteed minimum annual payment.  Also, we have non-cancelable contracts in our radio broadcasting operations related to program rights and music license fees.

In the normal course of business, our broadcasting operations have minimum future payments associated with employee and talent contracts.  These contracts typically contain cancellation provisions that allow us to cancel the contract with good cause.

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The scheduled maturities of our senior secured credit facilities, receivables based credit facility, priority guarantee notes, other long-term debt outstanding, and our future minimum rental commitments under non-cancelable lease agreements, minimum payments under other non-cancelable contracts, payments under employment/talent contracts, capital expenditure commitments and other long-term obligations as of December 31, 2015 are as follows:
(In thousands)		Payments due by Period
Contractual Obligations		Total		2016		2017-2018		2019-2020		Thereafter
Long-term Debt:
	Secured Debt	$	12,830,043	$	4,381	$	247,524	$	8,300,780	$	4,277,358
	Senior Notes due 2021 (1)		1,886,585		-		24,818		133,140		1,728,627
	Legacy Notes		667,900		192,900		175,000		-		300,000
	Senior Notes due 2018		730,000		-		730,000		-		-
	CCWH Senior Notes		2,725,000		-		-		-		2,725,000
	CCWH Senior Subordinated Notes		2,200,000		-		-		2,200,000		-
	CCIBV Senior Notes		225,000		-		-		225,000		-
	Other Long-term Debt		165		51		114		-		-
Interest payments on long-term debt (2)			8,323,726		1,754,683		3,416,125		2,150,150		1,002,768
Non-cancelable operating leases			3,915,338		424,613		702,454		582,521		2,205,750
Non-cancelable contracts			1,746,643		521,013		530,006		336,465		359,159
Employment/talent contracts			147,917		83,241		58,301		6,375		-
Capital expenditures			69,003		41,180		12,944		2,334		12,545
Unrecognized tax benefits (3)			113,563		-		-		-		113,563
Other long-term obligations (4)			301,179		(190)		37,414		39,378		224,577
Total		$	35,882,062	$	3,021,872	$	5,934,700	$	13,976,143	$	12,949,347
(1)	Beginning on August 1, 2018 and continuing with each interest payment thereafter, we are required to make certain applicable high yield discount obligation (“AHYDO”) catch-up payments on the principal amount outstanding of Senior Notes due 2021.  Contractual obligations due in the years 2017-2018 and 2019-2020 include $24.8 million and $133.1 million, respectively, related to the AHYDO payments.  The table includes the current principal amount of Senior Notes due 2021 and reflects the assumption of additional PIK notes to be issued at each successive interest payment date in the future until maturity.
(2)	Interest payments on the senior secured credit facilities assume the interest rate is held constant over the remaining term.
(3)	The non-current portion of the unrecognized tax benefits is included in the “Thereafter” column as we cannot reasonably estimate the timing or amounts of additional cash payments, if any, at this time.  For additional information, see Note 7 included in Item 8 of Part II of this Annual Report on Form 10-K.
(4)	Other long-term obligations includes $47.6 million related to asset retirement obligations recorded pursuant to ASC 410-20, which assumes the underlying assets will be removed at some period over the next 50 years. Also included are $.3 million of contract payments in our syndicated radio and media representation businesses and $253.3 million of various other long-term obligations.

Seasonality

Typically, the iHM, Americas outdoor and International outdoor segments experience their lowest financial performance in the first quarter of the calendar year, with International outdoor historically experiencing a loss from operations in that period. Our International outdoor segment typically experiences its strongest performance in the second and fourth quarters of the calendar year. We expect this trend to continue in the future. In addition, the majority of interest payments made in relation to long-term debt are paid in the first and third quarters of each calendar year. 

Market Risk

We are exposed to market risks arising from changes in market rates and prices, including movements in interest rates, foreign currency exchange rates and inflation.

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Interest Rate Risk

A significant amount of our long-term debt bears interest at variable rates. Accordingly, our earnings will be affected by changes in interest rates. As of December 31, 2015, approximately 31% of our aggregate principal amount of long-term debt bears interest at floating rates. Assuming the current level of borrowings and assuming a 100% change in LIBOR, it is estimated that our interest expense for the year ended December 31, 2015 would have changed by $13.3 million.

In the event of an adverse change in interest rates, management may take actions to mitigate our exposure.  However, due to the uncertainty of the actions that would be taken and their possible effects, the preceding interest rate sensitivity analysis assumes no such actions.  Further, the analysis does not consider the effects of the change in the level of overall economic activity that could exist in such an environment.

Foreign Currency Exchange Rate Risk

We have operations in countries throughout the world.  Foreign operations are measured in their local currencies.  As a result, our financial results could be affected by factors such as changes in foreign currency exchange rates or weak economic conditions in the foreign markets in which we have operations.  We believe we mitigate a small portion of our exposure to foreign currency fluctuations with a natural hedge through borrowings in currencies other than the U.S. dollar. Our foreign operations reported net income of $40.5 million for year ended December 31, 2015.  We estimate a 10% increase in the value of the U.S. dollar relative to foreign currencies would have decreased our net income for the year ended December 31, 2015 by $4.1 million.  A 10% decrease in the value of the U.S. dollar relative to foreign currencies during the year ended December 31, 2015 would have increased our net income by a corresponding amount.

This analysis does not consider the implications that such currency fluctuations could have on the overall economic activity that could exist in such an environment in the U.S. or the foreign countries or on the results of operations of these foreign entities.

Inflation

Inflation is a factor in the economies in which we do business and we continue to seek ways to mitigate its effect.  Inflation has affected our performance in terms of higher costs for wages, salaries and equipment.  Although the exact impact of inflation is indeterminable, we believe we have offset these higher costs by increasing the effective advertising rates of most of our broadcasting stations and outdoor display faces in our iHM, Americas outdoor and International outdoor operations.

New Accounting Pronouncements

During the first quarter of 2015, the Company adopted the Financial Accounting Standards Board’s (“FASB”) ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.  This update provides guidance for the recognition, measurement and disclosure of discontinued operations.  The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

During the first quarter of 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810), Amendments to the Consolidation Analysis. This new standard eliminates the deferral of FAS 167, which has allowed entities with interest in certain investment funds to follow the previous consolidation guidance in FIN 46(R) and makes other changes to both the variable interest model and the voting model. The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015.  The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the second quarter of 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This update requires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that direct debt liability.  The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015.  The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the third quarter of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. This update provides a one-year deferral of the effective date for ASU No. 2014-09, Revenue from Contracts with Customers.  ASU No. 2014-09 provides guidance for the recognition, measurement and disclosure of revenue resulting from contracts with customers and will supersede virtually all of the current revenue recognition guidance under U.S. GAAP.  The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017.  The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

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During the third quarter of 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. This update eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Instead, acquirers must recognize measurement-period adjustments during the period in which they determine the amounts, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. The standard is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the fourth quarter of 2015, the Company adopted FASB’s ASU No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes. This update requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

Critical Accounting Estimates

The preparation of our financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of expenses during the reporting period. On an ongoing basis, we evaluate our estimates that are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. The result of these evaluations forms the basis for making judgments about the carrying values of assets and liabilities and the reported amount of expenses that are not readily apparent from other sources. Because future events and their effects cannot be determined with certainty, actual results could differ from our assumptions and estimates, and such difference could be material.  Our significant accounting policies are discussed in the notes to our consolidated financial statements included in Item 8 of Part II of this Annual Report on Form 10-K.  Management believes that the following accounting estimates are the most critical to aid in fully understanding and evaluating our reported financial results, and they require management’s most difficult, subjective or complex judgments, resulting from the need to make estimates about the effect of matters that are inherently uncertain.  The following narrative describes these critical accounting estimates, the judgments and assumptions and the effect if actual results differ from these assumptions.

Allowance for Doubtful Accounts

We evaluate the collectability of our accounts receivable based on a combination of factors.  In circumstances where we are aware of a specific customer’s inability to meet its financial obligations, we record a specific reserve to reduce the amounts recorded to what we believe will be collected.  For all other customers, we recognize reserves for bad debt based on historical experience for each business unit, adjusted for relative improvements or deteriorations in the agings and changes in current economic conditions.

If our agings were to improve or deteriorate resulting in a 10% change in our allowance, we estimated that our bad debt expense for the year ended December 31, 2015 would have changed by approximately $3.5 million.

Leases

The most significant estimates used by management in accounting for leases and the impact of these estimates are as follows:

Expected lease term - Our expected lease term includes both contractual lease periods and cancelable option periods where failure to exercise such options would result in an economic penalty. The expected lease term is used in determining whether the lease is accounted for as an operating lease or a capital lease. A lease is considered a capital lease if the lease term exceeds 75% of the leased asset's useful life. The expected lease term is also used in determining the depreciable life of the asset. An increase in the expected lease term will increase the probability that a lease may be considered a capital lease and will generally result in higher interest and depreciation expense for a leased property recorded on our balance sheet.

Incremental borrowing rate - The incremental borrowing rate is primarily used in determining whether the lease is accounted for as an operating lease or a capital lease. A lease is considered a capital lease if the net present value of the minimum lease payments is greater than 90% of the fair market value of the property. An increase in the incremental borrowing rate decreases the net present value of the minimum lease payments and reduces the probability that a lease will be considered a capital lease.

Fair market value of leased asset - The fair market value of leased property is generally estimated based on comparable market data as provided by third-party sources. Fair market value is used in determining whether the lease is accounted for as an operating lease or a capital lease. A lease is considered a capital lease if the net present value of the minimum lease payments equals

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or exceeds 90% of the fair market value of the leased property. A higher fair market value reduces the likelihood that a lease will be considered a capital lease.

Long-lived Assets

Long-lived assets, including structures and other property, plant and equipment and definite-lived intangibles, are reported at historical cost less accumulated depreciation and amortization. We estimate the useful lives for various types of advertising structures and other long-lived assets based on our historical experience and our plans regarding how we intend to use those assets. Advertising structures have different lives depending on their nature, with large format bulletins generally having longer depreciable lives and posters and other displays having shorter depreciable lives. Street furniture and transit displays are depreciated over their estimated useful lives or appropriate contractual periods, whichever is shorter. Our experience indicates that the estimated useful lives applied to our portfolio of assets have been reasonable, and we do not expect significant changes to the estimated useful lives of our long-lived assets in the future. When we determine that structures or other long-lived assets will be disposed of prior to the end of their useful lives, we estimate the revised useful lives and depreciate the assets over the revised period. We also review long-lived assets for impairment when events and circumstances indicate that depreciable and amortizable long-lived assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value.

We use various assumptions in determining the remaining useful lives of assets to be disposed of prior to the end of their useful lives and in determining the current fair market value of long-lived assets that are determined to be unrecoverable. Estimated useful lives and fair values are sensitive to factors including contractual commitments, regulatory requirements, future expected cash flows, industry growth rates and discount rates, as well as future salvage values. Our impairment loss calculations require management to apply judgment in estimating future cash flows, including forecasting useful lives of the assets and selecting the discount rate that reflects the risk inherent in future cash flows.

If actual results are not consistent with our assumptions and judgments used in estimating future cash flows and asset fair values, we may be exposed to future impairment losses that could be material to our results of operations.

Indefinite-lived Intangible Assets

In connection with the Merger Agreement pursuant to which Parent acquired us in 2008, we allocated the purchase price to all of our assets and liabilities at estimated fair values, including our FCC licenses and our billboard permits.  Indefinite-lived intangible assets, such as our FCC licenses and our billboard permits, are reviewed annually for possible impairment using the direct valuation method as prescribed in ASC 805-20-S99.  Under the direct valuation method, the estimated fair value of the indefinite-lived intangible assets was calculated at the market level as prescribed by ASC 350-30-35.Under the direct valuation method, it is assumed that rather than acquiring indefinite-lived intangible assets as a part of a going concern business, the buyer hypothetically obtains indefinite-lived intangible assets and builds a new operation with similar attributes from scratch.  Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value.  Initial capital costs are deducted from the discounted cash flows model which results in value that is directly attributable to the indefinite-lived intangible assets.

Our key assumptions using the direct valuation method are market revenue growth rates, market share, profit margin, duration and profile of the build-up period, estimated start-up capital costs and losses incurred during the build-up period, the risk-adjusted discount rate and terminal values.  This data is populated using industry normalized information representing an average asset within a market.

Historically, the Company performed its annual impairment test on indefinite-lived intangible assets as of October 1 of each year.  Beginning in the third quarter of 2015, the Company began performing its annual impairment test on July 1 of each year.  

On July 1, 2015, we performed our annual impairment test in accordance with ASC 350-30-35 and did not recognize any aggregate impairment charges related to FCC Licenses and recognized an impairment of $21.6 million related to billboard permits in one of our outdoor markets.

In determining the fair value of our FCC licenses, the following key assumptions were used:

§Revenue growth sales forecasts and published by BIA Financial Network, Inc. (“BIA”), varying by market, were used for the initial four-year period;

§2.0% revenue growth was assumed beyond the initial four-year period;

§Revenue was grown proportionally over a build-up period, reaching market revenue forecast by year 3;

§Operating margins of 12.5% in the first year gradually climb to the industry average margin in year 3 of up to 27.1%, depending on market size; and

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§Assumed discount rates of 9.0% for the 13 largest markets and 9.5% for all other markets.

In determining the fair value of our billboard permits, the following key assumptions were used:

§Industry revenue growth forecast at 3.0% was used for the initial four-year period;

§3.0% revenue growth was assumed beyond the initial four-year period;

§Revenue was grown over a build-up period, reaching maturity by year 2;

§Operating margins gradually climb to the industry average margin of up to 56.0%, depending on market size, by year 3; and

§Assumed discount rate of 8.0%.

While we believe we have made reasonable estimates and utilized appropriate assumptions to calculate the fair value of our indefinite-lived intangible assets, it is possible a material change could occur.  If future results are not consistent with our assumptions and estimates, we may be exposed to impairment charges in the future.  The following table shows the change in the fair value of our indefinite-lived intangible assets that would result from a 100 basis point decline in our discrete and terminal period revenue growth rate and profit margin assumptions and a 100 basis point increase in our discount rate assumption:
(In thousands)	Revenue		Profit		Discount
Description	Growth Rate		Margin		Rates
FCC license	$	394,350	$	153,665	$	445,694
Billboard permits	$	959,600	$	161,500	$	965,100

The estimated fair value of our FCC licenses and billboard permits at July 1, 2015 was $6.1 billion ($3.0 billion for FCC licenses and $3.1 billion for billboard permits), while the carrying value was $3.5 billion.  The estimated fair value of our FCC licenses and billboard permits at October 1, 2014 was $5.5 billion ($2.9 billion for FCC licenses and $2.6 billion for billboard permits), while the carrying value was $3.5 billion.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations.  We test goodwill at interim dates if events or changes in circumstances indicate that goodwill might be impaired.  The fair value of our reporting units is used to apply value to the net assets of each reporting unit.  To the extent that the carrying amount of net assets would exceed the fair value, an impairment charge may be required to be recorded.

The discounted cash flow approach we use for valuing goodwill as part of the two-step impairment testing approach involves estimating future cash flows expected to be generated from the related assets, discounted to their present value using a risk-adjusted discount rate.  Terminal values are also estimated and discounted to their present value.

Historically, the Company performed its annual impairment test on goodwill as of October 1 of each year.  Beginning in the third quarter of 2015, the Company began performing its annual impairment test on July 1 of each year.

On July 1, 2015, we performed our annual impairment test in accordance with ASC 350-30-35, resulting in no goodwill impairment charge. In determining the fair value of our reporting units, we used the following assumptions:

§Expected cash flows underlying our business plans for the periods 2015 through 2019. Our cash flow assumptions are based on detailed, multi-year forecasts performed by each of our operating segments, and reflect the advertising outlook across our businesses.

§Cash flows beyond 2019 are projected to grow at a perpetual growth rate, which we estimated at 2.0% for our iHM segment, 3.0% for our Americas outdoor and International outdoor segments, and 2.0% for our Other segment.

§In order to risk adjust the cash flow projections in determining fair value, we utilized a discount rate of approximately 8.0% to 11.5% for each of our reporting units.

Based on our annual assessment using the assumptions described above, a hypothetical 10.0% reduction in the estimated fair value in each of our reporting units would not result in a material impairment condition.

71

While we believe we have made reasonable estimates and utilized appropriate assumptions to calculate the estimated fair value of our reporting units, it is possible a material change could occur. If future results are not consistent with our assumptions and estimates, we may be exposed to impairment charges in the future. The following table shows the decline in the fair value of each of our reportable segments that would result from a 100 basis point decline in our discrete and terminal period revenue growth rate and profit margin assumptions and a 100 basis point increase in our discount rate assumption:
(In thousands)	Revenue		Profit		Discount
Description	Growth Rate		Margin		Rates
iHM	$	1,440,000	$	320,000	$	1,400,000
Americas Outdoor	$	920,000	$	190,000	$	890,000
International Outdoor	$	450,000	$	230,000	$	420,000

Tax Accruals

Our estimates of income taxes and the significant items giving rise to the deferred tax assets and liabilities are shown in the notes to our consolidated financial statements and reflect our assessment of actual future taxes to be paid on items reflected in the financial statements, giving consideration to both timing and probability of these estimates. Actual income taxes could vary from these estimates due to future changes in income tax law or results from the final review of our tax returns by federal, state or foreign tax authorities.

We use our judgment to determine whether it is more likely than not that our deferred tax assets will be realized.  Deferred tax assets are reduced by valuation allowances if the Company believes it is more than likely than not that some portion or the entire asset will not be realized.

We use our judgment to determine whether it is more likely than not that we will sustain positions that we have taken on tax returns and, if so, the amount of benefit to initially recognize within our financial statements.  We regularly review our uncertain tax positions and adjust our unrecognized tax benefits (UTBs) in light of changes in facts and circumstances, such as changes in tax law, interactions with taxing authorities and developments in case law.  These adjustments to our UTBs may affect our income tax expense.  Settlement of uncertain tax positions may require use of our cash.

Litigation Accruals

We are currently involved in certain legal proceedings.  Based on current assumptions, we have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated.  Future results of operations could be materially affected by changes in these assumptions or the effectiveness of our strategies related to these proceedings.

Management’s estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies.

Insurance Accruals

We are currently self-insured beyond certain retention amounts for various insurance coverages, including general liability and property and casualty.  Accruals are recorded based on estimates of actual claims filed, historical payouts, existing insurance coverage and projected future development of costs related to existing claims. Our self-insured liabilities contain uncertainties because management must make assumptions and apply judgment to estimate the ultimate cost to settle reported claims and claims incurred but not reported as of December 31, 2015.

If actual results are not consistent with our assumptions and judgments, we may be exposed to gains or losses that could be material.  A 10% change in our self-insurance liabilities at December 31, 2015 would have affected our net loss by approximately $2.2 million for the year ended December 31, 2015.

Asset Retirement Obligations

ASC 410-20 requires us to estimate our obligation upon the termination or nonrenewal of a lease, to dismantle and remove our billboard structures from the leased land and to reclaim the site to its original condition.

72

Due to the high rate of lease renewals over a long period of time, our calculation assumes all related assets will be removed at some period over the next 50 years.  An estimate of third-party cost information is used with respect to the dismantling of the structures and the reclamation of the site.  The interest rate used to calculate the present value of such costs over the retirement period is based on an estimated risk-adjusted credit rate for the same period.  If our assumption of the risk-adjusted credit rate used to discount current year additions to the asset retirement obligation decreased approximately 1%, our liability as of December 31, 2015 would not be materially impacted.  Similarly, if our assumption of the risk-adjusted credit rate increased approximately 1%, our liability would not be materially impacted.

Share-Based Compensation

Under the fair value recognition provisions of ASC 718-10, share-based compensation cost is measured at the grant date based on the fair value of the award.  Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility and forfeiture rates, among other factors. If actual results differ significantly from these estimates, our results of operations could be materially impacted.

ITEM 7A.  Quantitative and Qualitative Disclosures about Market Risk

Required information is located within Item 7 of Part II of this Annual Report on Form 10-K.

73

ITEM 8.  Financial Statements and Supplementary Data

 Report of Independent Registered Public Accounting Firm 

The Board of Directors and Shareholder

iHeartCommunications, Inc.

We   We have audited the accompanying consolidated balance sheets of iHeartCommunications, Inc. and subsidiaries as of December 31, 2015 and 2014, and the related consolidated statements of comprehensive loss, changes in shareholder’s deficit and cash flows for each of the three years in the period ended December 31, 2015. Our audits also included the financial statement schedule listed in the Index at Item 15(a)2. These financial statements and schedule are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedule based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of iHeartCommunications, Inc. and subsidiaries at December 31, 2015 and 2014, and the consolidated results of their operations and their cash flows for each of the three years in the period ended December 31, 2015, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedule, when considered in relation to the basic financial statements taken as a whole, presents fairly in all material respects the information set forth therein. 

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company’s internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework)and our report dated February 25, 2016 expressed an unqualified opinion thereon.

/s/ Ernst & Young LLP
San Antonio, Texas
February 25, 2016

74

CONSOLIDATED BALANCE SHEETS OF
iHeartCommunications, Inc. AND SUBSIDIARIES

(In thousands)		December 31,		December 31,
		2015		2014
CURRENT ASSETS
Cash and cash equivalents		$	772,678	$	457,024
Accounts receivable, net of allowance of $34,889 in 2015 and $32,396 in 2014			1,442,038		1,395,248
Prepaid expenses			189,055		191,572
Assets held for sale			295,075		-
Other current assets			112,037		98,506
	Total Current Assets		2,810,883		2,142,350
PROPERTY, PLANT AND EQUIPMENT
Structures, net			1,391,880		1,614,199
Other property, plant and equipment, net			820,676		1,084,865
INTANGIBLE ASSETS AND GOODWILL
Indefinite-lived intangibles - licenses			2,413,483		2,411,071
Indefinite-lived intangibles - permits			971,327		1,066,748
Other intangibles, net			953,660		1,206,727
Goodwill			4,128,887		4,187,424
OTHER ASSETS
Other assets			330,302		289,065
Total Assets		$	13,821,098	$	14,002,449
CURRENT LIABILITIES
Accounts payable		$	153,276	$	132,258
Accrued expenses			834,416		799,475
Accrued interest			279,100		252,900
Deferred income			210,924		176,048
Current portion of long-term debt			181,512		3,604
	Total Current Liabilities		1,659,228		1,364,285
Long-term debt			20,687,082		20,322,414
Deferred income taxes			1,554,898		1,526,095
Other long-term liabilities			526,571		454,863
Commitments and contingent liabilities (Note 6)
SHAREHOLDER'S DEFICIT
Noncontrolling interest			177,615		224,140
Common stock, par value $.001 per share, authorized and issued
	500,000,000 shares in 2015 and 2014, respectively		500		500
Additional paid-in capital			2,066,622		2,101,132
Accumulated deficit			(12,437,011)		(11,682,390)
Accumulated other comprehensive loss			(414,407)		(308,590)
	Total Shareholder's Deficit		(10,606,681)		(9,665,208)
Total Liabilities and Shareholder's Deficit		$	13,821,098	$	14,002,449

See Notes to Consolidated Financial Statements

75

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS OF
iHeartCommunications, Inc. AND SUBSIDIARIES

(In thousands)			Years Ended December 31,
			2015		2014		2013
Revenue			$	6,241,516	$	6,318,533	$	6,243,044
Operating expenses:
	Direct operating expenses (excludes depreciation and amortization)			2,473,345		2,545,448		2,567,210
	Selling, general and administrative expenses (excludes depreciation    and amortization)			1,701,555		1,676,125		1,636,738
	Corporate expenses (excludes depreciation and amortization)			315,564		320,331		313,514
	Depreciation and amortization			673,991		710,898		730,828
	Impairment charges			21,631		24,176		16,970
Other operating income, net				94,001		40,031		22,998
Operating income				1,149,431		1,081,586		1,000,782
Interest expense				1,805,496		1,741,596		1,649,451
Gain (loss) on investments, net				(4,421)		-		130,879
Equity in loss of nonconsolidated affiliates				(902)		(9,416)		(77,696)
Loss on extinguishment of debt				(2,201)		(43,347)		(87,868)
Other income (expense), net				13,056		9,104		(21,980)
Loss before income taxes				(650,533)		(703,669)		(705,334)
Income tax benefit (expense)				(86,957)		(58,489)		121,817
Consolidated net loss				(737,490)		(762,158)		(583,517)
	Less amount attributable to noncontrolling interest			17,131		31,603		23,366
Net loss attributable to the Company			$	(754,621)	$	(793,761)	$	(606,883)
Other comprehensive loss, net of tax:
	Foreign currency translation adjustments			(114,906)		(121,878)		(33,001)
	Unrealized gain on securities and derivatives:
		Unrealized holding gain on marketable securities		553		327		16,576
		Unrealized holding gain on cash flow derivatives		-		-		48,180
	Other adjustments to comprehensive income (loss)			(10,266)		(11,438)		6,732
	Reclassification adjustments			808		3,317		(83,752)
Other comprehensive loss				(123,811)		(129,672)		(45,265)
Comprehensive loss				(878,432)		(923,433)		(652,148)
	Less amount attributable to noncontrolling interest			(22,410)		(21,080)		(2,476)
Comprehensive loss attributable to the Company			$	(856,022)	$	(902,353)	$	(649,672)

See Notes to Consolidated Financial Statements

76

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDER'S DEFICIT OF
iHeartCommunications, Inc. AND SUBSIDIARIES

				Controlling Interest
(In thousands)						Accumulated
		Non-		Additional		Other
		controlling	Common	Paid-in	Accumulated	Comprehensive
		Interest	Stock	Capital	Deficit	Loss	Total
Balances at December 31, 2012		$303,997	$500	$2,135,342	$(10,281,746)	$(153,284)	$(7,995,191)
	Net income (loss)	23,366	-	-	(606,883)	-	(583,517)
	Exercise of stock options and other	4,192	-	(423)	-	-	3,769
	Amortization of share-based compensation	7,725	-	8,990	-	-	16,715
	Dividend declared and paid to    noncontrolling interests	(91,887)	-	-	-	-	(91,887)
	Other	614	-	(1,873)	-	-	(1,259)
	Other comprehensive loss	(2,476)	-	-	-	(42,789)	(45,265)
Balances at December 31, 2013		$245,531	$500	$2,142,036	$(10,888,629)	$(196,073)	$(8,696,635)
	Net income (loss)	31,603	-	-	(793,761)	-	(762,158)
	Exercise of stock options and other	2,237	-	(993)	-	-	1,244
	Amortization of share-based compensation	7,743	-	2,970	-	-	10,713
	Dividend declared and paid to    noncontrolling interests	(40,027)	-	-	-	-	(40,027)
	Purchases of additional noncontrolling interest	(1,944)	-	(42,881)		(3,925)	(48,750)
	Other	77	-		-	-	77
	Other comprehensive loss	(21,080)	-	-	-	(108,592)	(129,672)
Balances at December 31, 2014		$224,140	$500	$2,101,132	$(11,682,390)	$(308,590)	$(9,665,208)
	Net income (loss)	17,131	-	-	(754,621)	-	(737,490)
	Exercise of stock options and other	2,886	-	(671)	-	-	2,215
	Amortization of share-based compensation	8,359	-	2,564	-	-	10,923
	Dividend declared and paid to    noncontrolling interests	(52,384)	-	-	-	-	(52,384)
	Purchases of additional noncontrolling interest	(1,978)	-	(36,403)	-	(4,416)	(42,797)
	Other	1,871	-	-	-	-	1,871
	Other comprehensive loss	(22,410)	-	-	-	(101,401)	(123,811)
Balances at December 31, 2015		$177,615	$500	$2,066,622	$(12,437,011)	$(414,407)	$(10,606,681)

See Notes to Consolidated Financial Statements

77

CONSOLIDATED STATEMENTS OF CASH FLOWS OF
iHeartCommunications, Inc. AND SUBSIDIARIES

(In thousands)			Years Ended December 31,
			2015		2014		2013
Cash flows from operating activities:
	Consolidated net loss		$	(737,490)	$	(762,158)	$	(583,517)
Reconciling items:
	Impairment charges			21,631		24,176		16,970
	Depreciation and amortization			673,991		710,898		730,828
	Deferred taxes			27,848		33,923		(158,170)
	Provision for doubtful accounts			30,579		14,167		20,243
	Amortization of deferred financing charges and note discounts, net			63,838		89,701		124,342
	Share-based compensation			10,923		10,713		16,715
	Gain on disposal of operating and fixed assets			(107,186)		(44,512)		(22,998)
	(Gain) loss on investments			4,421		-		(130,879)
	Equity in loss of nonconsolidated affiliates			902		9,416		77,696
	Loss on extinguishment of debt			2,201		43,347		87,868
	Other reconciling items, net			(28,490)		(14,325)		19,904
	Changes in operating assets and liabilities, net of effects of     acquisitions and dispositions:
		Increase in accounts receivable		(121,574)		(13,898)		(29,605)
		(Increase) decrease in prepaid expenses and other current assets		(20,631)		15,216		(15,081)
		Increase (decrease) in accrued expenses		(15,841)		31,049		25,348
		Increase (decrease) in accounts payable		27,385		6,404		(2,620)
		Increase in accrued interest		59,608		88,560		16,014
		Increase in deferred income		23,516		11,288		7,508
		Changes in other operating assets and liabilities		7,065		(8,849)		12,306
Net cash provided by (used for) operating activities				(77,304)		245,116		212,872
Cash flows from investing activities:
	Proceeds from sale of other investments			579		236,618		135,571
	Purchases of businesses			(27,588)		841		(97)
	Purchases of property, plant and equipment			(296,380)		(318,164)		(324,526)
	Proceeds from disposal of assets			414,278		10,273		81,598
	Purchases of other operating assets			(29,159)		(4,541)		(21,532)
	Purchases of investments			(29,006)		(8,520)		(38)
	Change in other, net			(2,490)		(5,189)		(4,341)
Net cash provided by (used for) investing activities				30,234		(88,682)		(133,365)
Cash flows from financing activities:
	Draws on credit facilities			350,000		68,010		272,252
	Payments on credit facilities			(123,849)		(315,682)		(27,315)
	Proceeds from long-term debt			1,172,777		2,062,475		575,000
	Payments on long-term debt			(931,420)		(2,099,101)		(1,248,860)
	Payments to repurchase noncontrolling interests			(42,797)		(48,750)		(61,143)
	Dividends and other payments to noncontrolling interests			(30,871)		(40,027)		(91,887)
	Deferred financing charges			(18,644)		(26,169)		(18,390)
	Change in other, net			2,214		1,243		4,461
Net cash provided by (used for) financing activities				377,410		(398,001)		(595,882)
Effect of exchange rate changes on cash				(14,686)		(9,560)		(484)
Net increase (decrease) in cash and cash equivalents				315,654		(251,127)		(516,859)
Cash and cash equivalents at beginning of period				457,024		708,151		1,225,010
Cash and cash equivalents at end of period			$	772,678	$	457,024	$	708,151
SUPPLEMENTAL DISCLOSURES:
Cash paid during the year for interest			$	1,686,988	$	1,540,860	$	1,543,455
Cash paid during the year for taxes				52,169		53,074		50,934

See Notes to Consolidated Financial Statements

78

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

iHeartCommunications, Inc. is a Texas corporation (the “Company”) with all of its shares of common stock held by iHeartMedia Capital I, LLC, an indirect, wholly owned subsidiary of iHeartMedia, Inc. (“Parent”). Parent was formed in May 2007 by private equity funds sponsored by Bain Capital Partners, LLC and Thomas H. Lee Partners, L.P. (together, the “Sponsors”) for the purpose of acquiring the business of the Company. The acquisition was completed on July 30, 2008 pursuant to the Agreement and Plan of Merger, dated November 16, 2006, as amended on April 18, 2007, May 17, 2007 and May 13, 2008 (the “Merger Agreement”).

Upon the consummation of the merger, iHeartMedia, Inc. became a public company and the Company was no longer a public company.

All references in this Annual Report on Form 10-K to the “Company,” “we,” “us” and “our” refer to iHeartCommunications, Inc. and its consolidated subsidiaries. 

The Company’s reportable operating segments are iHeartMedia (“iHM”), Americas outdoor advertising (“Americas outdoor”), and International outdoor advertising (“International outdoor”).  The iHM segment provides media and entertainment services via broadcast and digital delivery.  The Americas outdoor and International outdoor segments provide outdoor advertising services in their respective geographic regions using various digital and traditional display types. Included in the “Other” category are the Company’s media representation business, Katz Media Group, as well as other general support services and initiatives, which are ancillary to its other businesses.

We are a holding company and have no significant assets other than the ownership interests in our subsidiaries. All of our operations and all of our operating assets are held by our subsidiaries.  Certain of our outstanding indebtedness is fully and unconditionally guaranteed on a joint and several basis by our parent, iHeartMedia Capital I, LLC (“Capital I”), and certain of our direct and indirect wholly-owned domestic subsidiaries.  Not all of our subsidiaries guarantee our obligations under such outstanding indebtedness.  For a presentation of the allocation of assets, liabilities, equity, revenues and expenses attributable to the guarantors of our indebtedness in conformity with the SEC’s Regulation S-X Rule 3-10(d), please refer to Note 14 to the consolidated financial statements of Capital I as of and for the year ending December 31, 2015.

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates, judgments, and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes including, but not limited to, legal, tax and insurance accruals.  The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances.  Actual results could differ from those estimates.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries.  Also included in the consolidated financial statements are entities for which the Company has a controlling financial interest or is the primary beneficiary.  Investments in companies in which the Company owns 20 percent to 50 percent of the voting common stock or otherwise exercises significant influence over operating and financial policies of the Company are accounted for using the equity method of accounting. All significant intercompany accounts have been eliminated in consolidation.

Certain prior period amounts have been reclassified to conform to the 2015 presentation.  Included in International Outdoor Direct operating expenses and Selling, general and administrative expenses are $8.2 million and $3.2 million, respectively, recorded in the fourth quarter of 2015 to correct for accounting errors included in the results for our Netherlands subsidiary reported in prior years.  Such corrections are not considered to be material to current year or prior year financial results.

The Company is the beneficiary of two trusts created to comply with Federal Communications Commission (“FCC”) ownership rules.  The radio stations owned by the trusts are managed by independent trustees.  The trustees are marketing these stations for sale, and the stations will have to be sold unless any stations may be owned by the Company under then-current FCC rules, in which case the trusts will be terminated with respect to such stations.  The trust agreements stipulate that the Company must fund any operating shortfalls of the trust activities, and any excess cash flow generated by the trusts is distributed to the Company.  The Company is also the beneficiary of proceeds from the sale of stations held in the trusts.  The Company consolidates the trusts in accordance with

79

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

ASC 810-10, which requires an enterprise involved with variable interest entities to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in the variable interest entity, as the trusts were determined to be a variable interest entity and the Company is the primary beneficiary under the trusts.

Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid investments with an original maturity of three months or less.

Accounts Receivable

Accounts receivable are recorded at the invoiced amount, net of reserves for sales returns and allowances, and allowances for doubtful accounts.  The Company evaluates the collectability of its accounts receivable based on a combination of factors.  In circumstances where it is aware of a specific customer’s inability to meet its financial obligations, it records a specific reserve to reduce the amounts recorded to what it believes will be collected.  For all other customers, it recognizes reserves for bad debt based on historical experience of bad debts as a percent of revenue for each business unit, adjusted for relative improvements or deteriorations in the agings and changes in current economic conditions.  The Company believes its concentration of credit risk is limited due to the large number and the geographic diversification of its customers.

Business Combinations

The Company accounts for its business combinations under the acquisition method of accounting. The total cost of an acquisition is allocated to the underlying identifiable net assets, based on their respective estimated fair values. The excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill.  Determining the fair value of assets acquired and liabilities assumed requires management's judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items.  Various acquisition agreements may include contingent purchase consideration based on performance requirements of the investee.  The Company accounts for these payments in conformity with the provisions of ASC 805-20-30, which establish the requirements related to recognition of certain assets and liabilities arising from contingencies.

Property, Plant and Equipment

Property, plant and equipment are stated at cost. Depreciation is computed using the straight-line method at rates that, in the opinion of management, are adequate to allocate the cost of such assets over their estimated useful lives, which are as follows:

Buildings and improvements – 10 to 39 years

              Structures – 3 to 20 years

              Towers, transmitters and studio equipment – 5 to 20 years

              Furniture and other equipment – 2 to 20 years

              Leasehold improvements – shorter of economic life or lease term assuming renewal periods, if appropriate

For assets associated with a lease or contract, the assets are depreciated at the shorter of the economic life or the lease or contract term, assuming renewal periods, if appropriate.  Expenditures for maintenance and repairs are charged to operations as incurred, whereas expenditures for renewal and betterments are capitalized.

The Company tests for possible impairment of property, plant, and equipment whenever events and circumstances indicate that depreciable assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets.  When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value. 

Assets and businesses are classified as held for sale if their carrying amount will be recovered or settled principally through a sale transaction rather than through continuing use. The asset or business must be available for immediate sale and the sale must be highly probable within one year.

Leases

Most of the Company’s outdoor advertising structures are located on leased land.  Americas outdoor land leases are typically paid in advance for periods ranging from one to 12 months.  International outdoor land leases are paid both in advance and in arrears, for periods ranging from one to 12 months.  Most international street furniture display faces are operated through contracts with municipalities for up to 20 years.  The leased land and street furniture contracts often include a percent of revenue to be paid along

80

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

with a base rent payment.  Prepaid land leases are recorded as an asset and expensed ratably over the related rental term and rent payments in arrears are recorded as an accrued liability.

The Company has entered into leases for tower sites for most of its broadcasting locations.  Tower site leases are typically paid monthly in advance, and have 30-year lease terms including annual rent escalations.  Most tower site leases are operating leases, and operating lease expense is recognized straight-line based on the minimum lease payments for each lease.

Intangible Assets

The Company’s indefinite-lived intangible assets include FCC broadcast licenses in its iHM segment and billboard permits in its Americas outdoor advertising segment.  The Company’s indefinite-lived intangible assets are not subject to amortization, but are tested for impairment at least annually. The Company tests for possible impairment of indefinite-lived intangible assets whenever events or changes in circumstances, such as a significant reduction in operating cash flow or a dramatic change in the manner for which the asset is intended to be used indicate that the carrying amount of the asset may not be recoverable.

The Company performs its annual impairment test for its FCC licenses and permits using a direct valuation technique as prescribed in ASC 805-20-S99.  The Company engages Corporate Valuation Consulting LLC (formerly a Mesirow Financial Consulting Practice), a third party valuation firm, to assist the Company in the development of these assumptions and the Company’s determination of the fair value of its FCC licenses and permits.

Other intangible assets include definite-lived intangible assets and permanent easements.  The Company’s definite-lived intangible assets include primarily transit and street furniture contracts, talent and representation contracts, customer and advertiser relationships, and site-leases, all of which are amortized over the respective lives of the agreements, or over the period of time the assets are expected to contribute directly or indirectly to the Company’s future cash flows.  The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets.  These assets are recorded at cost. Permanent easements are indefinite-lived intangible assets which include certain rights to use real property not owned by the Company.

The Company tests for possible impairment of other intangible assets whenever events and circumstances indicate that they might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets.  When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value.

Goodwill

At least annually, the Company performs its impairment test for each reporting unit’s goodwill.  The Company uses a discounted cash flow model to determine if the carrying value of the reporting unit, including goodwill, is less than the fair value of the reporting unit. The Company identified its reporting units in accordance with ASC 350-20-55. The U.S. radio markets are aggregated into a single reporting unit and the Company’s U.S. outdoor advertising markets are aggregated into a single reporting unit for purposes of the goodwill impairment test.  The Company also determined that within its Americas outdoor segment, Canada constitutes a separate reporting unit and each country in its International outdoor segment constitutes a separate reporting unit.  The Company had no impairment of goodwill in 2015 and 2014. The Company recognized a non-cash impairment charge to goodwill of $10.7 million based on declining future cash flows expected in one country in the International outdoor segment for 2013.

Nonconsolidated Affiliates

In general, investments in which the Company owns 20 percent to 50 percent of the common stock or otherwise exercises significant influence over the investee are accounted for under the equity method.  The Company does not recognize gains or losses upon the issuance of securities by any of its equity method investees.  The Company reviews the value of equity method investments and records impairment charges in the statement of operations as a component of “Equity in earnings (loss) of nonconsolidated affiliates” for any decline in value that is determined to be other-than-temporary.

Other Investments

Other investments are composed primarily of equity securities.  Securities for which fair value is determinable are classified as available-for-sale or trading and are carried at fair value based on quoted market prices.  Securities are carried at historical cost when quoted market prices are unavailable.  The net unrealized gains or losses on the available-for-sale securities, net of tax, are reported in accumulated other comprehensive loss as a component of shareholder’s deficit.

The Company periodically assesses the value of available-for-sale and non-marketable securities and records impairment charges in the statement of comprehensive loss for any decline in value that is determined to be other-than-temporary.  The average cost method

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is used to compute the realized gains and losses on sales of equity securities. Based on these assessments, the Company concluded that other-than-temporary impairments existed at December 31, 2015 and recorded a noncash impairment charge of $5.0 million during the year ended December 31, 2015. Such charge is recorded on the statement of comprehensive loss in “Gain (loss) on investments, net”. There were no impairment charges during the years ended December 31, 2014 and 2013.

Derivative Instruments and Hedging Activities

Prior to the expiration of the Company’s interest rate swap agreement on September 30, 2013, the provisions of ASC 815-10 required the Company to recognize it as either an asset or liability in the consolidated balance sheet at fair value.  The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship, and further, on the type of hedging relationship.  The interest rate swap was designated and qualified as a hedging instrument, and was characterized as a cash flow hedge.  The Company formally documented all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions.  The Company formally assessed, both at inception and at least quarterly thereafter prior to expiration, whether the derivatives that were used in hedging transactions were highly effective in offsetting changes in either the fair value or cash flows of the hedged item.

Financial Instruments

Due to their short maturity, the carrying amounts of accounts and notes receivable, accounts payable, accrued liabilities, and short-term borrowings approximated their fair values at December 31, 2015 and 2014.

Income Taxes

The Company accounts for income taxes using the liability method.  Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting bases and tax bases of assets and liabilities and are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax asset or liability is expected to be realized or settled.  Deferred tax assets are reduced by valuation allowances if the Company believes it is more likely than not that some portion or the entire asset will not be realized.  Generally all earnings from the Company’s foreign operations are permanently reinvested and not distributed. The Company has not provided U.S. federal income taxes for temporary differences with respect to investments in foreign subsidiaries, which at December 31, 2015 currently result in tax basis amounts greater than the financial reporting basis.  It is not apparent that these unrecognized deferred tax assets will reverse in the foreseeable future.  If any excess cash held by our foreign subsidiaries were needed to fund operations in the United States, we could presently repatriate available funds without a requirement to accrue or pay U.S. taxes.  This is a result of significant deficits, as calculated for tax law purposes, in our foreign earnings and profits, which gives us flexibility to make future cash distributions as non-taxable returns of capital.  We regularly review our tax liabilities on amounts that may be distributed in future periods and provide for foreign withholding and other current and deferred taxes on any such amounts.  The determination of the amount of federal income taxes, if any, that might become due in the event that our foreign earnings are distributed is not practicable.

Revenue Recognition

iHM revenue is recognized as advertisements or programs are broadcast and is generally billed monthly.  Outdoor advertising contracts typically cover periods of a few weeks up to one year and are generally billed monthly.  Revenue for outdoor advertising space rental is recognized ratably over the term of the contract.  Advertising revenue is reported net of agency commissions.  Agency commissions are calculated based on a stated percentage applied to gross billing revenue for the Company’s media and entertainment and outdoor operations.  Payments received in advance of being earned are recorded as deferred income.  Revenue arrangements may contain multiple products and services and revenues are allocated based on the relative fair value of each delivered item and recognized in accordance with the applicable revenue recognition criteria for the specific unit of accounting.

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Barter transactions represent the exchange of advertising spots or display space for merchandise, services or other assets.  These transactions are recorded at the estimated fair market value of the advertising spots or display space or the fair value of the merchandise or services received, whichever is most readily determinable.  Revenue is recognized on barter and trade transactions when the advertisements are broadcasted or displayed.  Expenses are recorded ratably over a period that estimates when the merchandise, service or other assets received is utilized, or when the event occurs.  Barter and trade revenues and expenses from continuing operations are included in consolidated revenue and selling, general and administrative expenses, respectively.  Barter and trade revenues and expenses from continuing operations were as follows:
(In millions)	Years Ended December 31,
	2015		2014		2013
Barter and trade revenues	$	132.5	$	77.6	$	71.3
Barter and trade expenses		110.9		74.7		65.5

Advertising Expense

The Company records advertising expense as it is incurred.  Advertising expenses were $129.1 million, $103.0 million and $133.7 million for the years ended December 31, 2015, 2014 and 2013, respectively.

Share-Based Compensation

Under the fair value recognition provisions of ASC 718-10, share-based compensation cost is measured at the grant date based on the fair value of the award.  For awards that vest based on service conditions, this cost is recognized as expense on a straight-line basis over the vesting period. For awards that will vest based on market or performance conditions, this cost will be recognized when it becomes probable that the performance conditions will be satisfied.  Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility and forfeiture rates, among other factors.

The Company does not have any equity incentive plans under which it grants stock awards to employees. Employees of subsidiaries of the Company receive equity awards from Parent’s equity incentive plan or CCOH’s equity incentive plan.

Foreign Currency

Results of operations for foreign subsidiaries and foreign equity investees are translated into U.S. dollars using the average exchange rates during the year.  The assets and liabilities of those subsidiaries and investees are translated into U.S. dollars using the exchange rates at the balance sheet date.  The related translation adjustments are recorded in a separate component of shareholder’s deficit, “Accumulated other comprehensive loss”.  Foreign currency transaction gains and losses are included in operations.

New Accounting Pronouncements

During the first quarter of 2015, the Company adopted the Financial Accounting Standards Board’s (“FASB”) ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.  This update provides guidance for the recognition, measurement and disclosure of discontinued operations. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

During the first quarter of 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810), Amendments to the Consolidation Analysis. This new standard eliminates the deferral of FAS 167, which has allowed entities with interest in certain investment funds to follow the previous consolidation guidance in FIN 46(R) and makes other changes to both the variable interest model and the voting model. The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015.  The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the second quarter of 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This update requires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that direct debt liability.  The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015.  The Company will adopt this standard in the first quarter of 2016.

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During the third quarter of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. This update provides a one-year deferral of the effective date for ASU No. 2014-09, Revenue from Contracts with Customers.  ASU No. 2014-09 provides guidance for the recognition, measurement and disclosure of revenue resulting from contracts with customers and will supersede virtually all of the current revenue recognition guidance under U.S. GAAP.  The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017.  The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the third quarter of 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. This update eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Instead, acquirers must recognize measurement-period adjustments during the period in which they determine the amounts, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. The standard is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the fourth quarter of 2015, the Company adopted FASB’s ASU No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes. This update requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

NOTE 2 – Property, plant and equipment, INTANGIBLE ASSETS AND GOODWILL

Dispositions

During the first quarter of 2015, the Company sold two office buildings located in San Antonio, Texas for $34.3 million.  Concurrently with the sale of these properties, the Company entered into lease agreements for the continued use of the buildings, pursuant to which the Company will have annual lease payments of $2.6 million.  The Company recognized a gain of $8.1 million on the sale of one of the buildings, which is being recognized over the term of the lease. 

During 2015, the Company entered into a sale-leaseback arrangement, in which the Company sold 376 of our broadcast communication tower sites and related assets for $369.9 million.  Simultaneous with the sales, the Company entered into lease agreements for the continued use of space on 367 of the towers sold.  Upon completion of the transactions, the Company realized a net gain of $210.6 million, of which $109.0 million was deferred and will be recognized over the lease term.  The leases entered into as a part of these transactions are for a term of fifteen years and include three optional five-year renewal periods. The Company incurred $13.3 million in operating lease expense in relation to these agreements in the year ended December 31, 2015.

On January 15, 2016, the Company’s Parent and certain of the Company’s subsidiaries completed the final closing for the sale of six of the Company’s broadcast communication tower sites and related assets for approximately $5.5 million.  Simultaneous with the sale, the Company entered into lease agreements for the continued use of space on all six of the towers sold.

During the first quarter of 2016, Americas outdoor sold nine non-strategic outdoor markets including Cleveland and Columbus, Ohio, Des Moines, Iowa, Ft. Smith, Arkansas, Memphis, Tennessee, Portland, Oregon, Reno, Nevada, Seattle, Washington and Wichita, Kansas for approximately $602 million in cash and certain advertising assets in Florida.  As of December 31, 2015, eight of these disposals met the criteria to be classified as held-for-sale and as such, the related assets are separately presented on the face of the Consolidated Balance Sheet. 

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Property, Plant and Equipment
The Company’s property, plant and equipment consisted of the following classes of assets as of December 31, 2015 and 2014, respectively:
(In thousands)	December 31,		December 31,
	2015		2014
Land, buildings and improvements	$	603,234	$	731,925
Structures		2,824,794		2,999,582
Towers, transmitters and studio equipment		347,877		453,044
Furniture and other equipment		591,149		536,255
Construction in progress		69,042		95,671
		4,436,096		4,816,477
Less: accumulated depreciation		2,223,540		2,117,413
Property, plant and equipment, net	$	2,212,556	$	2,699,064

Indefinite-lived Intangible Assets

The Company’s indefinite-lived intangible assets consist of FCC broadcast licenses and billboard permits.  FCC broadcast licenses are granted to radio stations for up to eight years under the Telecommunications Act of 1996 (the “Act”).  The Act requires the FCC to renew a broadcast license if the FCC finds that the station has served the public interest, convenience and necessity, there have been no serious violations of either the Communications Act of 1934 or the FCC’s rules and regulations by the licensee, and there have been no other serious violations which taken together constitute a pattern of abuse.  The licenses may be renewed indefinitely at little or no cost.  The Company does not believe that the technology of wireless broadcasting will be replaced in the foreseeable future.

The Company’s billboard permits are granted for the right to operate an advertising structure at the specified location as long as the structure is in compliance with the laws and regulations of each jurisdiction.  The Company’s permits are located on owned land, leased land or land for which we have acquired permanent easements.  In cases where the Company’s permits are located on leased land, the leases typically have initial terms of between 10 and 20 years and renew indefinitely, with rental payments generally escalating at an inflation-based index.  If the Company loses its lease, the Company will typically obtain permission to relocate the permit or bank it with the municipality for future use. Due to significant differences in both business practices and regulations, billboards in the International outdoor segment are subject to long-term, finite contracts unlike the Company’s permits in the United States and Canada.  Accordingly, there are no indefinite-lived intangible assets in the International outdoor segment.

Annual Impairment Test to FCC Licenses and Billboard Permits

Historically, the Company performed its annual impairment test on indefinite-lived intangible assets as of October 1 of each year.  Beginning in the third quarter of 2015, the Company began performing its annual impairment test on July 1 of each year.  

The impairment tests for indefinite-lived intangible assets consist of a comparison between the fair value of the indefinite-lived intangible asset at the market level with its carrying amount.  If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized equal to that excess.  After an impairment loss is recognized, the adjusted carrying amount of the indefinite-lived asset is its new accounting basis.  The fair value of the indefinite-lived asset is determined using the direct valuation method as prescribed in ASC 805-20-S99.  Under the direct valuation method, the fair value of the indefinite-lived assets is calculated at the market level as prescribed by ASC 350-30-35. The Company engaged Corporate Valuation Consulting LLC (formerly a Mesirow Financial Consulting Practice), a third-party valuation firm, to assist it in the development of the assumptions and the Company’s determination of the fair value of its indefinite-lived intangible assets.

The application of the direct valuation method attempts to isolate the income that is properly attributable to the indefinite-lived intangible asset alone (that is, apart from tangible and identified intangible assets and goodwill).  It is based upon modeling a hypothetical “greenfield” build-up to a “normalized” enterprise that, by design, lacks inherent goodwill and whose only other assets have essentially been paid for (or added) as part of the build-up process.  The Company forecasts revenue, expenses, and cash flows over a ten-year period for each of its markets in its application of the direct valuation method.  The Company also calculates a “normalized” residual year which represents the perpetual cash flows of each market.  The residual year cash flow was capitalized to arrive at the terminal value of the licenses or permits in each market.

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Under the direct valuation method, it is assumed that rather than acquiring indefinite-lived intangible assets as part of a going concern business, the buyer hypothetically develops indefinite-lived intangible assets and builds a new operation with similar attributes from scratch.  Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value.  Initial capital costs are deducted from the discounted cash flow model which results in value that is directly attributable to the indefinite-lived intangible assets.

The key assumptions using the direct valuation method are market revenue growth rates, market share, profit margin, duration and profile of the build-up period, estimated start-up capital costs and losses incurred during the build-up period, the risk-adjusted discount rate and terminal values.  This data is populated using industry normalized information representing an average FCC license or billboard permit within a market.

During 2015, the Company recognized an impairment charge of $21.6 million related to billboard permits in one market.

Other Intangible Assets

Other intangible assets include definite-lived intangible assets and permanent easements.  The Company’s definite-lived intangible assets include primarily transit and street furniture contracts, talent and representation contracts, customer and advertiser relationships, and site-leases and other contractual rights, all of which are amortized over the shorter of either the respective lives of the agreements or over the period of time the assets are expected to contribute directly or indirectly to the Company’s future cash flows. Permanent easements are indefinite-lived intangible assets which include certain rights to use real property not owned by the Company.  The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets.  These assets are recorded at cost.

The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets as of December 31, 2015 and 2014, respectively:
(In thousands)		December 31, 2015				December 31, 2014
		Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Transit, street furniture and other outdoor    contractual rights		$	635,772	$	(457,060)	$	716,723	$	(476,523)
Customer / advertiser relationships			1,222,518		(891,488)		1,222,518		(765,596)
Talent contracts			319,384		(252,526)		319,384		(223,936)
Representation contracts			239,142		(217,770)		238,313		(206,338)
Permanent easements			156,349		-		171,271		-
Other			394,983		(195,644)		388,160		(177,249)
	Total	$	2,968,148	$	(2,014,488)	$	3,056,369	$	(1,849,642)

Total amortization expense related to definite-lived intangible assets for the years ended December 31, 2015, 2014 and 2013 was $237.5 million, $263.4 million, and $289.0 million, respectively.

As acquisitions and dispositions occur in the future, amortization expense may vary.  The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets:
(In thousands)
2016	$	220,166
2017		197,444
2018		127,439
2019		44,030
2020		37,763

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Annual Impairment Test to Goodwill

Historically, the Company performed its annual impairment test on goodwill as of October 1 of each year.  Beginning in the third quarter of 2015, the Company began performing its annual impairment test on July 1 of each year.  

Each of the Company’s U.S. radio markets and outdoor advertising markets are components.  The U.S. radio markets are aggregated into a single reporting unit and the U.S. outdoor advertising markets are aggregated into a single reporting unit for purposes of the goodwill impairment test using the guidance in ASC 350-20-55.  The Company also determined that each country within its Americas outdoor segment and International outdoor segment constitutes a separate reporting unit.

The goodwill impairment test is a two-step process. The first step, used to screen for potential impairment, compares the fair value of the reporting unit with its carrying amount, including goodwill. If applicable, the second step, used to measure the amount of the impairment loss, compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill.

Each of the Company’s reporting units is valued using a discounted cash flow model which requires estimating future cash flows expected to be generated from the reporting unit and discounting such cash flows to their present value using a risk-adjusted discount rate.  Terminal values were also estimated and discounted to their present value.  Assessing the recoverability of goodwill requires the Company to make estimates and assumptions about sales, operating margins, growth rates and discount rates based on its budgets, business plans, economic projections, anticipated future cash flows and marketplace data.  There are inherent uncertainties related to these factors and management’s judgment in applying these factors.

The Company concluded no goodwill impairment charge was required for 2015 or 2014.  In 2013, the Company concluded no goodwill impairment was required for iHM and Americas outdoor.  Based on declining future cash flows expected in one country in the International outdoor segment, the Company recognized a non-cash impairment charge to goodwill of $10.7 million.

The following table presents the changes in the carrying amount of goodwill in each of the Company’s reportable segments:
(In thousands)		iHM		Americas Outdoor Advertising		International Outdoor Advertising		Other		Consolidated
Balance as of December 31, 2013		$	3,270,521	$	585,227	$	264,907	$	81,532	$	4,202,187
	Acquisitions		17,900		-		-		299		18,199
	Foreign currency		-		(653)		(32,369)		-		(33,022)
	Other		60		-		-		-		60
Balance as of December 31, 2014		$	3,288,481	$	584,574	$	232,538	$	81,831	$	4,187,424
	Acquisitions		-		-		10,998		-		10,998
	Foreign currency		-		(709)		(19,644)		-		(20,353)
	Assets held for sale		-		(49,182)		-		-		(49,182)
Balance as of December 31, 2015		$	3,288,481	$	534,683	$	223,892	$	81,831	$	4,128,887

The balance at December 31, 2013 is net of cumulative impairments of $3.5 billion, $2.6 billion, $326.6 million and $212.0 million in the Company’s iHM, Americas outdoor, International outdoor and Other segments, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3 – INVESTMENTS
The following table summarizes the Company's investments in nonconsolidated affiliates and available-for-sale securities:
		Equity Method Investments
(In thousands)		ARN		All Others		Cost Method Investments		Marketable Equity Securities		Total Investments
Balance at December 31, 2013		$	220,750	$	18,055	$	7,783	$	1,942	$	248,530
	Cash advances (repayments)		-		5,263		-		-		5,263
	Acquisitions of investments, net		-		-		8,520		-		8,520
	Equity in earnings (loss)		(12,678)		3,262		-		-		(9,416)
	Foreign currency translation adjustment		1,449		77		(20)		(291)		1,215
	Distributions received		(228)		(1,000)		(14)		-		(1,242)
	Proceeds on sale		(220,783)		(15,820)		-		-		(236,603)
	Other		11,490		(344)		-		327		11,473
Balance at December 31, 2014		$	-	$	9,493	$	16,269	$	1,978	$	27,740
	Cash advances (repayments)		-		2,578		-		-		2,578
	Acquisitions of investments, net		-		17,980		47,546		-		65,526
	Equity in earnings (loss)		-		(902)		-		-		(902)
	Foreign currency transaction adjustment		-		(89)		(13)		(205)		(307)
	Distributions received		-		(1,350)		-		-		(1,350)
	Loss on investments		-		-		(5,000)		-		(5,000)
	Other		-		-		-		553		553
Balance at December 31, 2015		$	-	$	27,710	$	58,802	$	2,326	$	88,838

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Equity method investments in the table above are not consolidated, but are accounted for under the equity method of accounting, whereby the Company records its investments in these entities in the balance sheet as “Other assets.” The Company's interests in their operations are recorded in the statement of comprehensive loss as “Equity in earnings (loss) of nonconsolidated affiliates.” Other cost investments include various investments in companies for which there is no readily determinable market value. 

Australian Radio Network

The Company owned a fifty-percent (50%) interest in Australian Radio Network (“ARN”), an Australian company that owns and operates radio stations in Australia and New Zealand.  An impairment charge of $95.4 million was recorded during the fourth quarter of 2013 to write down the investment to its estimated fair value.  On February 18, 2014, a subsidiary of the Company sold its 50% interest in ARN, recognizing a loss on the sale of $2.4 million and $11.5 million of foreign exchange losses that were reclassified from accumulated other comprehensive income at the date of the sale.

During the fourth quarter of 2015, the Company recorded $36.5 million for investments made in three private companies in exchange for advertising services.  The Company recognized barter revenue of $15.6 million in the fourth quarter of 2015 as services were provided.  The remaining value of advertising services will be provided in 2016.  One of these investments is being accounted for under the equity method of accounting, and two of these investments are being accounted for under the cost method.

The Company recognized other-than-temporary impairments of $5.0 million on cost investments for the year ended December 31, 2015, which was a non-cash impairment charge recorded in “Gain (loss) on investments, net.” 

Marketable Equity Securities

ASC 820-10-35 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.  These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The Company’s marketable equity securities are measured at fair value on each reporting date.

The marketable equity securities are measured at fair value using quoted prices in active markets.  Due to the fact that the inputs used to measure the marketable equity securities at fair value are observable, the Company has categorized the fair value measurements of the securities as Level 1.  As of December 31, 2015 and 2014, the Company held $2.3 million and $2.0 million in marketable equity securities, which are included within Other Assets.

During 2013, the Company sold shares of Sirius XM Radio, Inc. held by it for $135.5 million. In connection with the sale of shares of Sirius XM Radio, Inc., a realized gain of $130.9 million and income tax expense of $48.6 million were reclassified out of accumulated other comprehensive loss into “Gain on marketable securities” and “Income tax benefit,” respectively.  The net difference of $82.3 million is reported as a reduction of “Other comprehensive income (loss).”   

NOTE 4 – ASSET RETIREMENT OBLIGATION

The Company’s asset retirement obligation is reported in “Other long-term liabilities” with the current portion recorded in “Accrued liabilities” and relates to its obligation to dismantle and remove outdoor advertising displays from leased land and to reclaim the site to its original condition upon the termination or non-renewal of a lease or contract.  When the liability is recorded, the cost is capitalized as part of the related long-lived assets’ carrying value.  Due to the high rate of lease renewals over a long period of time, the calculation assumes that all related assets will be removed at some period over the next 50 years.  An estimate of third-party cost information is used with respect to the dismantling of the structures and the reclamation of the site.  The interest rate used to calculate the present value of such costs over the retirement period is based on an estimated risk adjusted credit rate for the same period.

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The following table presents the activity related to the Company’s asset retirement obligation:
(In thousands)		Years Ended December 31,
		2015		2014
Beginning balance		$	54,211	$	59,380
	Adjustment due to changes in estimates		2,082		(5,391)
	Accretion of liability		754		7,858
	Liabilities settled		(6,105)		(5,802)
	Foreign Currency		(2,886)		(1,834)
Ending balance		$	48,056	$	54,211

NOTE 5 – LONG-TERM DEBT
Long-term debt at December 31, 2015 and 2014 consisted of the following:
(In thousands)	December 31,		December 31,
	2015		2014
Senior Secured Credit Facilities		6,300,000		7,231,222
Receivables Based Credit Facility Due 2017		230,000		-
Priority Guarantee Notes		6,274,815		5,324,815
Subsidiary Revolving Credit Facility Due 2018		-		-
Other Secured Subsidiary Debt		25,228		19,257
Total Consolidated Secured Debt		12,830,043		12,575,294
14.0% Senior Notes Due 2021		1,695,097		1,661,697
Legacy Notes		667,900		667,900
10.0% Senior Notes Due 2018		730,000		730,000
Subsidiary Senior Notes		5,150,000		4,925,000
Other Subsidiary Debt		165		1,024
Purchase accounting adjustments and original issue discount		(204,611)		(234,897)
		20,868,594		20,326,018
Less: current portion		181,512		3,604
Total long-term debt	$	20,687,082	$	20,322,414

The Company’s weighted average interest rates at December 31, 2015 and 2014 were 8.5% and 8.1%, respectively.  The aggregate market value of the Company’s debt based on market prices for which quotes were available was approximately $15.2 billion and $19.7 billion at December 31, 2015 and 2014, respectively. Under the fair value hierarchy established by ASC 820-10-35, the fair market value of the Company’s debt is classified as either Level 1 or Level 2.

Senior Secured Credit Facilities
As of December 31, 2015 and 2014, the Company had senior secured credit facilities consisting of:
(In thousands)			December 31,		December 31,
		Maturity Date	2015		2014
Term Loan B		1/29/2016	$	-		916,061
Term Loan C		1/29/2016		-		15,161
Term Loan D		1/30/2019		5,000,000		5,000,000
Term Loan E		7/30/2019		1,300,000		1,300,000
	Total Senior Secured Credit Facilities		$	6,300,000	$	7,231,222

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The Company is the primary borrower under the senior secured credit facilities, except that certain of its domestic restricted subsidiaries are co-borrowers under a portion of the term loan facilities.

Interest Rate and Fees

Borrowings under the Company’s senior secured credit facilities bear interest at a rate equal to an applicable margin plus, at the Company’s option, either (i) a base rate determined by reference to the higher of (A) the prime lending rate publicly announced by the administrative agent or (B) the Federal funds effective rate from time to time plus 0.50%, or (ii) a Eurocurrency rate determined by reference to the costs of funds for deposits for the interest period relevant to such borrowing adjusted for certain additional costs.

The margin percentages applicable to the term loan facilities are the following percentages per annum:

•with respect to loans under the Term Loan D, (i) 5.75% in the case of base rate loans and (ii) 6.75% in the case of Eurocurrency rate loans; and

•with respect to loans under the Term Loan E, (i) 6.50% in the case of base rate loans and (ii) 7.50% in the case of Eurocurrency rate loans.

The margin percentages are subject to adjustment based upon the Company’s leverage ratio.

Collateral and Guarantees

The senior secured credit facilities are guaranteed by the Company and each of its existing and future material wholly-owned domestic restricted subsidiaries, subject to certain exceptions.

All obligations under the senior secured credit facilities, and the guarantees of those obligations, are secured, subject to permitted liens, including prior liens permitted by the indenture governing the the Company’s legacy notes, and other exceptions, by:

•a lien on our capital stock;

•100% of the capital stock of any future material wholly-owned domestic license subsidiary that is not a “Restricted Subsidiary” under the indenture governing the the Company’s legacy notes;

•certain assets that do not constitute “principal property” (as defined in the indenture governing the the Company’s legacy notes);

•certain specified assets of the Company and the guarantors that constitute “principal property” (as defined in the indenture governing the the Company’s legacy notes) securing obligations under the senior secured credit facilities up to the maximum amount permitted to be secured by such assets without requiring equal and ratable security under the indenture governing the the Company’s legacy notes; and

•a lien on the accounts receivable and related assets securing the Company’s receivables based credit facility that is junior to the lien securing the Company’s obligations under such credit facility.

Certain Covenants and Events of Default

The senior secured credit facilities include negative covenants that, subject to significant exceptions, limit the Company’s ability and the ability of its restricted subsidiaries to, among other things:

•incur additional indebtedness;

•create liens on assets;

•engage in mergers, consolidations, liquidations and dissolutions;

•sell assets;

•pay dividends and distributions or repurchase the Company’s capital stock;

•make investments, loans, or advances;

•prepay certain junior indebtedness;

•engage in certain transactions with affiliates;

•amend material agreements governing certain junior indebtedness; and

•change lines of business.

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Receivables Based Credit Facility

As of December 31, 2015, there were borrowings of $230.0 million outstanding under the Company’s receivables based credit facility.

The receivables based credit facility provides revolving credit commitments of $535.0 million, subject to a borrowing base. The borrowing base at any time equals 90% of the eligible accounts receivable of the Company and certain of its subsidiaries. The receivables based credit facility includes a letter of credit sub-facility and a swingline loan sub-facility.

The Company and certain subsidiary borrowers are the borrowers under the receivables based credit facility. The Company has the ability to designate one or more of its restricted subsidiaries as borrowers under the receivables based credit facility. The receivables based credit facility loans are available in U.S. dollars and letters of credit are available in a variety of currencies including U.S. dollars, Euros, Pounds Sterling, and Canadian dollars.

Interest Rate and Fees

Borrowings under the receivables based credit facility bear interest at a rate per annum equal to an applicable margin plus, at the Company’s option, either (i) a base rate determined by reference to the highest of (a) the prime rate of Citibank, N.A. and (b) the Federal Funds rate plus 0.50% or (ii) a Eurocurrency rate determined by reference to the rate (adjusted for statutory reserve requirements for Eurocurrency liabilities) for Eurodollar deposits for the interest period relevant to such borrowing. The applicable margin for borrowings under the receivables based credit facility ranges from 1.50% to 2.00% for Eurocurrency borrowings and from 0.50% to 1.00% for base-rate borrowings, depending on average daily excess availability under the receivables based credit facility during the prior fiscal quarter.

In addition to paying interest on outstanding principal under the receivables based credit facility, the Company is required to pay a commitment fee to the lenders under the receivables based credit facility in respect of the unutilized commitments thereunder.  The commitment fee rate ranges from 0.25% to 0.375% per annum dependent upon average unused commitments during the prior quarter. The Company must also pay customary letter of credit fees.

Maturity

Borrowings under the receivables based credit facility will mature, and lending commitments thereunder will terminate, on the fifth anniversary of the effectiveness of the receivables based credit facility, which is December 24, 2017, provided that, (a) the maturity date will be October 31, 2015 if on October 30, 2015, greater than $500.0 million in aggregate principal amount is owing under certain of the Company’s term loan credit facilities, (b) the maturity date will be May 3, 2016 if on May 2, 2016 greater than $500.0 million aggregate principal amount of the Company’s 10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016 are outstanding and (c) in the case of any debt under clauses (a) and (b) that is amended or refinanced in any manner that extends the maturity date of such debt to a date that is on or before the date that is five years after the effectiveness of the receivables based credit facility, the maturity date will be one day prior to the maturity date of such debt after giving effect to such amendment or refinancing if greater than $500,000,000 in aggregate principal amount of such debt is outstanding.

Guarantees and Security

The facility is guaranteed by, subject to certain exceptions, the guarantors of the Company’s senior secured credit facilities. All obligations under the receivables based credit facility, and the guarantees of those obligations, are secured by a perfected security interest in all of the Company’s and all of the guarantors’ accounts receivable and related assets and proceeds thereof that is senior to the security interest of the Company’s senior secured credit facilities in such accounts receivable and related assets and proceeds thereof, subject to permitted liens, including prior liens permitted by the indenture governing certain of the Company’s Legacy Notes, and certain exceptions.

Certain Covenants and Events of Default

The receivables based credit facility includes negative covenants that, subject to significant exceptions, limit the Company’s ability and the ability of its restricted subsidiaries to, among other things:

•incur additional indebtedness;

•create liens on assets;

•engage in mergers, consolidations, liquidations and dissolutions;

•sell assets;

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•pay dividends and distributions or repurchase capital stock;

•make investments, loans, or advances;

•prepay certain junior indebtedness;

•engage in certain transactions with affiliates;

•amend material agreements governing certain junior indebtedness; and

•change lines of business.

Priority Guarantee Notes
As of December 31, 2015 and 2014, the Company had outstanding Priority Guarantee Notes consisting of:
(In thousands)					December 31,		December 31,
		Maturity Date	Interest Rate	Interest Payment Terms	2015		2014
9.0% Priority Guarantee Notes due 2019		12/15/2019	9.0%	Payable semi-annually in arrears on June 15 and December 15 of each year	$	1,999,815		1,999,815
9.0% Priority Guarantee Notes due 2021		3/1/2021	9.0%	Payable semi-annually in arrears on March 1 and September 1 of each year		1,750,000		1,750,000
11.25% Priority Guarantee Notes due 2021		3/1/2021	11.25%	Payable semi-annually on March 1 and September 1 of each year		575,000		575,000
9.0% Priority Guarantee Notes due 2022		9/15/2022	9.0%	Payable semi-annually in arrears on March 15 and September 15 of each year		1,000,000		1,000,000
10.625% Priority Guarantee Notes due 2023		3/15/2023	10.625%	Payable semi-annually in arrears on March 15 and September 15 of each year		950,000		-
	Total Priority Guarantee Notes				$	6,274,815		5,324,815

Guarantees and Security

The Priority Guarantee Notes are the Company’s senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior basis by the guarantors named in the indentures. The Priority Guarantee Notes and the guarantors’ obligations under the guarantees are secured by (i) a lien on (a) our capital stock and (b) certain property and related assets that do not constitute “principal property” (as defined in the indenture governing certain Legacy Notes of  ours), in each case equal in priority to the liens securing the obligations under the Company’s senior secured credit facilities subject to certain exceptions and (ii) a lien on the accounts receivable and related assets securing our receivables based credit facility junior in priority to the lien securing our obligations thereunder, subject to certain exceptions.  In addition to the collateral granted to secure the 9% Priority Guarantee Notes due 2019, the collateral agent and the trustee for the 9% Priority Guarantee Notes due 2019 entered into an agreement with the administrative agent for the lenders under the senior secured credit facilities to turn over to the trustee under the 9% Priority Guarantee Notes due 2019, for the benefit of the holders of the 9% Priority Guarantee Notes due 2019, a pro rata share of any recovery received on account of the principal properties, subject to certain terms and conditions. 

Redemptions

the Company may redeem the Priority Guarantee Notes at its option, in whole or part, at redemption prices set forth in the indentures, plus accrued and unpaid interest to the redemption dates plus applicable premiums.

Certain Covenants

The indentures governing the Priority Guarantee Notes contain covenants that limit the Company’s ability and the ability of its restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur

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additional debt or issue certain preferred stock; (iii) modify any of the Company’s existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of the Company’s assets. The indentures contain covenants that limit the Company’s ability and the ability of its restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the Priority Guarantee Notes. The indentures also provide for customary events of default.

Subsidiary Senior Revolving Credit Facility Due 2018

During the third quarter of 2013, CCOH entered into a five-year senior secured revolving credit facility with an aggregate principal amount of $75.0 million.  The revolving credit facility may be used for working capital needs, to issue letters of credit and for other general corporate purposes.  At December 31, 2015, there were no amounts outstanding under the revolving credit facility, and $59.4 million of letters of credit under the revolving credit facility, which reduce availability under the facility.

Senior Cash Pay Notes and Senior Toggle Notes

As of December 31, 2015, the Company had no principal amounts outstanding of 10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016.  In August 2014, the Company fully redeemed the remaining notes with proceeds from the issuance of 14.0% Senior Notes due 2021.

14.0% Senior Notes due 2021

As of December 31, 2015, the Company had outstanding approximately $1.7 billion of aggregate principal amount of 14.0% Senior Notes due 2021 (net of $431.9 million principal amount issued to, and held by, a subsidiary of the Company).

The Senior Notes due 2021 mature on February 1, 2021.  Interest on the Senior Notes due 2021 is payable semi-annually on February 1 and August 1 of each year, which began on August 1, 2013.  Interest on the Senior Notes due 2021 will be paid at the rate of (i) 12.0% per annum in cash and (ii) 2.0% per annum through the issuance of payment-in-kind notes (the “PIK Notes”).  Any PIK Notes issued in certificated form will be dated as of the applicable interest payment date and will bear interest from and after such date. All PIK Notes issued will mature on February 1, 2021 and have the same rights and benefits as the Senior Notes due 2021. Beginning with the interest payment due August 1, 2018 and continuing on each interest payment date thereafter, redemptions of a portion of the principal amount then outstanding will become due for purposes of applicable high yield discount obligation (“AHYDO”) catch-up payments.

The Senior Notes due 2021 are fully and unconditionally guaranteed on a senior basis by the guarantors named in the indenture governing such notes.  The guarantee is structurally subordinated to all existing and future indebtedness and other liabilities of any subsidiary of the applicable subsidiary guarantor that is not also a guarantor of the Senior Notes due 2021.  The guarantees are subordinated to the guarantees of the Company’s senior secured credit facility and certain other permitted debt, but rank equal to all other senior indebtedness of the guarantors.

The Company may redeem the Senior Notes due 2021, in whole or in part, within certain dates, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.

The indenture governing the Senior Notes due 2021 contains covenants that limit the Company’s ability and the ability of its restricted subsidiaries to, among other things: (i) incur additional indebtedness or issue certain preferred stock; (ii) pay dividends on, or make distributions in respect of, their capital stock or repurchase their capital stock; (iii) make certain investments or other restricted payments; (iv) sell certain assets; (v) create liens or use assets as security in other transactions; (vi) merge, consolidate or transfer or dispose of substantially all of their assets; (vii) engage in transactions with affiliates; and (viii) designate their subsidiaries as unrestricted subsidiaries.

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Legacy Notes
As of December 31, 2015 and 2014, the Company had outstanding senior notes (net of $57.1 million aggregate principal amount held by a subsidiary of the Company) consisting of:
(In thousands)		December 31,		December 31,
		2015		2014
5.5% Senior Notes Due 2016			192,900		192,900
6.875% Senior Notes Due 2018			175,000		175,000
7.25% Senior Notes Due 2027			300,000		300,000
	Total Legacy Notes	$	667,900		667,900

These senior notes were the obligations of the Company prior to the merger. The senior notes are senior, unsecured obligations that are effectively subordinated to the Company’s secured indebtedness to the extent of the value of the Company’s assets securing such indebtedness and are not guaranteed by any of the Company’s subsidiaries and, as a result, are structurally subordinated to all indebtedness and other liabilities of the Company’s subsidiaries.  The senior notes rank equally in right of payment with all of the Company’s existing and future senior indebtedness and senior in right of payment to all existing and future subordinated indebtedness.

10.0% Senior Notes due 2018

As of December 31, 2015, the Company had outstanding $730.0 million aggregate principal amount of senior notes due 2018 (net of $120.0 million aggregate principal amount held by a subsidiary of the Company).  The senior notes due 2018 mature on January 15, 2018 and bear interest at a rate of 10.0% per annum, payable semi-annually on January 15 and July 15 of each year, which began on July 15, 2014.

The senior notes due 2018 are senior, unsecured obligations that are effectively subordinated to the Company’s secured indebtedness to the extent of the value of the Company’s assets securing such indebtedness and are not guaranteed by any of the Company’s subsidiaries and, as a result, are structurally subordinated to all indebtedness and other liabilities of the Company’s subsidiaries. The senior notes due 2018 rank equally in right of payment with all of the Company’s existing and future senior indebtedness and senior in right of payment to all existing and future subordinated indebtedness.

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Subsidiary Senior Notes
As of December 31, 2015 and 2014, the Company's subsidiaries, Clear Channel Worldwide Holdings, Inc. ("CCWH") and Clear Channel International B.V. had outstanding notes consisting of:
(In thousands)					December 31,		December 31,
		Maturity Date	Interest Rate	Interest Payment Terms	2015		2014
CCWH Senior Notes:
6.5% Series A Senior Notes Due 2022		11/15/2022	6.5%	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year	$	735,750		735,750
6.5% Series B Senior Notes Due 2022		11/15/2022	6.5%	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year		1,989,250		1,989,250
CCWH Senior Subordinated Notes:
7.625% Series A Senior Notes Due 2020		3/15/2020	7.625%	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year		275,000		275,000
7.625% Series B Senior Notes Due 2020		3/15/2020	7.625%	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year		1,925,000		1,925,000
	Total CCWH Notes				$	4,925,000		4,925,000
Clear Channel International B.V. Senior Notes:
8.75% Senior Notes Due 2020		12/15/2020	8.75%	Payable semi-annually in arrears on June 15 and December 15 of each year	$	225,000		-
	Total Subsidiary Senior Notes				$	5,150,000		4,925,000

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Clear Channel International B.V. Senior Notes

The Clear Channel International B.V. Senior Notes are guaranteed by certain of the International outdoor business’s existing and future subsidiaries. The Company does not guarantee or otherwise assume any liability for the Clear Channel International B.V. Senior Notes. The notes are senior unsecured obligations that rank pari passu in right of payment to all unsubordinated indebtedness of Clear Channel International B.V., and the guarantees of the notes are senior unsecured obligations that rank pari passu in right of payment to all unsubordinated indebtedness of the guarantors of the notes.

Redemptions

Clear Channel International B.V. may redeem the notes at its option, in whole or part, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.

Certain Covenants

The indenture governing the Clear Channel International B.V. Senior Notes contains covenants that limit Clear Channel International B.V.’s ability and the ability of its restricted subsidiaries to, among other things:

•              pay dividends, redeem stock or make other distributions or investments;

•              incur additional debt or issue certain preferred stock;

•              transfer or sell assets;

•              create liens on assets;

•              engage in certain transactions with affiliates;

•              create restrictions on dividends or other payments by the restricted subsidiaries; and

•              merge, consolidate or sell substantially all of Clear Channel International B.V.’s assets.

CCWH Senior and Senior Subordinated Notes

The CCWH Senior Notes are guaranteed by CCOH, Clear Channel Outdoor, Inc. (“CCOI”) and certain of CCOH’s direct and indirect subsidiaries. The CCWH Senior Subordinated Notes are fully and unconditionally guaranteed, jointly and severally, on a senior subordinated basis by CCOH, CCOI and certain of CCOH’s other domestic subsidiaries and rank junior to each guarantor’s existing and future senior debt, including the CCWH Senior Notes, equally with each guarantor’s existing and future senior subordinated debt and ahead of each guarantor’s existing and future debt that expressly provides that it is subordinated to the guarantees of the CCWH Senior Subordinated Notes.

The CCWH Senior Notes are senior obligations that rank pari passu in right of payment to all unsubordinated indebtedness of CCWH and the guarantees of the CCWH Senior Notes rank pari passu in right of payment to all unsubordinated indebtedness of the guarantors. The CCWH Senior Subordinated Notes are unsecured senior subordinated obligations that rank junior to all of CCWH’s existing and future senior debt, including the CCWH Senior Notes, equally with any of CCWH’s existing and future senior subordinated debt and ahead of all of CCWH’s existing and future debt that expressly provides that it is subordinated to the CCWH Subordinated Notes.

Redemptions

CCWH may redeem the CCWH Senior Notes and the CCWH Senior Subordinated Notes (collectively, the “Subsidiary Senior Notes”) at its option, in whole or part, at redemption prices set forth in the indentures plus accrued and unpaid interest to the redemption dates and plus an applicable premium.

Certain Covenants

The indentures governing the Subsidiary Senior Notes contain covenants that limit CCOH and its restricted subsidiaries ability to, among other things:

•incur or guarantee additional debt or issue certain preferred stock;

•in case of the Senior Notes, create liens on its restricted subsidiaries’ assets to secure such debt;

•create restrictions on the payment of dividends or other amounts;

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•enter into certain transactions with affiliates;

•merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets; and

•in the case of the Series B CCWH Senior Notes and the Series B CCWH Senior Subordinated Notes, sell certain assets, including capital stock of its subsidiaries.

Future Maturities of Long-term Debt
Future maturities of long-term debt at December 31, 2015 are as follows:
(in thousands)
2016	$	197,332
2017		238,394
2018		914,244
2019		8,300,278
2020		2,425,502
Thereafter		8,997,455
Total (1)	$	21,073,205

⁽¹⁾     Excludes purchase accounting adjustments and original issue discount of $204.6 million, which is amortized through interest expense over the life of the underlying debt obligations.

Surety Bonds, Letters of Credit and Guarantees

As of December 31, 2015, we had outstanding surety bonds, commercial standby letters of credit and bank guarantees of $63.2 million, $103.9 million and $51.3 million, respectively. Bank guarantees of $13.1 million were cash secured.  These surety bonds, letters of credit and bank guarantees relate to various operational matters including insurance, bid, concession and performance bonds as well as other items.

NOTE 6 – COMMITMENTS AND CONTINGENCIES

Commitments and Contingencies

The Company accounts for its rentals that include renewal options, annual rent escalation clauses, minimum franchise payments and maintenance related to displays under the guidance in ASC 840.

The Company considers its non-cancelable contracts that enable it to display advertising on buses, bus shelters, trains, etc. to be leases in accordance with the guidance in ASC 840-10.  These contracts may contain minimum annual franchise payments which generally escalate each year.  The Company accounts for these minimum franchise payments on a straight-line basis.  If the rental increases are not scheduled in the lease, such as an increase based on subsequent changes in the index or rate, those rents are considered contingent rentals and are recorded as expense when accruable.  Other contracts may contain a variable rent component based on revenue.  The Company accounts for these variable components as contingent rentals and records these payments as expense when accruable.  No single contract or lease is material to the Company’s operations.

The Company accounts for annual rent escalation clauses included in the lease term on a straight-line basis under the guidance in ASC 840-20-25.  The Company considers renewal periods in determining its lease terms if at inception of the lease there is reasonable assurance the lease will be renewed.  Expenditures for maintenance are charged to operations as incurred, whereas expenditures for renewal and betterments are capitalized.

The Company leases office space, certain broadcasting facilities, equipment and the majority of the land occupied by its outdoor advertising structures under long-term operating leases.  The Company accounts for these leases in accordance with the policies described above.

The Company’s contracts with municipal bodies or private companies relating to street furniture, billboards, transit and malls generally require the Company to build bus stops, kiosks and other public amenities or advertising structures during the term of the contract.  The Company owns these structures and is generally allowed to advertise on them for the remaining term of the

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contract.  Once the Company has built the structure, the cost is capitalized and expensed over the shorter of the economic life of the asset or the remaining life of the contract.

In addition, the Company has commitments relating to required purchases of property, plant and equipment under certain street furniture contracts.  Certain of the Company’s contracts contain penalties for not fulfilling its commitments related to its obligations to build bus stops, kiosks and other public amenities or advertising structures.  Historically, any such penalties have not materially impacted the Company’s financial position or results of operations.

Certain acquisition agreements include deferred consideration payments based on performance requirements by the seller typically involving the completion of a development or obtaining appropriate permits that enable the Company to construct additional advertising displays.  At December 31, 2015, the Company believes its maximum aggregate contingency, which is subject to performance requirements by the seller, is approximately $30.0 million.  As the contingencies have not been met or resolved as of December 31, 2015, these amounts are not recorded.

As of December 31, 2015, the Company's future minimum rental commitments under non-cancelable operating lease agreements with terms in excess of one year, minimum payments under non-cancelable contracts in excess of one year, capital expenditure commitments and employment/talent contracts consist of the following:
(In thousands)					Capital
	Non-Cancelable		Non-Cancelable		Expenditure		Employment/Talent
	Operating Leases		Contracts		Commitments		Contracts
2016	$	424,613	$	521,013	$	41,180	$	83,241
2017		365,299		303,177		10,691		39,414
2018		337,155		226,829		2,253		18,887
2019		305,311		183,415		1,064		3,625
2020		277,210		153,050		1,270		2,750
Thereafter		2,205,750		359,159		12,545		-
Total	$	3,915,338	$	1,746,643	$	69,003	$	147,917

Rent expense charged to operations for the years ended December 31, 2015, 2014 and 2013 was $1.14 billion, $1.17 billion and $1.16 billion, respectively.

In various areas in which the Company operates, outdoor advertising is the object of restrictive and, in some cases, prohibitive zoning and other regulatory provisions, either enacted or proposed.  The impact to the Company of loss of displays due to governmental action has been somewhat mitigated by Federal and state laws mandating compensation for such loss and constitutional restraints.

The Company and its subsidiaries are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated.  These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies.  It is possible, however, that future results of operations for any particular period could be materially affected by changes in the Company’s assumptions or the effectiveness of its strategies related to these proceedings.  Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on the Company’s financial condition or results of operations.

Although the Company is involved in a variety of legal proceedings in the ordinary course of business, a large portion of its litigation arises in the following contexts: commercial disputes; defamation matters; employment and benefits related claims; governmental fines; intellectual property claims; and tax disputes.

International Outdoor Investigation

On April 21, 2015, inspections were conducted at the premises of Clear Channel in Denmark and Sweden as part of an investigation by Danish competition authorities.  Additionally, on the same day, Clear Channel UK received a communication from the UK competition authorities, also in connection with the investigation by Danish competition authorities. Clear Channel and its affiliates are cooperating with the national competition authorities.

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NOTE 7 – INCOME TAXES
Significant components of the provision for income tax benefit (expense) are as follows:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Current - Federal		$	(31)	$	(503)	$	10,586
Current - foreign			(46,188)		(27,256)		(48,466)
Current - state			(12,890)		3,193		1,527
	Total current benefit (expense)		(59,109)		(24,566)		(36,353)
Deferred - Federal			(30,719)		(29,284)		126,905
Deferred - foreign			5,269		4,308		8,932
Deferred - state			(2,398)		(8,947)		22,333
	Total deferred benefit (expense)		(27,848)		(33,923)		158,170
Income tax benefit (expense)		$	(86,957)	$	(58,489)	$	121,817

Current tax expense of $59.1 million was recorded for 2015 as compared to a current tax expense of $24.6 million for 2014.  The change in current tax was primarily due to a reduction in unrecognized tax benefits during 2014, which resulted from the expiration of statutes of limitations to assess taxes in the United Kingdom and several state jurisdictions.  This decrease in unrecognized tax benefits resulted in a reduction to current tax expense of $35.4 million during 2014.  

Current tax expense of $24.6 million was recorded for 2014 as compared to a current tax expense of $36.4 million for 2013.  The change in current tax was primarily due to a reduction in unrecognized tax benefits during 2014, which resulted from the expiration of statutes of limitations to assess taxes in the United Kingdom and several state jurisdictions.  This decrease in unrecognized tax benefits resulted in a reduction to current tax expense of $35.4 million during 2014.  

Deferred tax expense of $27.8 million was recorded for 2015 compared with deferred tax expense of $33.9 million for 2014.  Deferred tax expense for both 2015 and 2014 is primarily due to the valuation allowances recorded against the Company’s federal and state net operating losses during 2015 and 2014.

Deferred tax expense of $33.9 million was recorded for 2014 compared with deferred tax benefit of $158.2 million for 2013.  The change in deferred tax is primarily due to the valuation allowance of $339.8 million recorded against the Company’s current period federal and state net operating losses during 2014.

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Significant components of the Company's deferred tax liabilities and assets as of December 31, 2015 and 2014 are as follows:
(In thousands)		2015		2014
Deferred tax liabilities:
	Intangibles and fixed assets	$	2,173,491	$	2,335,584
	Long-term debt		79,758		119,887
	Investments		3,701		6,696
	Other		11,540		8,857
Total deferred tax liabilities			2,268,490		2,471,024
Deferred tax assets:
	Accrued expenses		114,079		111,884
	Net operating loss carryforwards		1,495,294		1,445,340
	Bad debt reserves		9,256		9,346
	Other		39,539		34,017
Total gross deferred tax assets			1,658,168		1,600,587
	Less: Valuation allowance		944,576		655,658
Total deferred tax assets			713,592		944,929
Net deferred tax liabilities		$	1,554,898	$	1,526,095

During the fourth quarter of 2015, the Company elected early adoption of ASU No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes. This update requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts.

The deferred tax liability related to intangibles and fixed assets primarily relates to the difference in book and tax basis of acquired FCC licenses, billboard permits and tax deductible goodwill created from the Company’s various stock acquisitions.  In accordance with ASC 350-10, Intangibles—Goodwill and Other, the Company does not amortize FCC licenses and billboard permits.  As a result, this deferred tax liability will not reverse over time unless the Company recognizes future impairment charges related to its FCC licenses, permits and tax deductible goodwill or sells its FCC licenses or permits.  As the Company continues to amortize its tax basis in its FCC licenses, permits and tax deductible goodwill, the deferred tax liability will increase over time. The Company’s net foreign deferred tax liabilities were $9.3 million and $13.6 million for the periods ended December 31, 2015 and December 31, 2014, respectively.

At December 31, 2015, the Company had recorded net operating loss carryforwards (tax effected) for federal and state income tax purposes of approximately $1.4 billion, expiring in various amounts through 2035. The Company expects to realize the benefits of a portion of its deferred tax assets attributable to federal and state net operating losses based upon expected future taxable income from deferred tax liabilities that reverse in the relevant federal and state jurisdictions and carryforward periods.  As of December 31, 2015, the Company had recorded a partial valuation allowance of $792.4 million against these deferred tax assets attributable to federal and state net operating losses, of which $305.3 million was recorded during the current period ended December 31, 2015.  In addition, the Company recorded $8.8 million in additional valuation allowance against its foreign deferred tax assets during the year ended December 31, 2015, the effects of which are included in foreign tax expense. At December 31, 2015, the Company had recorded $134.7 million (tax-effected) of deferred tax assets for foreign net operating loss carryforwards, which are offset in part by an associated valuation allowance of $132.1 million.  Additional deferred tax valuation allowance of $20.1 million offsets other foreign deferred tax assets that are not expected to be realized.  Realization of these foreign deferred tax assets is dependent upon the Company’s ability to generate future taxable income in appropriate tax jurisdictions and carryforward periods.  Due to the Company’s evaluation of all available evidence, including significant negative evidence of cumulative losses in these jurisdictions, the Company continues to record valuation allowances on the foreign deferred tax assets that are not expected to be realized.   The Company expects to realize its remaining gross deferred tax assets based upon its assessment of deferred tax liabilities that will reverse in the same carryforward period and jurisdiction and are of the same character as the net operating loss carryforwards and temporary differences that give rise to the deferred tax assets.  Any deferred tax liabilities associated with acquired FCC licenses, billboard permits and tax-deductible goodwill intangible assets are not relied upon as a source of future taxable income, as these intangible assets have an indefinite life.

At December 31, 2015, net deferred tax liabilities include a deferred tax asset of $30.9 million relating to stock-based compensation expense under ASC 718-10, Compensation—Stock Compensation.  Full realization of this deferred tax asset requires stock options to

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be exercised at a price equaling or exceeding the sum of the grant price plus the fair value of the option at the grant date and restricted stock to vest at a price equaling or exceeding the fair market value at the grant date.  Accordingly, there can be no assurance that the stock price of the Company’s common stock will rise to levels sufficient to realize the entire deferred tax benefit currently reflected in its balance sheet.

The reconciliation of income tax computed at the U.S. Federal statutory tax rates to income tax benefit is:
		Years Ended December 31,
(In thousands)		2015			2014			2013
		Amount		Percent	Amount		Percent	Amount		Percent
Income tax benefit at
	statutory rates	$	227,686	35%	$	246,284	35%	$	246,867	35%
State income taxes, net of
	federal tax effect		17,795	3%		26,518	4%		32,768	4%
Foreign income taxes			(23,474)	(4%)		11,074	2%		(22,640)	(3%)
Nondeductible items			(5,764)	(1%)		(5,533)	(1%)		(4,870)	(1%)
Changes in valuation allowance
	and other estimates		(302,935)	(46%)		(333,641)	(47%)		(135,161)	(19%)
Other, net			(265)	0%		(3,191)	(1%)		4,853	1%
Income tax benefit (expense)		$	(86,957)	(13%)	$	(58,489)	(8%)	$	121,817	17%

The Company’s effective tax rate for the year ended December 31, 2015 is (13%).  The effective tax rate for 2015 was impacted by the $305.3 million valuation allowance recorded during the period as additional deferred tax expense.  The valuation allowance was recorded against the Company’s current period federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods.  Foreign income before income taxes was approximately $49.9 million for 2015, and it should be noted that with limited exceptions, tax rates in our foreign jurisdictions are lower than that of the U.S. federal statutory rate.

A tax expense was recorded for the year ended December 31, 2014 of (8%).  The effective tax rate for 2014 was impacted by the $339.8 million valuation allowance recorded during the period as additional deferred tax expense.  The valuation allowance was recorded against a portion of the federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods.  This expense was partially offset by $28.9 million in net tax benefits associated with a decrease in unrecognized tax benefits resulting from the expiration of statute of limitations to assess taxes in the United Kingdom and several state jurisdictions.  Foreign income before income taxes was approximately $97.2 million for 2014.

A tax benefit was recorded for the year ended December 31, 2013 of 17%.  The effective tax rate for 2013 was impacted by the $143.5 million valuation allowance recorded during the period as additional deferred tax expense.  The valuation allowance was recorded against a portion of the federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods.  This expense was partially offset by $20.2 million in net tax benefits recorded during the period due to the settlement of certain U.S. federal and state tax examinations during the year.  Foreign income before income taxes was approximately $48.3 million for 2013.

The Company provides for any related tax liability on undistributed earnings that the Company does not intend to be indefinitely reinvested outside the United States or would otherwise become taxable upon remittance within our foreign structure.  Substantially all of the Company’s undistributed international earnings are intended to be indefinitely reinvested in home country operations outside the United States.  If any excess cash held by our foreign subsidiaries were needed to fund operations in the U.S., we could presently repatriate available funds without a requirement to accrue or pay U.S. taxes.  This is a result of significant deficits, as calculated for tax law purposes, in our foreign earnings and profits, which gives us flexibility to make future cash distributions as non-taxable returns of capital. 

The Company continues to record interest and penalties related to unrecognized tax benefits in current income tax expense.  The total amount of interest accrued at December 31, 2015 and 2014 was $45.0 million and $40.8 million, respectively.  The total amount of unrecognized tax benefits and accrued interest and penalties at December 31, 2015 and 2014 was $148.2 million and $147.7 million, respectively, of which $113.6 million and $110.4 million is included in “Other long-term liabilities”, and $0.0 million and $2.3 million is included in “Accrued Expenses” on the Company’s consolidated balance sheets, respectively.  In addition, $34.6 million and $35.0 million of unrecognized tax benefits are recorded net with the Company’s deferred tax assets for its net operating losses as opposed to

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being recorded in “Other long-term liabilities” at December 31, 2015 and 2014, respectively.  The total amount of unrecognized tax benefits at December 31, 2015 and 2014 that, if recognized, would impact the effective income tax rate is $54.3 million and $68.8 million, respectively.

(In thousands)		Years Ended December 31,
Unrecognized Tax Benefits		2015		2014
Balance at beginning of period		$	106,914	$	129,375
	Increases for tax position taken in the current year		9,856		13,848
	Increases for tax positions taken in previous years		3,087		6,003
	Decreases for tax position taken in previous years		(8,534)		(9,764)
	Decreases due to settlements with tax authorities		(3,821)		(8,181)
	Decreases due to lapse of statute of limitations		(4,294)		(24,367)
Balance at end of period		$	103,208	$	106,914

The Company and its subsidiaries file income tax returns in the United States federal jurisdiction and various state and foreign jurisdictions.  During 2015, the statute of limitations for certain tax years expired in the United Kingdom and several state jurisdictions resulting in a reduction to unrecognized tax benefits of $4.3 million, excluding interest. Also during 2015, the Company settled certain U.S. federal and state examinations with taxing authorities, resulting in decreases in unrecognized tax benefits relating to cash tax payments of $3.8 million.  All federal income tax matters through 2010 are closed.  The IRS is currently auditing the Company’s tax returns for the 2011 and 2012 periods.  Substantially all material state, local, and foreign income tax matters have been concluded for years through 2006.

NOTE 8 – SHAREHOLDER’S DEFICIT
The Company reports its noncontrolling interests in consolidated subsidiaries as a component of equity separate from the Company’s equity.  The following table shows the changes in shareholder’s deficit attributable to the Company and the noncontrolling interests of subsidiaries in which the Company has a majority, but not total, ownership interest:
(In thousands)		The Company		Noncontrolling Interests		Consolidated
Balances as of January 1, 2015		$	(9,889,348)	$	224,140	$	(9,665,208)
	Net income (loss)		(754,621)		17,131		(737,490)
	Dividends and other payments to noncontrolling interests		-		(52,384)		(52,384)
	Purchase of additional noncontrolling interests		(40,819)		(1,978)		(42,797)
	Share-based compensation		2,564		8,359		10,923
	Foreign currency translation adjustments		(93,377)		(21,529)		(114,906)
	Unrealized holding gain on marketable securities		495		58		553
	Other adjustments to comprehensive loss		(9,253)		(1,013)		(10,266)
	Reclassifications		734		74		808
	Other, net		(671)		4,757		4,086
Balances as of December 31, 2015		$	(10,784,296)	$	177,615	$	(10,606,681)

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(In thousands)		The Company		Noncontrolling Interests		Consolidated
Balances as of January 1, 2014		$	(8,942,166)	$	245,531	$	(8,696,635)
	Net income (loss)		(793,761)		31,603		(762,158)
	Dividends and other payments to noncontrolling interests		-		(40,027)		(40,027)
	Purchase of additional noncontrolling interests		(46,806)		(1,944)		(48,750)
	Share-based compensation		2,970		7,743		10,713
	Foreign currency translation adjustments		(101,980)		(19,898)		(121,878)
	Unrealized holding gain on marketable securities		285		42		327
	Other adjustments to comprehensive loss		(10,214)		(1,224)		(11,438)
	Reclassifications		3,317		-		3,317
	Other, net		(993)		2,314		1,321
Balances as of December 31, 2014		$	(9,889,348)	$	224,140	$	(9,665,208)

Dividends

The Company has not paid cash dividends since its formation and its ability to pay dividends is subject to restrictions should it seek to do so in the future. The Company’s debt financing arrangements include restrictions on its ability to pay dividends thereby limiting the Company’s ability to pay dividends.

On December 20, 2015, the board of directors of Clear Channel Outdoor Holdings, Inc. (“CCOH”) declared a special cash dividend, which was paid on January 7, 2016 to its stockholders of record at the closing of business on January 4, 2016, in an aggregate amount equal to $217.8 million.  Through our subsidiaries we received $196.3 million of this dividend.  The remaining dividend was paid to CCOH’s public stockholders and will be reflected as a use of cash for financing activities in the first quarter of 2016.

In the first quarter of 2016, CCOH sold nine non-strategic Americas outdoor markets for an aggregate purchase price of approximately $602 million in cash and certain advertising assets in Florida (the “Transactions”).  Following the completion of the Transactions, the board of directors of CCOH made a demand for the repayment of $300.0 million outstanding on the Note and declared special cash dividends in an aggregate amount of $540.0 million payable on February 4, 2016.  A portion of the proceeds of the Transactions, together with the proceeds from the concurrent $300.0 million repayment of the Note, were used to fund the dividends.  We received $486.5 million of the dividend proceeds ($186.5 million net of The Company’s repayment of the Note) through three of our wholly-owned subsidiaries, and approximately $53.5 million was paid to the public stockholders of CCOH.

Share-Based Compensation

Stock Options

The Company does not have any compensation plans under which it grants stock awards to employees. Prior to the merger, the Company granted options to purchase its common stock to its employees and directors and its affiliates under its various equity incentive plans typically at no less than the fair value of the underlying stock on the date of grant. These options were granted for a term not exceeding ten years and were forfeited, except in certain circumstances, in the event the employee or director terminated his or her employment or relationship with the Company or one of its affiliates. Prior to acceleration, if any, in connection with the merger, these options vested over a period of up to five years. All equity incentive plans contained anti-dilutive provisions that permitted an adjustment of the number of shares of the Company’s common stock represented by each option for any change in capitalization.

Parent has granted options to purchase its shares of Class A common stock to certain key executives under its equity incentive plan at no less than the fair value of the underlying stock on the date of grant.  These options are granted for a term not to exceed ten years and are forfeited, except in certain circumstances, in the event the executive terminates his or her employment or relationship with Parent or one of its affiliates.  Approximately three-fourths of the options outstanding at December 31, 2015 vest based solely on continued service over a period of up to five years with the remainder becoming eligible to vest over a period of up to five years if certain predetermined performance targets are met.  The equity incentive plan contains antidilutive provisions that permit an adjustment for any change in capitalization.

The Company accounts for its share-based payments using the fair value recognition provisions of ASC 718-10.  The fair value of the portion of options that vest based on continued service is estimated on the grant date using a Black-Scholes option-pricing model and

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the fair value of the remaining options which contain vesting provisions subject to service, market and performance conditions is estimated on the grant date using a Monte Carlo model.  Expected volatilities were based on historical volatility of peer companies’ stock, including Parent, over the expected life of the options.  The expected life of the options granted represents the period of time that the options granted are expected to be outstanding.  The Company used historical data to estimate option exercises and employee terminations within the valuation model.  The Company includes estimated forfeitures in its compensation cost and updates the estimated forfeiture rate through the final vesting date of awards.  The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods equal to the expected life of the option.  No options were granted during the years ended December 31, 2015, 2014 and 2013.

The following table presents a summary of Parent's stock options outstanding at and stock option activity during the year ended December 31, 2015 ("Price" reflects the weighted average exercise price per share):
(In thousands, except per share data)		Options	Price		Weighted Average Remaining Contractual Term
Outstanding, January 1, 2015		2,301	$	32.85
	Granted	-		-
	Exercised	-		-
	Forfeited	-		-
	Expired	(204)		10.46
Outstanding, December 31, 2015 (1)		2,097		35.03	3.7 years
Exercisable		1,415		35.22	3.8 years
Expected to Vest		658		35.55	3.3 years
(1)	Non-cash compensation expense has not been recorded with respect to 0.6 million shares as the vesting of these options is subject to performance conditions that have not yet been determined probable to meet.

A summary of Parent’s unvested options and changes during the year ended December 31, 2015 is presented below:
(In thousands, except per share data)		Options	Weighted Average Grant Date Fair Value
Unvested, January 1, 2015		821	$	13.61
	Granted	-		-
	Vested (1)	(139)		2.32
	Forfeited	-		-
Unvested, December 31, 2015		682		15.99
(1)	The total fair value of the options vested during the years ended December 31, 2015, 2014 and 2013 was $0.3 million, $0.3 million and $6.3 million, respectively.

Restricted Stock Awards

Prior to the merger, the Company granted restricted stock awards to its employees and directors and its affiliates under its various equity incentive plans. These common shares held a legend which restricted their transferability for a term of up to five years and were forfeited, except in certain circumstances, in the event the employee or director terminated his or her employment or relationship with the Company prior to the lapse of the restriction. Recipients of the restricted stock awards were entitled to all cash dividends as of the date the award was granted.

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Parent has granted restricted stock awards to certain of its employees and affiliates under its equity incentive plan.  The restricted stock awards are restricted in transferability for a term of up to five years. Restricted stock awards are forfeited, except in certain circumstances, in the event the employee terminates his or her employment or relationship with Parent prior to the lapse of the restriction.  Dividends or distributions paid in respect of unvested restricted stock awards will be held by Parent and paid to the recipients of the restricted stock awards upon vesting of the shares.

The following table presents a summary of Parent's restricted stock outstanding and restricted stock activity as of and during the year ended December 31, 2015 (“Price” reflects the weighted average share price at the date of grant):

(In thousands, except per share data)		Awards	Price
Outstanding, January 1, 2015		4,529	$	5.02
	Granted	1,413		5.83
	Vested (restriction lapsed)	(446)		4.56
	Forfeited	(426)		4.21
Outstanding, December 31, 2015		5,070		5.36

CCOH Share-Based Awards

CCOH Stock Options

The Company’s subsidiary, CCOH, has granted options to purchase shares of its Class A common stock to employees and directors of CCOH and its affiliates under its equity incentive plan at no less than the fair market value of the underlying stock on the date of grant.  These options are granted for a term not exceeding ten years and are forfeited, except in certain circumstances, in the event the employee or director terminates his or her employment or relationship with CCOH or one of its affiliates.  These options vest solely on continued service over a period of up to five years.  The equity incentive stock plan contains anti-dilutive provisions that permit an adjustment for any change in capitalization.

The fair value of each option awarded on CCOH common stock is estimated on the date of grant using a Black-Scholes option-pricing model.  Expected volatilities are based on historical volatility of CCOH’s stock over the expected life of the options.  The expected life of options granted represents the period of time that options granted are expected to be outstanding.  CCOH uses historical data to estimate option exercises and employee terminations within the valuation model.  CCOH includes estimated forfeitures in its compensation cost and updates the estimated forfeiture rate through the final vesting date of awards.  The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods equal to the expected life of the option.

The following assumptions were used to calculate the fair value of CCOH’s options on the date of grant:
	Years Ended December 31,
	2015	2014	2013
Expected volatility	37% – 56%	54% – 56%	55% – 56%
Expected life in years	6.3	6.3	6.3
Risk-free interest rate	1.70% – 2.07%	1.73% – 2.08%	1.05% – 2.19%
Dividend yield	0%	0%	0%

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The following table presents a summary of CCOH’s stock options outstanding at and stock option activity during the year ended December 31, 2015:
(In thousands, except per share data)		Options	Price(3)		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding, January 1, 2015		6,025	$	9.92
	Granted (1)	921		9.96
	Exercised (2)	(622)		6.11
	Forfeited	(34)		8.74
	Expired	(942)		12.45
Outstanding, December 31, 2015		5,348		9.93	5.6 years	$	1,049
Exercisable		3,658		10.33	4.2 years	$	1,049
Expected to vest		1,535		9.02	8.4 years	$	-
(1)	The weighted average grant date fair value of CCOH options granted during the years ended December 31, 2015, 2014 and 2013 was $4.25, $4.69 and $4.10 per share, respectively.
(2)	Cash received from option exercises during the years ended December 31, 2015, 2014 and 2013 was $3.8 million, $2.4 million and $4.2 million, respectively.  The total intrinsic value of the options exercised during the years ended December 31, 2015, 2014 and 2013 was $2.8 million, $1.5 million and $5.0 million, respectively.
(3)	Reflects the weighted average exercise price per share.

A summary of CCOH’s unvested options at and changes during the year ended December 31, 2015 is presented below:
(In thousands, except per share data)		Options	Weighted Average Grant Date Fair Value
Unvested, January 1, 2015		1,553	$	4.92
	Granted	921		4.25
	Vested (1)	(750)		5.56
	Forfeited	(34)		4.92
Unvested, December 31, 2015		1,690		4.27
(1)	The total fair value of CCOH options vested during the years ended December 31, 2015, 2014 and 2013 was $4.2 million, $6.1 million and $7.1 million, respectively.

CCOH Restricted Stock Awards

CCOH has also granted both restricted stock and restricted stock unit awards to its employees and affiliates under its equity incentive plan.  The restricted stock awards represent shares of Class A common stock that hold a legend which restricts their transferability for a term of up to five years.  The restricted stock units represent the right to receive shares upon vesting, which is generally over a period of up to five years.  Both restricted stock awards and restricted stock units are forfeited, except in certain circumstances, in the event the employee terminates his or her employment or relationship with CCOH prior to the lapse of the restriction.

The following table presents a summary of CCOH’s restricted stock and restricted stock units outstanding at and activity during the year ended December 31, 2015 ("Price" reflects the weighted average share price at the date of grant):
(In thousands, except per share data)		Awards	Price
Outstanding, January 1, 2015		2,458	$	7.54
	Granted	702		10.35
	Vested (restriction lapsed)	(340)		6.13
	Forfeited	(58)		8.39
Outstanding, December 31, 2015		2,762		8.43

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Share-Based Compensation Cost

The share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense on a straight-line basis over the vesting period. Share-based compensation payments are recorded in corporate expenses and were $10.9 million, $10.7 million and $16.7 million, during the years ended December 31, 2015, 2014 and 2013, respectively.

The tax benefit related to the share-based compensation expense for the years ended December 31, 2015, 2014 and 2013 was $4.2 million, $4.1 million and $6.3 million, respectively.

As of December 31, 2015, there was $26.5 million of unrecognized compensation cost related to unvested share-based compensation arrangements that will vest based on service conditions.  This cost is expected to be recognized over a weighted average period of approximately three years.  In addition, as of December 31, 2015, there was $25.7 million of unrecognized compensation cost related to unvested share-based compensation arrangements that will vest based on market, performance and service conditions.  This cost will be recognized when it becomes probable that the performance condition will be satisfied.

Parent completed a voluntary stock option exchange program on November 19, 2012 and exchanged 2.0 million stock options granted under the Clear Channel 2008 Executive Incentive Plan for 1.8 million replacement restricted share awards with different service and performance conditions. Parent accounted for the exchange program as a modification of the existing awards under ASC 718 and will recognize incremental compensation expense of approximately $1.7 million over the service period of the new awards. In connection with the exchange program, Parent granted an additional 1.5 million restricted stock awards pursuant to a tax assistance program offered to employees participating in the exchange.  Of the total 1.5 million restricted stock awards granted, 0.9 million were repurchased by Parent upon expiration of the exchange program while the remaining 0.6 million awards were forfeited. Parent recognized $2.6 million of expense related to the awards granted in connection with the tax assistance program.

NOTE 9 – EMPLOYEE STOCK AND SAVINGS PLANS

The Company has various 401(k) savings and other plans for the purpose of providing retirement benefits for substantially all employees.  Under these plans, an employee can make pre-tax contributions and the Company will match a portion of such an employee’s contribution.  Employees vest in these matching contributions based upon their years of service to the Company.  Contributions of $28.9 million, $32.1 million and $31.8 million to these plans for the years ended December 31, 2015, 2014 and 2013, respectively, were expensed.

The Company offers a non-qualified deferred compensation plan for a select group of management or highly compensated employees, under which such employees were able to make an annual election to defer up to 50% of their annual salary and up to 80% of their bonus before taxes.  The Company suspended all salary and bonus deferrals and company matching contributions to the deferred compensation plan on January 1, 2010. The Company accounts for the plan in accordance with the provisions of ASC 710-10.  Matching credits on amounts deferred may be made in the Company’s sole discretion and the Company retains ownership of all assets until distributed.  Participants in the plan have the opportunity to allocate their deferrals and any matching credits among different investment options, the performance of which is used to determine the amounts to be paid to participants under the plan.  In accordance with the provisions of ASC 710-10, the assets and liabilities of the non-qualified deferred compensation plan are presented in “Other assets” and “Other long-term liabilities” in the accompanying consolidated balance sheets, respectively.  The asset and liability under the deferred compensation plan at December 31, 2015 was approximately $10.4 million recorded in “Other assets” and $10.4 million recorded in “Other long-term liabilities”, respectively.  The asset and liability under the deferred compensation plan at December 31, 2014 was approximately $11.6 million recorded in “Other assets” and $11.6 million recorded in “Other long-term liabilities”, respectively.

NOTE 10 — OTHER INFORMATION

108

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table discloses the components of "Other income (expense)" for the years ended December 31, 2015, 2014 and 2013, respectively:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Foreign exchange gain		$	15,468	$	15,554	$	1,772
Debt modification expenses			-		-		(23,555)
Other			(2,412)		(6,450)		(197)
	Total other income (expense), net	$	13,056	$	9,104	$	(21,980)

The following table discloses the increase (decrease) in net deferred income tax liabilities related to each component of other comprehensive income (loss) for the years ended December 31, 2015, 2014 and 2013, respectively:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Foreign currency translation adjustments and other		$	1,585	$	2,559	$	(14,421)
Unrealized holding gain on marketable securities			-		-		(11,010)
Unrealized holding gain (loss) on cash flow derivatives			-		-		28,759
	Total increase in deferred tax liabilities	$	1,585	$	2,559	$	3,328

The following table discloses the components of “Other current assets” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Inventory		$	24,833	$	23,777
Deposits			3,184		4,466
Deferred loan costs			32,768		32,602
Other			51,252		37,661
	Total other current assets	$	112,037	$	98,506

The following table discloses the components of “Other assets” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Investments in, and advances to, nonconsolidated affiliates		$	27,710	$	9,493
Other investments			61,128		18,247
Notes receivable			156		242
Prepaid expenses			7,932		16,082
Deferred loan costs			115,215		130,267
Deposits			26,025		27,822
Prepaid rent			74,114		56,430
Non-qualified plan assets			10,385		11,568
Other			7,637		18,914
	Total other assets	$	330,302	$	289,065

109

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table discloses the components of “Other long-term liabilities” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Unrecognized tax benefits		$	113,563	$	110,410
Asset retirement obligation			47,574		53,936
Non-qualified plan liabilities			10,385		11,568
Deferred income			137,942		23,734
Deferred rent			141,911		125,530
Employee related liabilities			47,491		39,963
Other			27,705		89,722
	Total other long-term liabilities	$	526,571	$	454,863

The following table discloses the components of “Accumulated other comprehensive loss,” net of tax, as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Cumulative currency translation adjustment		$	(389,367)	$	(291,520)
Cumulative unrealized gain on securities			1,946		1,397
Cumulative other adjustments			(26,986)		(18,467)
	Total accumulated other comprehensive loss	$	(414,407)	$	(308,590)

NOTE 11 – SEGMENT DATA

The Company’s reportable segments, which it believes best reflect how the Company is currently managed, are iHM, Americas outdoor advertising and International outdoor advertising.  Revenue and expenses earned and charged between segments are recorded at estimated fair value and eliminated in consolidation.  The iHM segment provides media and entertainment services via broadcast and digital delivery and also includes the Company’s events and national syndication businesses.  The Americas outdoor advertising segment consists of operations primarily in the United States, Canada and Latin America.  The International outdoor advertising segment primarily includes operations in Europe, Asia and Australia.  The Other category includes the Company’s media representation business as well as other general support services and initiatives that are ancillary to the Company’s other businesses.  Corporate includes infrastructure and support, including information technology, human resources, legal, finance and administrative functions for each of the Company’s reportable segments, as well as overall executive, administrative and support functions. Share-based payments are recorded in corporate expense.

110

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In thousands)	iHM		Americas Outdoor Advertising		International Outdoor Advertising		Other		Corporate and other reconciling items		Eliminations		Consolidated
Year Ended December 31, 2015
Revenue	$	3,284,320	$	1,349,021	$	1,457,183	$	164,296	$	-	$	(13,304)	$	6,241,516
Direct operating expenses		972,937		597,382		897,520		12,619		-		(7,113)		2,473,345
Selling, general and    administrative expenses		1,065,716		233,254		298,250		110,526		-		(6,191)		1,701,555
Depreciation and    amortization		240,230		204,514		166,060		26,386		36,801		-		673,991
Impairment charges		-		-		-		-		21,631		-		21,631
Corporate expenses		-		-		-		-		315,564		-		315,564
Other operating income, net		-		-		-		-		94,001		-		94,001
Operating income (loss)	$	1,005,437	$	313,871	$	95,353	$	14,765	$	(279,995)	$	-	$	1,149,431
Intersegment revenues	$	-	$	2,744	$	-	$	10,560	$	-	$	-	$	13,304
Segment assets	$	7,534,972	$	3,567,764	$	1,581,710	$	238,599	$	1,094,345	$	(196,292)	$	13,821,098
Capital expenditures	$	59,007	$	82,165	$	132,554	$	6,846	$	15,808	$	-	$	296,380
Share-based compensation    expense	$	-	$	-	$	-	$	-	$	10,923	$	-	$	10,923
Year Ended December 31, 2014
Revenue	$	3,161,503	$	1,350,623	$	1,610,636	$	212,676	$	-	$	(16,905)	$	6,318,533
Direct operating expenses		932,172		605,771		991,117		24,009		-		(7,621)		2,545,448
Selling, general and    administrative expenses		1,014,432		233,641		314,878		122,448		-		(9,274)		1,676,125
Depreciation and    amortization		240,868		203,928		198,143		33,543		34,416		-		710,898
Impairment charges		-		-		-		-		24,176		-		24,176
Corporate expenses		-		-		-		-		320,341		(10)		320,331
Other operating income, net		-		-		-		-		40,031		-		40,031
Operating income (loss)	$	974,031	$	307,283	$	106,498	$	32,676	$	(338,902)	$	-	$	1,081,586
Intersegment revenues	$	10	$	3,436	$	-	$	13,459	$	-	$	-	$	16,905
Segment assets	$	7,720,181	$	3,664,574	$	1,680,598	$	277,388	$	659,708	$	-	$	14,002,449
Capital expenditures	$	50,403	$	109,727	$	117,480	$	5,744	$	34,810	$	-	$	318,164
Share-based compensation    expense	$	-	$	-	$	-	$	-	$	10,713	$	-	$	10,713

Year Ended December 31, 2013
Revenue	$	3,131,595	$	1,385,757	$	1,560,433	$	181,993	$	-	$	(16,734)	$	6,243,044
Direct operating expenses		955,767		610,750		983,978		25,271		-		(8,556)		2,567,210
Selling, general and    administrative expenses		982,514		243,456		300,116		118,830		-		(8,178)		1,636,738
Depreciation and    amortization		262,136		206,031		194,493		39,291		28,877		-		730,828
Impairment charges		-		-		-		-		16,970		-		16,970
Corporate expenses		-		-		-		-		313,514		-		313,514
Other operating income, net		-		-		-		-		22,998		-		22,998
Operating income (loss)	$	931,178	$	325,520	$	81,846	$	(1,399)	$	(336,363)	$	-	$	1,000,782
Intersegment revenues	$	-	$	2,473	$	-	$	14,261	$	-	$	-	$	16,734
Segment assets	$	7,933,564	$	3,823,347	$	1,899,648	$	534,363	$	854,413	$	-	$	15,045,335
Capital expenditures	$	75,742	$	96,590	$	100,949	$	9,933	$	41,312	$	-	$	324,526
Share-based compensation    expense	$	-	$	-	$	-	$	-	$	16,715	$	-	$	16,715

111

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Revenue of $1.6 billion, $1.8 billion and $1.7 billion derived from the Company’s foreign operations are included in the data above for the years ended December 31, 2015, 2014 and 2013, respectively.  Revenue of $4.6 billion, $4.5 billion and $4.5 billion derived from the Company’s U.S. operations are included in the data above for the years ended December 31, 2015, 2014 and 2013, respectively.

Identifiable long-lived assets of $629.5 million, $682.7 million and $760.5 million derived from the Company’s foreign operations are included in the data above for the years ended December 31, 2015, 2014 and 2013, respectively. Identifiable long-lived assets of $1.6 billion, $2.0 billion and $2.1 billion derived from the Company’s U.S. operations are included in the data above for the years ended December 31, 2015, 2014 and 2013, respectively.

NOTE 12 — QUARTERLY RESULTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)
		Three Months Ended March 31,		Three Months Ended June 30,		Three Months Ended September 30,		Three Months Ended December 31,
		2015	2014	2015	2014	2015	2014	2015	2014
Revenue		$1,344,564	$1,342,548	$1,599,859	$1,630,154	$1,579,514	$1,630,034	$1,717,579	$1,715,797
Operating expenses:
	Direct operating expenses	578,519	599,178	615,265	645,915	627,842	648,766	651,719	651,589
	Selling, general and   administrative expenses	416,188	413,146	424,163	417,883	428,967	426,902	432,237	418,194
	Corporate expenses	77,288	72,705	80,592	82,197	74,542	78,202	83,142	87,227
	Depreciation and    amortization	170,453	174,871	168,394	174,062	166,320	175,865	168,824	186,100
	Impairment charges	-	-	-	4,902	21,631	35	-	19,239
	Other operating income, net	(8,974)	165	100,754	(1,628)	6,914	47,172	(4,693)	(5,678)
Operating income		93,142	82,813	412,199	303,567	267,126	347,436	376,964	347,770
Interest expense		441,771	431,114	452,957	440,605	453,921	432,616	456,847	437,261
Gain (loss) on    investments, net		579	-	-	-	(5,000)	-	-	-
Equity in earnings (loss) of   nonconsolidated affiliates		331	(13,326)	(690)	(16)	(857)	3,955	314	(29)
Gain (loss) on extinguishment    of debt		(2,201)	(3,916)	-	(47,503)	-	(4,840)	-	12,912
Other income (expense), net		19,891	1,541	16,211	12,157	(17,976)	2,617	(5,070)	(7,211)
Income (loss) before    income taxes		(330,029)	(364,002)	(25,237)	(172,400)	(210,628)	(83,448)	(84,639)	(83,819)
Income tax benefit (expense)		(56,605)	(68,388)	(22,077)	621	(2,841)	(24,376)	(5,434)	33,654
Consolidated net    income (loss)		(386,634)	(432,390)	(47,314)	(171,779)	(213,469)	(107,824)	(90,073)	(50,165)
Less amount attributable to   noncontrolling interest		(1,668)	(8,200)	7,152	14,852	8,448	7,028	3,199	17,923
Net income (loss)  attributable to the Company		$(384,966)	$(424,190)	$(54,466)	$(186,631)	$(221,917)	$(114,852)	$(93,272)	$(68,088)

112

iHeartCommunications, Inc. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 13 – CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

The Company is a party to a management agreement with certain affiliates of Bain Capital Partners, LLC and Thomas H. Lee Partners, L.P. (together, the “Sponsors”) and certain other parties pursuant to which such affiliates of the Sponsors will provide management and financial advisory services until 2018.  These agreements require management fees to be paid to such affiliates of the Sponsors for such services at a rate not greater than $15.0 million per year, plus reimbursable expenses.  For the years ended December 31, 2015, 2014 and 2013, the Company recognized management fees and reimbursable expenses of $15.4 million, $15.2 million and $15.8 million, respectively.

Stock Purchases

On August 9, 2010, we announced that our board of directors approved a stock purchase program under which we or our subsidiaries may purchase up to an aggregate of $100.0 million of the Class A common stock of Parent and/or the Class A common stock of CCOH. The stock purchase program did not have a fixed expiration date and could be modified, suspended or terminated at any time at our discretion.  As of December 31, 2014, an aggregate $34.2 million was available under this program.  In January 2015, CC Finco, LLC (“CC Finco”), an indirect wholly-owned subsidiary of the Company, purchased 2,000,000 shares of CCOH’s Class A common stock for $20.4 million.  On April 2, 2015, CC Finco purchased an additional 2,172,946 shares of CCOH’s Class A common stock for $22.2 million, increasing our collective holdings to represent slightly more than 90% of the outstanding shares of CCOH’s common stock on a fully-diluted basis, assuming the conversion of all of CCOH’s Class B common stock into Class A common stock. As a result of this purchase, the stock purchase program concluded. The purchase of shares in excess of the amount available under the stock purchase program was separately approved by the board of directors.

On December 3, 2015, Clear Channel Holdings, Inc. contributed 100,000,000 shares of CCOH’s Class B Common Stock to Broader Media, LLC, an indirect wholly-owned subsidiary of the Company, as a capital contribution, to provide greater flexibility in support of future financing transactions, share dispositions and other similar transactions.   

113

ITEM 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Not Applicable

ITEM 9A.  Controls and Procedures

Disclosure Controls and Procedures

As required by Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), under the supervision and with the participation of management, including our Chief Executive Officer and our Chief Financial Officer, we have carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) as of the end of the period covered by this report.  Our disclosure controls and procedures are designed to provide reasonable assurance that information we are required to disclose in reports that are filed or submitted under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified by the SEC.  Based on that evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures were effective as of December 31, 2015 at the reasonable assurance level.

Management’s Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting.  Our internal control over financial reporting is a process designed under the supervision of our Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the preparation and reliability of financial reporting and preparation of our financial statements for external purposes in accordance with generally accepted accounting principles.

There are inherent limitations to the effectiveness of any control system, however well designed, including the possibility of human error and the possible circumvention or overriding of controls. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Management must make judgments with respect to the relative cost and expected benefits of any specific control measure. The design of a control system also is based in part upon assumptions and judgments made by management about the likelihood of future events, and there can be no assurance that a control will be effective under all potential future conditions. As a result, even an effective system of internal control over financial reporting can provide no more than reasonable assurance with respect to the fair presentation of financial statements and the processes under which they were prepared.

As of December 31, 2015, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework).  Based on the assessment, management determined that we maintained effective internal control over financial reporting as of December 31, 2015, based on those criteria.

Ernst & Young LLP, the independent registered public accounting firm that audited our consolidated financial statements included in this Annual Report on Form 10-K, has issued an attestation report on the effectiveness of our internal control over financial reporting as of December 31, 2015.  The report, which expresses an unqualified opinion on the effectiveness of our internal control over financial reporting as of December 31, 2015, is included in this Item under the heading “Report of Independent Registered Public Accounting Firm.”

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

114

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholder
iHeartCommunications, Inc.

We have audited iHeartCommunications, Inc. and subsidiaries’ (the Company)  internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). The Company’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the Companymaintained, in all material respects, effective internal control over financial reporting as of December 31, 2015, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of the Company as of December 31, 2015 and 2014, and the related consolidated statements of comprehensive loss, changes in shareholder’s deficit and cash flows for each of the three years in the period ended December 31, 2015 and our report dated February 25, 2016 expressed an unqualified opinion thereon.

/s/ Ernst & Young LLP

San Antonio, Texas

February 25, 2016

115

ITEM 9B.  Other Information

Not Applicable

116

PART III

ITEM 10.  Directors, Executive Officers and Corporate Governance

The information required by this item with respect to our executive officers is set forth at the end of Part I of this Annual Report on Form 10-K.

Our Code of Business Conduct and Ethics (the “Code of Conduct”) applies to all of our officers, directors and employees, including our principal executive officer, principal financial officer and principal accounting officer.  The Code of Conduct is publicly available on our internet website at www.iheartmedia.com.  We intend to satisfy the disclosure requirements of Item 5.05 of Form 8-K regarding any amendment to, or waiver from, a provision of the Code of Conduct that applies to our principal executive officer, principal financial officer or principal accounting officer and relates to any element of the definition of code of ethics set forth in Item 406(b) of Regulation S-K by posting such information on our website at www.iheartmedia.com.

All other information required by this item is incorporated by reference to the information set forth in our Parent’s Definitive Proxy Statement for the 2016 Annual Meeting of Stockholders (the “Definitive Proxy Statement”), which we expect to file with the SEC within 120 days after our fiscal year end.

ITEM 11.  Executive Compensation

Intentionally omitted in accordance with General Instruction I(2)(c) of Form 10-K.

ITEM 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Intentionally omitted in accordance with General Instruction I(2)(c) of Form 10-K.

ITEM 13.  Certain Relationships and Related Transactions, and Director Independence

Intentionally omitted in accordance with General Instruction I(2)(c) of Form 10-K.

ITEM 14.  Principal Accounting Fees and Services

The information required by this item is incorporated by reference to our Parent’s Definitive Proxy Statement, which we expect to file with the SEC within 120 days after our fiscal year end.

117

PART IV

ITEM 15.  Exhibits and Financial Statement Schedules

(a)1.  Financial Statements.

The following consolidated financial statements are included in Item 8:

Consolidated Balance Sheets as of December 31, 2015 and 2014.

Consolidated Statements of Comprehensive Loss for the Years Ended December 31, 2015, 2014 and 2013.

Consolidated Statements of Changes in Shareholder’s Deficit for the Years Ended December 31, 2015, 2014 and 2013.

Consolidated Statements of Cash Flows for the Years Ended December 31, 2015, 2014 and 2013.

Notes to Consolidated Financial Statements

2. Financial Statement Schedule.

The following financial statement schedule for the years ended December 31, 2015, 2014 and 2013 and related report of independent auditors is filed as part of this report and should be read in conjunction with the consolidated financial statements.

Schedule II Valuation and Qualifying Accounts

All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted.

118

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

Allowance for Doubtful Accounts

(In thousands)			Charges
	Balance at		to Costs,		Write-off				Balance
	Beginning		Expenses		of Accounts				at End of
Description	of period		and other		Receivable		Other (1)		Period
Year ended December 31, 2013	$	55,040	$	20,243	$	28,272	$	734	$	47,745
Year ended December 31, 2014	$	47,745	$	14,167	$	27,014	$	(2,502)	$	32,396
Year ended December 31, 2015	$	32,396	$	30,579	$	26,310	$	(1,776)	$	34,889
(1) Primarily foreign currency adjustments and acquisition and/or divestiture activity.

119

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

Deferred Tax Asset Valuation Allowance

(In thousands)			Charges
	Balance at		to Costs,						Balance
	Beginning		Expenses						at end of
Description	of Period		and other (1)		Reversal (2)		Adjustments (3)		Period
Year ended December 31, 2013	$	183,686	$	149,107	$	(5)	$	(5,165)	$	327,623
Year ended December 31, 2014	$	327,623	$	356,583	$	(230)	$	(28,318)	$	655,658
Year ended December 31, 2015	$	655,658	$	314,098	$	(457)	$	(24,723)	$	944,576

⁽¹⁾During 2013, 2014 and 2015, the Company recorded valuation allowances on deferred tax assets attributable to net operating losses in certain foreign jurisdictions.  In addition, during 2014 and 2015 the Company recorded a valuation allowance of $339.8 million and $305.3 million, respectively, on a portion of its deferred tax assets attributable to federal and state net operating loss carryforwards due to the uncertainty of the ability to utilize those losses in future periods.

⁽²⁾During 2013, 2014 and 2015, the Company realized the tax benefits associated with certain foreign deferred tax assets, primarily related to foreign loss carryforwards, on which a valuation allowance was previously recorded.  The associated valuation allowance was reversed in the period in which, based on the weight of available evidence, it is more-likely-than-not that the deferred tax asset will be realized.

⁽³⁾During 2013, 2014 and 2015, the Company adjusted certain valuation allowances as a result of changes in tax rates in certain jurisdictions and as a result of the expiration of carryforward periods for net operating loss carryforwards.

120

3. Exhibits.

Exhibit Number	Description
3.1	Certificate of Formation of iHeartMedia Capital I, LLC (Incorporated by reference to Exhibit 3.1.33 to the iHeartCommunications, Inc. Registration Statement on Form S-4 (File No. 333-158279)filed on March 30, 2009).
3.2	Limited Liability Company Agreement of iHeartMedia Capital I, LLC (Incorporated by reference to Exhibit 3.2.33 to the iHeartCommunications, Inc. Registration Statement on Form S-4 (File No. 333-158279)filed on March 30, 2009).
4.1	Senior Indenture dated October 1, 1997, by and between iHeartCommunications, Inc. and The Bank of New York, as Trustee (Incorporated by reference to Exhibit 4.2 to the iHeartCommunications, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 1997).
4.2	Third Supplemental Indenture dated June 16, 1998 to Senior Indenture dated October 1, 1997, by and between iHeartCommunications, Inc. and The Bank of New York, as Trustee (Incorporated by reference to Exhibit 4.2 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on August 28, 1998).
4.3	Nineteenth Supplemental Indenture dated December 16, 2004, to Senior Indenture dated October 1, 1997, by and between iHeartCommunications, Inc. and The Bank of New York, as Trustee (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on December 17, 2004).
4.4	Indenture, dated as of February 23, 2011, to Indenture dated as of February 23, 2011, among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, the other guarantors party thereto, Wilmington Trust FSB, as Trustee, and the other agents party thereto (Incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on February 24, 2011).
4.5	Supplemental Indenture, dated as of June 14, 2011, to Indenture dated as of February 23, 2011, among iHeartCommunications, Inc. and Wilmington Trust FSB, as Trustee (Incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on June 14, 2011).
4.6	Indenture, dated as of October 25, 2012, among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, U.S. Bank National Association, as trustee, and Deutsche Bank Trust Company Americas, as collateral agent (Incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on October 25, 2012).
4.7	Indenture, dated as of February 28, 2013, among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, U.S. Bank National Association, as trustee, and Deutsche Bank Trust Company Americas, as collateral agent (Incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on March 1, 2013).
4.8	Indenture, dated as of June 21, 2013, among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (Incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on June 21, 2013).
4.9	First Supplemental Indenture, dated as of December 16, 2013, to Indenture dated as of June 21, 2013, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (Incorporated by reference to Exhibit 4.26 to Amendment No. 1 to the iHeartCommunications, Inc. Registration Statement on Form S-4 (File No. 333-192614) filed on December 16, 2013).
4.10	Second Supplemental Indenture, dated as of December 24, 2013, to Indenture dated as of June 21, 2013, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (Incorporated by reference to Exhibit 4.28 to Amendment No. 2 to the iHeartCommunications, Inc. Registration Statement on Form S-4 (File No. 333-192614) filed on December 24, 2013).
4.11	Indenture with respect to 7.625% Series A Senior Subordinated Notes due 2020, dated as of March 15, 2012, by and among Clear Channel Worldwide Holdings, Inc., Clear Channel Outdoor Holdings, Inc., Clear Channel Outdoor, Inc., the other guarantors party thereto and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on March 16, 2012).
4.12	Indenture with respect to 7.625% Series B Senior Subordinated Notes due 2020, dated as of March 15, 2012, by and among Clear Channel Worldwide Holdings, Inc., Clear Channel Outdoor Holdings, Inc., Clear Channel Outdoor, Inc., the other guarantors party thereto and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on March 16, 2012).
4.13	Indenture with respect to 6.50% Series A Senior Notes due 2022, dated as of November 19, 2012, by and among Clear Channel Worldwide Holdings, Inc., Clear Channel Outdoor Holdings, Inc., Clear Channel Outdoor, Inc., the other guarantors party thereto and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on November 19, 2012).
4.14	Indenture with respect to 6.50% Series B Senior Notes due 2022, dated as of November 19, 2012, by and among Clear Channel Worldwide Holdings, Inc., Clear Channel Outdoor Holdings, Inc., Clear Channel Outdoor, Inc., the other guarantors party thereto and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on November 19, 2012).
4.15	Indenture, dated as of May 1, 2014, among CCU Escrow Corporation and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on June 6, 2014).
4.16	First Supplemental Indenture, dated as of June 6, 2014, to Indenture dated as of May 1, 2014, among iHeartCommunications, Inc. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on June 6, 2014).
4.17	Third Supplemental Indenture, dated as of August 22, 2014, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, and Law Debenture Trust Company of New York, as trustee (incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Form 8-K filed on August 22, 2014).
4.18	Indenture, dated as of September 10, 2014, among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, U.S. Bank National Association, as trustee, paying agent, registrar, authentication agent and transfer agent, and Deutsche Bank Trust Company Americas, as collateral agent (incorporated by reference to Exhibit 4.1 to iHeartCommunications, Inc.’s Current Report on Form 8-K filed on September 10, 2014).
4.19	First Supplemental Indenture, dated as of September 29, 2014, to Indenture dated as of September 10, 2014, among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, certain subsidiary guarantors named therein, U.S. Bank National Association, as trustee, paying agent, registrar, authentication agent and transfer agent and Deutsche Bank Trust Company Americas, as the collateral agent (incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on September 29, 2014).
4.20	Indenture, dated as of February 26, 2015, among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, as guarantor, the other guarantors party thereto, U.S. Bank National Association, as trustee, paying agent, registrar, authentication agent and transfer agent, and Deutsche Bank Trust Company Americas, as collateral agent (Incorporated by reference to Exhibit 4.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on February 26, 2015).
4.21	Indenture, dated as of December 16, 2015, among Clear Channel International B.V., the guarantors party thereto, and U.S. Bank National Association, as trustee, paying agent, registrar, authentication agent and transfer agent (incorporated by reference to Exhibit 4.1 to Clear Channel Outdoor Holdings, Inc.’s Current Report on Form 8-K filed on December 16, 2015).
10.1	Amended and Restated Credit Agreement, dated as of February 23, 2011, by and among iHeartCommunications, Inc., the subsidiary co-borrowers and foreign subsidiary revolving borrowers party thereto, iHeartMedia Capital I, LLC, Citibank, N.A., as Administrative Agent, the lenders from time to time party thereto and the other agents party thereto (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on February 24, 2011).
10.2	Amendment No. 1 to Amended and Restated Credit Agreement, dated as of October 25, 2012, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, the subsidiary co-borrowers party thereto, the foreign subsidiary revolving borrowers thereto, Citibank, N.A. as Administrative Agent, the lenders from time to time party thereto and the other agents party thereto (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on October 25, 2012).
10.3	Collateral Sharing Agreement, dated as of October 25, 2012, by and among Citibank N.A. as Administrative Agent, U.S. Bank National Association, as trustee, and Deutsche Bank Trust Company Americas, as collateral agent (Incorporated by reference to Exhibit 10.2 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on October 25, 2012).
10.4	Amendment No. 2 to Amended and Restated Credit Agreement, dated as of May 31, 2013, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, the subsidiary co-borrowers party thereto, the foreign subsidiary revolving borrowers thereto, Citibank, N.A. as Administrative Agent, the lenders from time to time party thereto and the other agents party thereto (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on June 4, 2013).
10.5	Amendment No. 3 to Amended and Restated Credit Agreement, dated as of December 18, 2013, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, the subsidiary co-borrowers party thereto, the foreign subsidiary revolving borrowers thereto, Citibank, N.A., as Administrative Agent, the lenders from time to time party thereto and the other agents party thereto (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on December 18, 2013).
10.6	Amended and Restated Credit Agreement, dated as of December 24, 2012, by and among iHeartCommunications, Inc., iHeartMedia Capital I, LLC, the subsidiary borrowers party thereto, Citibank, N.A., as Administrative Agent, the lenders from time to time party thereto and the other agents party thereto (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on December 27, 2012).
10.7	Revolving Promissory Note dated November 10, 2005 payable by iHeartCommunications, Inc. to Clear Channel Outdoor Holdings, Inc. in the original principal amount of $1,000,000,000 (Incorporated by reference to Exhibit 10.8 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2005).
10.8	First Amendment, dated as of December 23, 2009, to the Revolving Promissory Note, dated as of November 10, 2005, by iHeartCommunications, Inc., as Maker, to Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.41 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2009).
10.9	Second Amendment, dated as of October 23, 2013, to the Revolving Promissory Note, dated as of November 10, 2005, by iHeartCommunications, Inc., as Maker, to Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on October 23, 2013).
10.10	Revolving Promissory Note dated November 10, 2005 payable by Clear Channel Outdoor Holdings, Inc. to iHeartCommunications, Inc. in the original principal amount of $1,000,000,000 (Incorporated by reference to Exhibit 10.7 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2005).
10.11	First Amendment, dated as of December 23, 2009, to the Revolving Promissory Note, dated as of November 10, 2005, by Clear Channel Outdoor Holdings, Inc., as Maker, to iHeartCommunications, Inc. (Incorporated by reference to Exhibit 10.42 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2009).
10.12	Master Agreement dated November 16, 2005 between Clear Channel Outdoor Holdings, Inc. and iHeartCommunications, Inc. (Incorporated by reference to Exhibit 10.1 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2005).
10.13	Corporate Services Agreement dated November 16, 2005 between Clear Channel Outdoor Holdings, Inc. and iHeartMedia Management Services, L.P. (Incorporated by reference to Exhibit 10.3 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2005).
10.14	Tax Matters Agreement dated November 10, 2005 between Clear Channel Outdoor Holdings, Inc. and iHeartCommunications, Inc. (Incorporated by reference to Exhibit 10.4 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2005).
10.15	Employee Matters Agreement dated November 10, 2005 between Clear Channel Outdoor Holdings, Inc. and iHeartCommunications, Inc. (Incorporated by reference to Exhibit 10.5 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2005).
10.16	Amended and Restated License Agreement dated November 10, 2005 between iHM Identity, Inc. and Outdoor Management Services, Inc. (Incorporated by reference to Exhibit 10.5 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2005).
10.17	First Amended and Restated Management Agreement, dated as of July 28, 2008, by and among iHeartMedia, Inc., BT Triple Crown Merger Co., Inc., B Triple Crown Finco, LLC, T Triple Crown Finco, LLC, THL Managers VI, LLC and Bain Capital Partners, LLC (Incorporated by reference to Exhibit 10.1 to the iHeartMedia, Inc. Current Report on Form 8-K filed on July 30, 2008).
10.18	Amended and Restated Voting Agreement dated as of May 13, 2008 by and among BT Triple Crown Merger Co., Inc., B Triple Crown Finco, LLC, T Triple Crown Finco, LLC, iHeartMedia, Inc., Highfields Capital I LP, Highfields Capital II LP, Highfields Capital III LP and Highfields Capital Management LP (Incorporated by reference to Annex E to the iHeartMedia, Inc. Registration Statement on Form S-4 (File No. 333-151345) filed on June 2, 2008).
10.19	Voting Agreement dated as of May 13, 2008 by and among BT Triple Crown Merger Co., Inc., B Triple Crown Finco, LLC, T Triple Crown Finco, LLC, iHeartMedia, Inc., Abrams Capital Partners I, LP, Abrams Capital Partners II, LP, Whitecrest Partners, LP, Abrams Capital International, Ltd. and Riva Capital Partners, LP (Incorporated by reference to Annex F to the iHeartMedia, Inc. Registration Statement on Form S-4 (File No. 333-151345) filed on June 2, 2008).
10.20§	Stockholders Agreement, dated as of July 29, 2008, by and among iHeartMedia, Inc., BT Triple Crown Merger Co., Inc., Clear Channel Capital IV, LLC, Clear Channel Capital V, L.P., L. Lowry Mays, Randall T. Mays, Mark P. Mays, LLM Partners, Ltd., MPM Partners, Ltd. and RTM Partners, Ltd. (Incorporated by reference to Exhibit 10.2 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2009).
10.21§	Side Letter Agreement, dated as of July 29, 2008, among iHeartMedia, Inc., Clear Channel Capital IV, LLC, Clear Channel Capital V, L.P., L. Lowry Mays, Mark P. Mays, Randall T. Mays, LLM Partners, Ltd., MPM Partners Ltd. and RTM Partners, Ltd. (Incorporated by reference to Exhibit 10.3 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2009).
10.22	Affiliate Transactions Agreement, dated as of July 30, 2008, by and among iHeartMedia, Inc., Bain Capital Fund IX, L.P., Thomas H. Lee Equity Fund VI, L.P. and BT Triple Crown Merger Co., Inc. (Incorporated by reference to Exhibit 99.6 to the iHeartMedia, Inc. Form 8-A Registration Statement filed on July 30, 2008).
10.23§	Side Letter Agreement, dated as of December 22, 2009, by and among iHeartMedia, Inc., Clear Channel Capital IV, LLC, Clear Channel Capital V, L.P., Randall T. Mays and RTM Partners, Ltd. (Incorporated by reference to Exhibit 99.3 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on December 29, 2009).
10.24§	Agreement Regarding Aircraft, dated May 31, 2013, by and among iHeartCommunications, Inc., Mark P. Mays, Randall T. Mays and L. Lowry Mays (Incorporated by reference to Exhibit 10.1 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended June 30, 2013).
10.25§	Stock Purchase Agreement dated as of November 15, 2010 by and among iHeartMedia, Inc., Clear Channel Capital IV, LLC, Clear Channel Capital V, L.P. and Pittman CC LLC (Incorporated by reference to Exhibit 10.3 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.26§	Aircraft Lease Agreement dated as of November 16, 2011 by and between Yet Again Inc. and iHeartMedia + Entertainment, Inc. (Incorporated by reference to Exhibit 10.23 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2011).
10.27§	Aircraft Lease Agreement dated as of December 23, 2013 by and between FalconAgain Inc. and iHeartMedia + Entertainment, Inc. (Incorporated by reference to Exhibit 10.23 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2013).
10.28§	Letter Agreement dated as of January 13, 2014 by and between FalconAgain Inc. and iHeartMedia + Entertainment, Inc. (Incorporated by reference to Exhibit 10.24 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2013).
10.29§	Clear Channel 2008 Executive Incentive Plan (the “CC Executive Incentive Plan”) (Incorporated by reference to Exhibit 10.26 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2009).
10.30§	Amendment No. 1 to the CC Executive Incentive Plan, effective as of July 1, 2013 (Incorporated by reference to Exhibit 10.1 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 2013).
10.31§	Form of Senior Executive Option Agreement under the CC Executive Incentive Plan (Incorporated by reference to Exhibit 10.20 to the iHeartMedia, Inc. Current Report on Form 8-K filed on July 30, 2008).
10.32§	Form of Senior Executive Restricted Stock Award Agreement under the CC Executive Incentive Plan (Incorporated by reference to Exhibit 10.21 to the iHeartMedia, Inc. Current Report on Form 8-K filed on July 30, 2008).
10.33§	Form of Senior Management Option Agreement under the CC Executive Incentive Plan (Incorporated by reference to Exhibit 10.22 to the iHeartMedia, Inc. Current Report on Form 8-K filed on July 30, 2008).
10.34§	Form of Executive Option Agreement under the CC Executive Incentive Plan (Incorporated by reference to Exhibit 10.23 to the iHeartMedia, Inc. Current Report on Form 8-K filed on July 30, 2008).
10.35§	Clear Channel Employee Equity Investment Program (Incorporated by reference to Exhibit 10.24 to the iHeartMedia, Inc. Current Report on Form 8-K filed on July 30, 2008).
10.36§	iHeartMedia, Inc. 2008 Annual Incentive Plan (Incorporated by reference to Exhibit 10.32 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2009).
10.37§	Clear Channel Outdoor Holdings, Inc. 2005 Stock Incentive Plan, as amended and restated  (the “CCOH Stock Incentive Plan”) (Incorporated by reference to Exhibit 10.2 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on April 30, 2007).
10.38§	First Form of Option Agreement under the CCOH Stock Incentive Plan (Incorporated by reference to Exhibit 10.2 to the Clear Channel Outdoor Holdings, Inc. Registration Statement on Form S-8 (File No. 333-130229) filed on December 9, 2005).
10.39§	Form of Option Agreement under the CCOH Stock Incentive Plan (approved February 21, 2011) (Incorporated by reference to Exhibit 10.33 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2011).
10.40§	Form of Restricted Stock Award Agreement under the CCOH Stock Incentive Plan (Incorporated by reference to Exhibit 10.3 to the Clear Channel Outdoor Holdings, Inc. Registration Statement on Form S-8 (File No. 333-130229) filed on December 9, 2005).
10.41§	Form of Restricted Stock Unit Award Agreement under the CCOH Stock Incentive Plan (Incorporated by reference to Exhibit 10.16 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2010).
10.42§	Clear Channel Outdoor Holdings, Inc. 2012 Stock Incentive Plan (the “CCOH 2012 Stock Incentive Plan”) (Incorporated by reference to Exhibit 99.1 to the Clear Channel Outdoor Holdings, Inc. Registration Statement on Form S-8 (File No. 333-181514) filed on May 18, 2012).
10.43§	Form of Option Agreement under the CCOH 2012 Stock Incentive Plan  (Incorporated by reference to Exhibit 10.25 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2015).
10.44§	Form of Restricted Stock Award Agreement under the CCOH 2012 Stock Incentive Plan  (Incorporated by reference to Exhibit 10.26 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2015).
10.45§	Form of Restricted Stock Unit Award Agreement under the CCOH 2012 Stock Incentive Plan  (Incorporated by reference to Exhibit 10.27 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2015).
10.46§	Clear Channel Outdoor Holdings, Inc. Amended and Restated 2006 Annual Incentive Plan (Incorporated by reference to Appendix B to the Clear Channel Outdoor Holdings, Inc. Definitive Proxy Statement on Schedule 14A for its 2012 Annual Meeting of Stockholders filed on April 9, 2012).
10.47§	Relocation Policy - Chief Executive Officer and Direct Reports (Guaranteed Purchase Offer) (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on October 12, 2010).
10.48§	Relocation Policy - Chief Executive Officer and Direct Reports (Buyer Value Option) (Incorporated by reference to Exhibit 10.2 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on October 12, 2010).
10.49§	Relocation Policy - Function Head Direct Reports (Incorporated by reference to Exhibit 10.3 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on October 12, 2010).
10.50§	Form of iHeartMedia, Inc. and iHeartCommunications, Inc. Indemnification Agreement (Incorporated by reference to Exhibit 10.26 to the iHeartMedia, Inc. Current Report on Form 8-K filed on July 30, 2008).
10.51§	Indemnification Agreement by and among iHeartMedia, Inc., iHeartCommunications, Inc. and Robert W. Pittman dated September 18, 2012 (Incorporated by reference to Exhibit 10.3 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 2012).
10.52§	Form of Clear Channel Outdoor Holdings, Inc. Independent Director Indemnification Agreement (Incorporated by reference to Exhibit 10.1 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on June 3, 2009).
10.53§	Form of Clear Channel Outdoor Holdings, Inc. Affiliate Director Indemnification Agreement (Incorporated by reference to Exhibit 10.2 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on June 3, 2009).
10.54§	Indemnification Agreement by and among Clear Channel Outdoor Holdings, Inc. and Robert W. Pittman dated September 18, 2012 (Incorporated by reference to Exhibit 10.4 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 2012).
10.55§	Indemnification Agreement by and among Clear Channel Outdoor Holdings, Inc. and Robert H. Walls, Jr. dated September 5, 2012 (Incorporated by reference to Exhibit 10.6 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 2012).
10.56§	Amended and Restated Employment Agreement, dated as of January 13, 2014 between Robert Pittman and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.1 to the iHeartMedia, Inc. Current Report on Form 8-K filed on January 13, 2014).
10.57§	Employment Agreement by and between iHeartMedia, Inc. and Richard J. Bressler, dated July 29, 2013 (Incorporated by reference to Exhibit 10.1 to the iHeartMedia, Inc. Current Report on Form 8-K/A filed on August 2, 2013).
10.58§	Employment Agreement, dated as of January 1, 2010, between Robert H. Walls, Jr., and iHeartMedia Management Services, Inc. (Incorporated by reference to Exhibit 10.1 to the iHeartCommunications, Inc. Current Report on Form 8-K filed on January 5, 2010).
10.59§	Employment Agreement, effective as of January 24, 2012, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.1 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K/A filed on July 27, 2012).
10.60§	Amendment No. 1 to Employment Agreement, effective as of March 2, 2015, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (incorporated by reference to Exhibit 10.1 to the Clear Channel Outdoor Holdings, Inc. Quarterly Report on Form 10-Q for the quarter ended March 31, 2015).
10.61*§	Amendment No. 2 to Employment Agreement, effective as of December 17, 2015, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (incorporated by reference to Exhibit 10.38 to Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2015).
10.62§	Form of Amendment to Senior Executive Option Agreement under the CC Executive Incentive Plan, dated as of October 14, 2008 (Incorporated by reference to Exhibit 10.56 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2011).
10.63§	Form of Executive Option Agreement under the CC Executive Incentive Plan, dated as of December 31, 2010, between Robert H. Walls, Jr. and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.44 to the iHeartCommunications, Inc. Annual Report on Form 10-K for the year ended December 31, 2010).
10.64§	Form of Executive Option Agreement under the CC Executive Incentive Plan, dated as of May 19, 2011, between Scott D. Hamilton and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.63 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2011).
10.65§	Executive Option Agreement under the CC Executive Incentive Plan, dated as of October 2, 2011, between Robert W. Pittman and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.2 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended September 30, 2011).
10.66§	Amendment to the Executive Option Agreement under the CC Executive Incentive Plan, dated as of January 13, 2014, between Robert W. Pittman and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.2 to the iHeartMedia, Inc. Current Report on Form 8-K filed on January 13, 2014).
10.67§	Form of Restricted Stock Agreement under the CC Executive Incentive Plan, dated October 15, 2012, between Robert W. Pittman and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.74 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2012).
10.68§	Form of Restricted Stock Agreement under the CC Executive Incentive Plan, dated October 15, 2012, between Robert H. Walls, Jr. and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.75 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2012).
10.69§	Form of Restricted Stock Agreement under the CC Executive Incentive Plan, dated October 22, 2012, between Scott D. Hamilton and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.77 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2012).
10.70§	Form of Restricted Stock Agreement under the CC Executive Incentive Plan, dated October 22, 2012, between Robert H. Walls, Jr. and iHeartMedia, Inc. (Incorporated by reference to Exhibit 10.78 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2012).
10.71§	Restricted Stock Agreement under the CC Executive Incentive Plan, dated January 13, 2014, between Robert W. Pittman and iHeartMedia, Inc. (Incorporated by reference to Exhibit C of Exhibit 10.1 to the iHeartMedia, Inc. Current Report on Form 8-K filed on January 13, 2014).
10.72§	Form of Stock Option Agreement under the CCOH Stock Incentive Plan, dated September 17, 2009, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.34 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2010).
10.73§	Form of Amended and Restated Stock Option Agreement under the CCOH Stock Incentive Plan, dated as of August 11, 2011, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.1 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on August 12, 2011).
10.74§	Form of Stock Option Agreement under the CCOH Stock Incentive Plan, dated December 13, 2010, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.35 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2010).
10.75§	Form of Restricted Stock Unit Agreement under the CCOH Stock Incentive Plan, dated December 20, 2010, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.36 to the Clear Channel Outdoor Holdings, Inc. Annual Report on Form 10-K for the year ended December 31, 2010).
10.76§	Form of Restricted Stock Unit Agreement under the CCOH Stock Incentive Plan, dated March 26, 2012, between Robert H. Walls, Jr. and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.3 to the iHeartMedia, Inc. Quarterly Report on Form 10-Q for the quarter ended March 31, 2012).
10.77§	Form of Restricted Stock Unit Agreement under the CCOH 2012 Stock Incentive Plan, dated July 26, 2012, between C. William Eccleshare and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit 10.2 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K/A filed on July 27, 2012).
10.78§	Restricted Stock Award Agreement under the CCOH 2012 Stock Incentive Plan, dated January 13, 2014, between Robert W. Pittman and Clear Channel Outdoor Holdings, Inc. (Incorporated by reference to Exhibit D of Exhibit 10.1 to the iHeartMedia, Inc. Current Report on Form 8-K filed on January 13, 2014).
10.79§	Stipulation of Settlement, dated as of July 8, 2013, among legal counsel for iHeartCommunications, Inc. and the other named defendants, the special litigation committee of the board of directors of Clear Channel Outdoor Holdings, Inc. and the plaintiffs (Incorporated by reference to Exhibit 10.1 to the Clear Channel Outdoor Holdings, Inc. Current Report on Form 8-K filed on July 9, 2013).
10.80§	Employment Agreement by and between iHeartMedia Management Services, Inc. and Scott D. Hamilton, dated May 20, 2014 (Incorporated by reference to Exhibit 10.1 to the iHeartMedia, Inc. Current Report on Form 8-K filed on June 25, 2014).
10.81§	Employment Agreement by and between iHeartMedia Management Services, Inc. and Steven J. Macri dated October 7, 2013 (Incorporated by reference to Exhibit 10.81 to the iHeartMedia, Inc. Annual Report on Form 10-K for the year ended December 31, 2015).
10.82	Employment Agreement, effective as of March 3, 2015, between Scott Wells and Clear Channel Outdoor Holdings, Inc. (incorporated by reference to Exhibit 10.2 to the Clear Channel Outdoor Holdings, Inc. Quarterly Report on Form 10-Q for the quarter ended March 31, 2015).
10.83	Subordination Agreement, dated as of December 16, 2015, among Clear Channel International B.V., the guarantors party thereto, U.S. Bank National Association, as trustee, and the subordinated creditors party thereto (incorporated by reference to Exhibit 10.1 to Clear Channel Outdoor Holdings, Inc.’s Current Report on 8-K filed on December 16, 2015).
10.84	iHeartMedia, Inc. 2015 Executive Long-Term Incentive Plan (Incorporated by reference to Appendix A to the iHeartMedia, Inc. definitive proxy statement on Schedule 14A for its 2015 Annual Meeting of Stockholders filed March 31, 2015).
10.85	iHeartMedia, Inc. 2015 Supplemental Incentive Plan (Incorporated by reference to Appendix B to the iHeartMedia, Inc. definitive proxy statement on Schedule 14A for its 2015 Annual Meeting of Stockholders filed March 31, 2015).
10.86	iHeartMedia, Inc. 2015 Executive Incentive Plan (Incorporated by reference to Appendix C to the iHeartMedia, Inc. definitive proxy statement on Schedule 14A for its 2015 Annual Meeting of Stockholders filed March 31, 2015).
24*	Power of Attorney (included on signature page).
31.1*	Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance Document.
101.SCH*	XBRL Taxonomy Extension Schema Document.
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document.

121

_________________

*              Filed herewith.

**           This exhibit is furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

§              A management contract or compensatory plan or arrangement required to be filed as an exhibit pursuant to Item 601 of Regulation S-K.

130

131

SIGNATURES

                Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 25, 2016.

IHEARTCOMMUNICATIONS, INC.

By: /s/ Robert W. Pittman

        Robert W. Pittman

        Chairman and Chief Executive Officer

Power of Attorney

                Each person whose signature appears below authorizes Robert W. Pittman, Richard J. Bressler and Scott D. Hamilton, or any one of them, each of whom may act without joinder of the others, to execute in the name of each such person who is then an officer or director of the Registrant and to file any amendments to this Annual Report on Form 10-K necessary or advisable to enable the Registrant to comply with the Securities Exchange Act of 1934, as amended, and any rules, regulations and requirements of the Securities and Exchange Commission in respect thereof, which amendments may make such changes in such report as such attorney-in-fact may deem appropriate.

                Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Name	Title	Date
/s/ Robert W. Pittman Robert W. Pittman	Chairman and Chief Executive Officer (Principal Executive Officer)	February 25, 2016
/s/ Richard J. Bressler Richard J. Bressler	President, Chief Operating Officer, Chief Financial Officer (Principal Financial Officer) and Director	February 25, 2016
/s/ Scott D. Hamilton Scott D. Hamilton	Senior Vice President, Chief Accounting Officer (Principal Accounting Officer) and Assistant Secretary	February 25, 2016
/s/ David C. Abrams David C. Abrams	Director	February 25, 2016
/s/ Irving L. Azoff Irving L. Azoff	Director	February 25, 2016
/s/ James C. Carlisle James C. Carlisle	Director	February 25, 2016
/s/ John P. Connaughton John P. Connaughton	Director	February 25, 2016
/s/ Julia B. Donnelly Julia B. Donnelly	Director	February 25, 2016
/s/ Matthew J. Freeman Matthew J. Freeman	Director	February 25, 2016
/s/ Blair E. Hendrix Blair E. Hendrix	Director	February 25, 2016
/s/ Jonathon S. Jacobson Jonathon S. Jacobson	Director	February 25, 2016
/s/ Ian K. Loring Ian K. Loring	Director	February 25, 2016
/s/ Scott M. Sperling Scott M. Sperling	Director	February 25, 2016

132

133

EX-21

 

Exhibit 21: Subsidiaries of Registrant, iHeartCommunications, Inc.
Name	State of Incorporation
1567 Media, LLC	DE
AMFM Broadcasting, Inc.	DE
AMFM Broadcasting Licenses, LLC	DE
AMFM Operating, Inc.	DE
AMFM Radio Licenses, LLC	DE
AMFM Texas, LLC	DE
AMFM Texas Broadcasting, LP	DE
AMFM Texas Licenses, LLC	TX
Austin Tower Company	TX
Capstar Radio Operating Company	DE
Capstar TX, LLC	TX
CC Broadcast Holdings, Inc.	NV
CC CV LP, LLC	DE
CC Finco, LLC	DE
CC Finco Holdings, LLC	DE
CC Licenses, LLC	DE
CCHCV LP, LLC CCOI Holdco Parent I, LLC CCOI Holdco Parent II, LLC CCOI Holdco Sub I, LLC CCOI Holdco Sub II, LLC	DE DE DE DE DE
Christal Radio Sales, Inc.	DE
Cine Guarantors II, Inc.	CA
Citicasters Co.	OH
Citicasters Licenses, Inc.	TX
Clear Channel Adshel, Inc.	DE
Clear Channel Airports of Georgia, Inc.	GA
Clear Channel Airports of Texas, JV	TX
Clear Channel Brazil Holdco, LLC	DE
Clear Channel Broadcasting Licenses, Inc.	NV
Clear Channel Electrical Services, LLC	DE
Clear Channel Holdings, Inc. Clear Channel Interstate, LLC	NV DE
Clear Channel Investments, Inc.	NV
Broader Media, LLC	DE
Broader Media Holdings, LLC	DE
Clear Channel Metra, LLC	DE
Clear Channel Metro, LLC	DE
Clear Channel Mexico Holdings, Inc.	NV
Clear Channel Outdoor, Inc.	DE
Clear Channel Outdoor Holdings, Inc.	DE
Clear Channel Outdoor Holdings Company Canada	DE
Clear Channel Peoples, LLC	DE
Clear Channel Real Estate, LLC Clear Channel Real Estate Services, LLC	DE TX
Clear Channel Spectacolor, LLC	DE
Clear Channel Worldwide Holdings, Inc.	NV
Clear Channel/Interstate Philadelphia, LLC	DE
Critical Mass Media, Inc.	OH
Eller-PW Company, LLC	CA
Exceptional Outdoor Advertising, Inc.	FL
Get Outdoors Florida, LLC	FL
iHeartMedia + Entertainment, Inc.	NV
iHeartMedia Capital II, LLC	DE
iHeartMedia Management Services, Inc.	TX
iHeartMedia Tower Co. Holdings, LLC	DE
iHM Identity, Inc.	TX
Interspace Airport Advertising International, LLC	PA
IN-TER-SPACE Services, Inc.	PA
Katz Communications, Inc.	DE
Katz Media Group, Inc.	DE
Katz Millennium Sales & Marketing, Inc.	DE
Katz Net Radio Sales, Inc.	DE
Keller Booth Sumners Joint Venture	TX
Kelnic II Joint Venture	TX
M Street Corporation	WA
TTWN Networks, LLC	DE
TTWN Media Networks, LLC	MD
Metro Networks Communications, LP	DE
Metro Networks Services, Inc.	DE
Miami Airport Concession LLC	DE
Milpitas Sign Company, LLC	DE
Outdoor Management Services, Inc.	NV
Premiere Networks, Inc.	DE
SmartRoute Systems, Inc.	DE
Sunset Billboards, LLC	WA
Terrestrial RF Licensing, Inc.	NV
TLAC, Inc.	DE
Tower FM Consortium, LLC	TX

Name	Country of Incorporation
Adshel (Brasil) Ltda	Brazil
Adshel Ltda	Brazil
Adshel Mexico Adshel New Zealand Ltd. Adshel Street Furniture Pty Ltd	Mexico New Zealand Australia
Aircheck India Pvt. Ltd.	India
Allied Outdoor Advertising Ltd.	United Kingdom
Arcadia Cooper Properties	United Kingdom
Barrett Petrie Sutcliffe London Ltd.	United Kingdom
Barrett Petrie Sutcliffe Ltd.	United Kingdom
C.F.D. Billboards Ltd. CCH Holding BV CCO International Holdings BV CCO Ontario Holdings, Inc. China Outdoor Media Investment (HK) Co., Ltd. China Outdoor Media Investment Inc. Cine Guarantors II, Ltd. Cine Movile SA de CV Citysites Outdoor Advertising (Albert) Pty Ltd. Citysites Outdoor Advertising Pty Ltd. Citysites Outdoor Advertising (South Australia) Pty Ltd. Citysites Outdoor Advertising (West Australia) Pty Ltd. Clear Channel CAC AG Cinemobile Systems International NV	United Kingdom Netherlands Netherlands Canada Hong Kong British Virgin Islands Canada Mexico Australia Australia Australia Australia Switzerland Curacao
Clear Channel International BV	Netherlands
Clear Channel International Holdings BV	Netherlands
Clear Channel Adshel AS	Norway
Clear Channel Affitalia SRL	Italy
Clear Channel AWI AG	Switzerland
Clear Channel Baltics & Russia AB	Sweden
Clear Channel Banners Ltd.	United Kingdom
Clear Channel Belgium Sprl	Belgium
Clear Channel Brazil Holding S/A	Brazil
Clear Channel (Central) Ltd. Clear Channel Chile Publicidad Ltda	United Kingdom Chile
Clear Channel CV	Netherlands
Clear Channel Danmark A/S	Denmark
Clear Channel Entertainment of Brazil Ltda	Brazil
Clear Channel Espana SLU	Spain
Clear Channel Espectaculos SL	Spain
Clear Channel Estonia OU	Estonia
Clear Channel European Holdings SAS	France
Clear Channel Felice GmbH	Switzerland
Clear Channel France SAS	France
Clear Channel GmbH	Switzerland
Clear Channel Hillenaar BV	Netherlands
Clear Channel Holding AG	Switzerland
Clear Channel Holding Italia SPA	Italy
Clear Channel Holdings CV	Netherlands
Clear Channel Holdings, Ltd.	United Kingdom
Clear Channel Hong Kong Ltd.	Hong Kong
Clear Channel Infotrak AG	Switzerland
Clear Channel International Ltd.	United Kingdom
Clear Channel Interpubli AG	Switzerland
Clear Channel Ireland Ltd.	Ireland
Clear Channel Italy Outdoor SRL	Italy
Clear Channel Jolly Pubblicita SPA	Italy
Clear Channel KNR Neth Antilles NV	Curacao
Clear Channel (Midlands) Ltd.	United Kingdom
Clear Channel NI Ltd.	United Kingdom
Clear Channel (Northwest) Ltd.	United Kingdom
Clear Channel Norway AS	Norway
Clear Channel Outdoor Company Canada	Canada
Clear Channel Outdoor Hungary KFT	Hungary
Clear Channel Outdoor Mexico SA de CV	Mexico
Clear Channel Outdoor Mexico, Operaciones SA de CV	Mexico
Clear Channel Outdoor Mexico, Servicios Administrativos, SE de CV	Mexico
Clear Channel Outdoor Mexico, Servicios Corporativos, SE de CV	Mexico
Clear Channel Outdoor Pty Ltd.	Australia
Clear Channel Outdoor Spanish Holdings SL	Spain
Clear Channel Overseas Ltd.	United Kingdom
Clear Channel Pacific Pte Ltd.	Singapore
Clear Channel Aida GmbH	Switzerland
Clear Channel Ofex AG	Switzerland
Clear Channel Plakatron AG	Switzerland
Clear Channel Poland SP .Z.O.O.	Poland
Clear Channel Sales AB	Sweden
Clear Channel Sao Paulo Participacoes Ltda	Brazil
Clear Channel (Scotland) Ltd.	Scotland
Clear Channel Schweiz AG	Switzerland
Clear Channel Singapore Pte Ltd.	Singapore
Clear Channel Smartbike SLU	Spain
Clear Channel South West Ltd.	United Kingdom
Clear Channel South America S.A.C.	Peru
Clear Channel (South West) Ltd.	United Kingdom
Clear Channel Suomi Oy	Finland
Clear Channel Sverige AB	Sweden
Clear Channel Tanitim Ve Iletisim AS	Turkey
Clear Channel UK Ltd	United Kingdom
Clear Channel UK One Ltd.	United Kingdom
Clear Channel UK Two Ltd.	United Kingdom
Clear Channel UK Three Ltd.	United Kingdom
Clear Media Limited	Bermuda
Comurben SA CR Phillips Investments Pty Ltd.	Morocco Australia
Eller Holding Company Cayman I	Cayman Islands
Eller Holding Company Cayman II	Cayman Islands
Eller Media Asesorias Y Comercializacion Publicitaria Ltda	Chile
Eller Media Servicios Publicitarios Ltda	Chile
Epiclove Ltd.	United Kingdom
Equipamientos Urbanos de Canarias SA	Spain
Equipamientos Urbanos Del Sur SL	Spain
Equipamientos Urbanos - Gallega de Publicidad Disseno AIE FM Media Ltd.	Spain United Kingdom
Foxmark (UK) Ltd.	United Kingdom
Giganto Holding Cayman	Cayman Islands
Giganto Outdoor SA	Chile
Grosvenor Advertising Ltd.	United Kingdom
Hainan Whitehorse Advertising Media Investment Company Ltd.	China
Illuminated Awnings Systems Ltd.	Ireland
Interspace Airport Advertising Australia Pty Ltd.	Australia
Interspace Costa Rica Airport Advertising SA	Costa Rica
Interspace Airport Advertising Curacao NV	Curacao
Interspace Airport Advertising Netherlands Antilles NV	Netherlands Antilles
Interspace Airport Advertising West Indies Ltd.	West Indies
Interspace Airport Advertising New Zealand Ltd.	New Zealand
Interspace Airport Advertising Grand Cayman Interspace Airport Advertising Trinidad & Tobago Ltd. Interspace Airport Advertising TCI Ltd.	Cayman Islands Republic of Trinidad & Tobago Turks & Caicos
KMS Advertising Ltd.	United Kingdom
L & C Outdoor Ltda.	Brazil
Mars Reklam Producksiyon AS	Turkey
Maurice Stam Ltd Media Monitors Dominican Republic Media Monitors (M) Sdn. Bhd.	United Kingdom Panama Malaysia
Ming Wai Holdings Ltd.	British Virgin Islands
More O'Ferrall Ireland Ltd.	Ireland
Multimark Ltd.	United Kingdom
Nitelites (Ireland) Ltd. Nobro SC	Ireland Mexico
NWP Street Limited	United Kingdom
Outstanding Media I Stockholm AB	Sweden
Paneles Napsa. S.A.	Peru
Parkin Advertising Ltd. Perth Sign Company Phillips Finance Pty Ltd. Phillips Neon Pty Ltd.	United Kingdom Australia Australia Australia
Postermobile Advertising Ltd.	United Kingdom
Postermobile Ltd.	United Kingdom
Premium Holdings Ltd.	United Kingdom
Premium Outdoor Ltd.	United Kingdom
Publicidade Klimes Sao Paulo Ltda	Brazil
Racklight SA de CV	Mexico
Radio Computing Services (Africa) Pty Ltd.	South Africa
Radio Computing Services (NZ) Ltd.	New Zealand
Radio Computing Services (SEA) Pte Ltd.	Singapore
Radio Computing Services (Thailand) Ltd.	Thailand
Radio Computing Services (UK) Ltd.	United Kingdom
Radio Computing Services Canada Ltd.	Canada
RCS Radio Computing China, Inc.	China
Radio Computing Services of Australia Pty Ltd.	Australia
Radio Computing Services (India) Pvt. Ltd.	India
RCS Europe SARL	France
Regentfile Ltd. Rockbox Ltd.	United Kingdom United Kingdom
Service2Cities Shelter Advertising Pty Ltd.	Belgium Australia
SIA Clear Channel Latvia	Latvia
Signways Ltd.	United Kingdom
Sites International Ltd. Storm Outdoor Ltd. Street Furniture (NSW) Pty Ltd.	United Kingdom United Kingdom Australia
Team Relay Ltd.	United Kingdom
The Canton Property Investment Co. Ltd.	United Kingdom
The Kildoon Property Co. Ltd.	United Kingdom
Torpix Ltd.	United Kingdom
Town & City Posters Advertising. Ltd.	United Kingdom
Tracemotion Ltd.	United Kingdom
Trainer Advertising Ltd. UAB Clear Channel Lietuva                                               Urban Design Furniture Pty Ltd	United Kingdom Lithuania Australia
Vision Media Group UK Limited	United Kingdom
Vision Posters Ltd.	United Kingdom

EX-31

 

EXHIBIT 31.1 - CERTIFICATION PURSUANT TO RULES 13A-14(A) AND 15D-14(A) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Robert W. Pittman, certify that:

1. I have reviewed this Annual Report on Form 10-K of iHeartCommunications, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 25, 2016

/s/ Robert W. Pittman

Robert W. Pittman

Chairman and Chief Executive Officer

EX-31

 

EXHIBIT 31.2 - CERTIFICATION PURSUANT TO RULES 13A-14(A) AND 15D-14(A) UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Richard J. Bressler, certify that:

1. I have reviewed this Annual Report on Form 10-K of iHeartCommunications, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 25, 2016

/s/ Richard J. Bressler

Richard J. Bressler

President and Chief Financial Officer

EX-32

 

EXHIBIT 32.1 – CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

This certification is provided pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and accompanies the Annual Report on Form 10-K for the year ended December 31, 2015 as filed with the Securities and Exchange Commission on the date hereof (the “Form 10-K”) of iHeartCommunications, Inc. (the “Company”).  The undersigned hereby certifies that to his knowledge, the Form 10-K fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: February 25, 2016

By:	/s/ Robert W. Pittman
Name:	Robert W. Pittman
Title:	Chairman and Chief Executive Officer

EX-32

 

EXHIBIT 32.2 – CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

This certification is provided pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and accompanies the Annual Report on Form 10-K for the year ended December 31, 2015 as filed with the Securities and Exchange Commission on the date hereof (the “Form 10-K”) of iHeartCommunications, Inc. (the “Company”).  The undersigned hereby certifies that to his knowledge, the Form 10-K fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: February 25, 2016

By:	/s/ Richard J. Bressler
Name:	Richard J. Bressler
Title:	President and Chief Financial Officer

XML

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Feb. 22, 2016
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2015
Entity Registrant Name	iHeartCommunications, Inc.
Entity Central Index Key	0000739708
Fiscal Year Focus	2015
Fiscal Period Focus	FY
Fiscal Year End	--12-31
Entity Well Known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Public Float	$ 0
Entity Common Stock Shares Outstanding		500,000,000
Trading Symbol	0000739708

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 772,678	$ 457,024
Accounts receivable, net of allowance of $34,889 in 2015 and $32,396 in 2014	1,442,038	1,395,248
Prepaid expenses	189,055	191,572
Assets held for sale	295,075	0
Other current assets	112,037	98,506
Total Current Assets	2,810,883	2,142,350
PROPERTY, PLANT AND EQUIPMENT
Structures, net	1,391,880	1,614,199
Other property, plant and equipment, net	820,676	1,084,865
INTANGIBLE ASSETS AND GOODWILL
Indefinite-lived intangibles - licenses	2,413,483	2,411,071
Indefinite-lived intangibles - permits	971,327	1,066,748
Other intangibles, net	953,660	1,206,727
Goodwill	4,128,887	4,187,424
OTHER ASSETS
Other assets	330,302	289,065
Total Assets	13,821,098	14,002,449
CURRENT LIABILITIES
Accounts payable	153,276	132,258
Accrued expenses	834,416	799,475
Accrued interest	279,100	252,900
Deferred income	210,924	176,048
Other current liabilities	0	0
Current portion of long-term debt	181,512	3,604
Total Current Liabilities	1,659,228	1,364,285
Long-term debt	20,687,082	20,322,414
Deferred income taxes	1,554,898	1,526,095
Other long-term liabilities	$ 526,571	$ 454,863
Commitments and contingent liabilities
SHAREHOLDER'S DEFICIT
Noncontrolling interest	$ 177,615	$ 224,140
Additional Paid In Capital	2,066,622	2,101,132
Common Stock	500	500
Accumulated deficit	(12,437,011)	(11,682,390)
Accumulated other comprehensive loss	(414,407)	(308,590)
Total Shareholder's Deficit	(10,606,681)	(9,665,208)
Total Liabilities and Shareholder's Deficit	$ 13,821,098	$ 14,002,449

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Class of Stock [Line Items]
Common stock par value per share	$ 0.001	$ 0.001
Common stock shares authorized	500,000,000	500,000,000
Common stock shares issued	500,000,000	500,000,000
Allowances for receivables	$ 34,889	$ 32,396

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Consolidated Statements Of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Revenue	$ 6,241,516	$ 6,318,533	$ 6,243,044
Operating expenses:
Direct operating expenses (excludes depreciation and amortization)	2,473,345	2,545,448	2,567,210
Selling, general and administrative expenses (excludes depreciation and amortization)	1,701,555	1,676,125	1,636,738
Corporate expenses (excludes depreciation and amortization)	315,564	320,331	313,514
Depreciation and amortization	673,991	710,898	730,828
Impairment charges	21,631	24,176	16,970
Other operating income, net	94,001	40,031	22,998
Operating income	1,149,431	1,081,586	1,000,782
Interest expense	1,805,496	1,741,596	1,649,451
Loss on investments, net	(4,421)	0	130,879
Equity in earnings (loss) of nonconsolidated affiliates	(902)	(9,416)	(77,696)
Loss on extinguishment of debt	(2,201)	(43,347)	(87,868)
Other income (expense), net	13,056	9,104	(21,980)
Loss before income taxes	(650,533)	(703,669)	(705,334)
Income tax benefit (expense)	(86,957)	(58,489)	121,817
Consolidated net loss	(737,490)	(762,158)	(583,517)
Less amount attributable to noncontrolling interest	17,131	31,603	23,366
Net loss attributable to the Company	(754,621)	(793,761)	(606,883)
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	(114,906)	(121,878)	(33,001)
Unrealized gain (loss) on securities and derivatives:
Unrealized holding gain (loss) on marketable securities	553	327	16,576
Unrealized holding gain on cash flow derivatives	0	0	48,180
Other adjustments to comprehensive income (loss)	(10,266)	(11,438)	6,732
Reclassification adjustment for realized gain (loss) on securities included in net loss	808	3,317	(83,752)
Other comprehensive income (loss)	(123,811)	(129,672)	(45,265)
Comprehensive loss	(878,432)	(923,433)	(652,148)
Less amount attributable to noncontrolling interest	(22,410)	(21,080)	(2,476)
Comprehensive loss attributable to the Company	$ (856,022)	$ (902,353)	$ (649,672)

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Consolidated Statement of Changes in Shareholder's Deficit - USD ($) $ in Thousands	Total	Noncontrolling Interest [Member]	Member's Interest [Member]	Common Stock [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Loss [Member]
Balances at Dec. 31, 2012	$ (7,995,191)	$ 303,997	$ 2,135,342	$ 500	$ (10,281,746)	$ (153,284)
Increase Decrease In Stockholders Equity [Roll Forward]
Net income (loss)	(583,517)	23,366			(606,883)
Issuance (forfeiture) of restricted stock	3,769	4,192	(423)
Amortization of share-based compensation	16,715	7,725	8,990
Dividend declared and paid	(91,887)	(91,887)
Other	(1,259)	614	(1,873)
Other comprehensive income	(45,265)	(2,476)				(42,789)
Balances at Dec. 31, 2013	(8,696,635)	245,531	2,142,036	500	(10,888,629)	(196,073)
Increase Decrease In Stockholders Equity [Roll Forward]
Net income (loss)	(762,158)	31,603			(793,761)
Issuance (forfeiture) of restricted stock	1,244	2,237	(993)
Amortization of share-based compensation	10,713	7,743	2,970
Dividend declared and paid	(40,027)	(40,027)
Purchases of additional noncontrolling interest	(48,750)	(1,944)	(42,881)			(3,925)
Other	77	77	0
Other comprehensive income	(129,672)	(21,080)				(108,592)
Balances at Dec. 31, 2014	(9,665,208)	224,140	2,101,132	500	(11,682,390)	(308,590)
Increase Decrease In Stockholders Equity [Roll Forward]
Net income (loss)	(737,490)	17,131			(754,621)
Issuance (forfeiture) of restricted stock	2,215	2,886	(671)
Amortization of share-based compensation	10,923	8,359	2,564
Dividend declared and paid	(52,384)	(52,384)
Purchases of additional noncontrolling interest	(42,797)	(1,978)	(36,403)		0	(4,416)
Other	1,871	1,871	0
Other comprehensive income	(123,811)	(22,410)				(101,401)
Balances at Dec. 31, 2015	$ (10,606,681)	$ 177,615	$ 2,066,622	$ 500	$ (12,437,011)	$ (414,407)

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Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Cash flows from operating activities:
Consolidated net loss	$ (737,490)	$ (762,158)	$ (583,517)
Reconciling items:
Impairment charges	21,631	24,176	16,970
Depreciation and amortization	673,991	710,898	730,828
Deferred taxes	27,848	33,923	(158,170)
Provision for doubtful accounts	30,579	14,167	20,243
Amortization of deferred financing charges and note discounts, net	63,838	89,701	124,342
Share-based compensation	10,923	10,713	16,715
Gain on disposal of operating and fixed assets	(107,186)	(44,512)	(22,998)
Loss on investments, net	4,421	0	(130,879)
Equity in (earnings) loss of nonconsolidated affiliates	902	9,416	77,696
Loss (gain) on extinguishment of debt	2,201	43,347	87,868
Other reconciling items, net	(28,490)	(14,325)	19,904
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
Decrease in accounts receivable	(121,574)	(13,898)	(29,605)
Increase (decrease) in prepaid expenses and other current assets	(20,631)	15,216	(15,081)
Decrease in accrued expenses	(15,841)	31,049	25,348
Increase (decrease) in accounts payable	27,385	6,404	(2,620)
Decrease in accrued interest	59,608	88,560	16,014
Increase in deferred income	23,516	11,288	7,508
Changes in other operating assets and liabilities	7,065	(8,849)	12,306
Net cash provided by operating activities	(77,304)	245,116	212,872
Cash flows from investing activities:
Proceeds from sale of other investments securities	579	236,618	135,571
Purchases of businesses	(27,588)	841	(97)
Purchases of property, plant and equipment	(296,380)	(318,164)	(324,526)
Proceeds from disposal of assets	414,278	10,273	81,598
Purchases of other operating assets	(29,159)	(4,541)	(21,532)
Purchases of other investments	(29,006)	(8,520)	(38)
Change in other, net	(2,490)	(5,189)	(4,341)
Net cash used for investing activities	30,234	(88,682)	(133,365)
Cash flows from financing activities:
Draws on credit facilities	350,000	68,010	272,252
Payments on credit facilities	(123,849)	(315,682)	(27,315)
Proceeds from long-term debt	1,172,777	2,062,475	575,000
Payments on long-term debt	(931,420)	(2,099,101)	(1,248,860)
Repurchases of long-term debt	0	0	0
Payments to repurchase noncontrolling interests	(42,797)	(48,750)	(61,143)
Dividends and other payments to noncontrolling interests	(30,871)	(40,027)	(91,887)
Deferred financing charges	(18,644)	(26,169)	(18,390)
Change in other, net	2,214	1,243	4,461
Net cash used for financing activities	377,410	(398,001)	(595,882)
Effect of exchange rate changes on cash	(14,686)	(9,560)	(484)
Net decrease in cash and cash equivalents	315,654	(251,127)	(516,859)
Cash and cash equivalents at beginning of period	457,024	708,151	1,225,010
Cash and cash equivalents at end of period	772,678	457,024	708,151
SUPPLEMENTAL DISCLOSURES:
Cash paid during the year for interest	1,686,988	1,540,860	1,543,455
Cash paid during the year for taxes	$ 52,169	$ 53,074	$ 50,934

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Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2015

Summary of Significant Accounting Policies

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Business

iHeartCommunications, Inc. is a Texas corporation (the “Company”) with all of its shares of common stock held by iHeartMedia CapitalI, LLC, anindirect, wholly owned subsidiary of iHeartMedia, Inc. (“Parent”). Parent was formed in May2007 by private equity funds sponsored by Bain Capital Partners, LLC and ThomasH. Lee Partners, L.P. (together, the “Sponsors”) for the purpose of acquiring the business of the Company. The acquisition was completed on July30, 2008 pursuant to the Agreement and Plan of Merger, dated November16, 2006, as amended on April18, 2007, May17, 2007 and May13, 2008 (the “Merger Agreement”).

Upon the consummation of the merger, iHeartMedia, Inc. became a public company and the Company was no longer a public company.

All references in this Annual Report on Form 10-K to the “Company,” “we,” “us” and “our” refer to iHeartCommunications, Inc. and its consolidated subsidiaries.

The Company’s reportable operating segments are iHeartMedia (“iHM”), Americas outdoor advertising (“Americas outdoor”), and International outdoor advertising (“International outdoor”). The iHM segment provides media and entertainment services via broadcast and digital delivery. The Americas outdoor and International outdoor segments provide outdoor advertising services in their respective geographic regions using various digital and traditional display types. Included in the “Other” category are the Company’s media representation business, Katz Media Group, as well as other general support services and initiatives, which are ancillary to its other businesses.

We are a holding company and have no significant assets other than the ownership interests in our subsidiaries. All of our operations and all of our operating assets are held by our subsidiaries. Certain of our outstanding indebtedness is fully and unconditionally guaranteed on a joint and several basis by our parent, iHeartMedia Capital I, LLC (“Capital I”), and certain of our direct and indirect wholly-owned domestic subsidiaries. Not all of our subsidiaries guarantee our obligations under such outstanding indebtedness. For a presentation of the allocation of assets, liabilities, equity, revenues and expenses attributable to the guarantors of our indebtedness in conformity with the SEC’s Regulation S-X Rule 3-10(d), please refer to Note 14 to the consolidated financial statements of Capital I as of and for the year ending December 31, 2015.

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates, judgments, and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes including, but not limited to, legal, tax and insurance accruals. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries. Also included in the consolidated financial statements are entities for which the Company has a controlling financial interest or is the primary beneficiary. Investments in companies in which the Company owns 20percent to 50percent of the voting common stock or otherwise exercises significant influence over operating and financial policies of the Company are accounted for using the equity method of accounting. All significant intercompany accounts have been eliminated in consolidation.

Certain prior period amounts have been reclassified to conform to the 2015presentation. Included in International Outdoor Direct operating expenses and Selling, general and administrative expenses are $8.2 million and $3.2 million, respectively, recorded in the fourth quarter of 2015 to correct for accounting errors included in the results for our Netherlands subsidiary reported in prior years. Such corrections are not considered to be material to current year or prior year financial results.

The Company is the beneficiary of two trusts created to comply with Federal Communications Commission (“FCC”) ownership rules.  The radio stations owned by the trusts are managed by independent trustees.  The trustees are marketing these stations for sale, and the stations will have to be sold unless any stations may be owned by the Company under then-current FCC rules, in which case the trusts will be terminated with respect to such stations.  The trust agreements stipulate that the Company must fund any operating shortfalls of the trust activities, and any excess cash flow generated by the trusts is distributed to the Company.  The Company is also the beneficiary of proceeds from the sale of stations held in the trusts.  The Company consolidates the trusts in accordance with ASC 810-10, which requires an enterprise involved with variable interest entities to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in the variable interest entity, as the trusts were determined to be a variable interest entity and the Company is the primary beneficiary under the trusts.

Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid investments with an original maturity of three months or less.

Accounts Receivable

Accounts receivable are recorded at the invoiced amount, net of reserves for sales returns and allowances, and allowances for doubtful accounts. The Company evaluates the collectability of its accounts receivable based on a combination of factors. In circumstances where it is aware of a specific customer’s inability to meet its financial obligations, it records a specific reserve to reduce the amounts recorded to what it believes will be collected. For all other customers, it recognizes reserves for bad debt based on historical experience of bad debts as a percent of revenue for each business unit, adjusted for relative improvements or deteriorations in the agings and changes in current economic conditions. The Company believes its concentration of credit risk is limited due to the large number and the geographic diversification of its customers.

Business Combinations

The Company accounts for its business combinations under the acquisition method of accounting. The total cost of an acquisition is allocated to the underlying identifiable net assets, based on their respective estimated fair values. The excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management's judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items. Various acquisition agreements may include contingent purchase consideration based on performance requirements of the investee. The Company accounts for these payments in conformity with the provisions of ASC 805-20-30, which establish the requirements related to recognition of certain assets and liabilities arising from contingencies.

Property, Plant and Equipment

Property, plant and equipment are stated at cost. Depreciation is computed using the straight-line method at rates that, in the opinion of management, are adequate to allocate the cost of such assets over their estimated useful lives, which are as follows:

Buildings and improvements – 10 to 39 years

Structures – 3 to 20 years

Towers, transmitters and studio equipment – 5 to 20 years

Furniture and other equipment – 2 to 20 years

Leasehold improvements – shorter of economic life or lease term assuming renewal periods, if appropriate

For assets associated with a lease or contract, the assets are depreciated at the shorter of the economic life or the lease or contract term, assuming renewal periods, if appropriate. Expenditures for maintenance and repairs are charged to operations as incurred, whereas expenditures for renewal and betterments are capitalized.

The Company tests for possible impairment of property, plant, and equipment whenever events and circumstances indicate that depreciable assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value.

Assets and businesses are classified as held for sale if their carrying amount will be recovered or settled principally through a sale transaction rather than through continuing use. The asset or business must be available for immediate sale and the sale must be highly probable within one year.

Leases

Most of the Company’s outdoor advertising structures are located on leased land. Americas outdoor land leases are typically paid in advance for periods ranging from one to 12 months. International outdoor land leases are paid both in advance and in arrears, for periods ranging from one to 12 months. Most international street furniture display faces are operated through contracts with municipalities for up to 20 years. The leased land and street furniture contracts often include a percent of revenue to be paid along with a base rent payment. Prepaid land leases are recorded as an asset and expensed ratably over the related rental term and rent payments in arrears are recorded as an accrued liability.

The Company has entered into leases for tower sitesfor most of its broadcasting locations. Tower site leases are typically paid monthly in advance, and have 30-year lease terms including annual rent escalations. Most tower site leases are operating leases, and operating lease expense is recognized straight-line based on the minimum lease payments for each lease.

Intangible Assets

The Company’s indefinite-lived intangible assets include FCC broadcast licenses in its iHM segment and billboard permits in its Americas outdoor advertising segment. The Company’s indefinite-lived intangible assets are not subject to amortization, but are tested for impairment at least annually. The Company tests for possible impairment of indefinite-lived intangible assets whenever events or changes in circumstances, such as a significant reduction in operating cash flow or a dramatic change in the manner for which the asset is intended to be used indicate that the carrying amount of the asset may not be recoverable.

The Company performs its annual impairment test for its FCC licenses and permits using a direct valuation technique as prescribed in ASC 805-20-S99. The Company engages Corporate Valuation Consulting LLC (formerly a Mesirow Financial Consulting Practice), a third party valuation firm, to assist the Company in the development of these assumptions and the Company’s determination of the fair value of its FCC licenses and permits.

Other intangible assets include definite-lived intangible assets and permanent easements. The Company’s definite-lived intangible assets include primarily transit and street furniture contracts, talent and representation contracts, customer and advertiser relationships, and site-leases, all of which are amortized over the respective lives of the agreements, or over the period of time the assets are expected to contribute directly or indirectly to the Company’s future cash flows. The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets. These assets are recorded at cost. Permanent easements are indefinite-lived intangible assets which include certain rights to use real property not owned by the Company.

The Company tests for possible impairment of other intangible assets whenever events and circumstances indicate that they might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value.

Goodwill

At least annually, the Company performs its impairment test for each reporting unit’s goodwill. The Company uses a discounted cash flow model to determine if the carrying value of the reporting unit, including goodwill, is less than the fair value of the reporting unit. The Company identified its reporting units in accordance with ASC 350-20-55. The U.S. radio markets are aggregated into a single reporting unit and the Company’s U.S. outdoor advertising markets are aggregated into a single reporting unit for purposes of the goodwill impairment test. The Company also determined that within its Americas outdoor segment, Canada constitutes a separate reporting unit and each country in its International outdoor segment constitutes a separate reporting unit. The Company had no impairment of goodwill in 2015 and 2014. The Company recognized a non-cash impairment charge to goodwill of $10.7 million based on declining future cash flows expected in one country in the International outdoor segment for 2013.

Nonconsolidated Affiliates

In general, investments in which the Company owns 20 percent to 50 percent of the common stock or otherwise exercises significant influence over the investee are accounted for under the equity method. The Company does not recognize gains or losses upon the issuance of securities by any of its equity method investees. The Company reviews the value of equity method investments and records impairment charges in the statement of operations as a component of “Equity in earnings (loss) of nonconsolidated affiliates” for any decline in value that is determined to be other-than-temporary.

Other Investments

Other investments are composed primarily of equity securities. Securities for which fair value is determinable are classified as available-for-sale or trading and are carried at fair value based on quoted market prices. Securities are carried at historical cost when quoted market prices are unavailable. The net unrealized gains or losses on the available-for-sale securities, net of tax, are reported in accumulated other comprehensive loss as a component of shareholder’s deficit.

The Company periodically assesses the value of available-for-sale and non-marketable securities and records impairment charges in the statement of comprehensive loss for any decline in value that is determined to be other-than-temporary. The average cost method is used to compute the realized gains and losses on sales of equity securities. Based on these assessments, the Company concluded that other-than-temporary impairments existed at December 31, 2015 and recorded a noncash impairment charge of $5.0 million during the year ended December 31, 2015. Such charge is recorded on the statement of comprehensive loss in “Gain (loss) on investments, net”. There were no impairment charges during the years ended December 31, 2014 and 2013.

Derivative Instruments and Hedging Activities

Prior to the expiration of the Company’s interest rate swap agreement on September 30, 2013, the provisions of ASC 815-10 required the Company to recognize it as either an asset or liability in the consolidated balance sheet at fair value. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship, and further, on the type of hedging relationship. The interest rate swap was designated and qualified as a hedging instrument, and was characterized as a cash flow hedge. The Company formally documented all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company formally assessed, both at inception and at least quarterly thereafter prior to expiration, whether the derivatives that were used in hedging transactions were highly effective in offsetting changes in either the fair value or cash flows of the hedged item.

Financial Instruments

Due to their short maturity, the carrying amounts of accounts and notes receivable, accounts payable, accrued liabilities, and short-term borrowings approximated their fair values at December 31, 2015 and 2014.

Income Taxes

The Company accounts for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting bases and tax bases of assets and liabilities and are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax asset or liability is expected to be realized or settled. Deferred tax assets are reduced by valuation allowances if the Company believes it is more likely than not that some portion or the entire asset will not be realized. Generally all earnings from the Company’s foreign operations are permanently reinvested and not distributed. The Company has not provided U.S. federal income taxes for temporary differences with respect to investments in foreign subsidiaries, which at December 31, 2015 currently result in tax basis amounts greater than the financial reporting basis. It is not apparent that these unrecognized deferred tax assets will reverse in the foreseeable future. If any excess cash held by our foreign subsidiaries were needed to fund operations in the United States, we could presently repatriate available funds without a requirement to accrue or pay U.S. taxes. This is a result of significant deficits, as calculated for tax law purposes, in our foreign earnings and profits, which gives us flexibility to make future cash distributions as non-taxable returns of capital. We regularly review our tax liabilities on amounts that may be distributed in future periods and provide for foreign withholding and other current and deferred taxes on any such amounts. The determination of the amount of federal income taxes, if any, that might become due in the event that our foreign earnings are distributed is not practicable.

Revenue Recognition

iHM revenue is recognized as advertisements or programs are broadcast and is generally billed monthly. Outdoor advertising contracts typically cover periods of a few weeks up to one year and are generally billed monthly. Revenue for outdoor advertising space rental is recognized ratably over the term of the contract. Advertising revenue is reported net of agency commissions. Agency commissions are calculated based on a stated percentage applied to gross billing revenue for the Company’s media and entertainment and outdoor operations. Payments received in advance of being earned are recorded as deferred income. Revenue arrangements may contain multiple products and services and revenues are allocated based on the relative fair value of each delivered item and recognized in accordance with the applicable revenue recognition criteria for the specific unit of accounting.

Barter transactions represent the exchange of advertising spots or display space for merchandise, services or other assets. These transactions are recorded at the estimated fair market value of the advertising spots or display space or the fair value of the merchandise or services received, whichever is most readily determinable. Revenue is recognized on barter and trade transactions when the advertisements are broadcasted or displayed. Expenses are recorded ratably over a period that estimates when the merchandise, service or other assets received is utilized, or when the event occurs. Barter and trade revenues and expenses from continuing operations are included in consolidated revenue and selling, general and administrative expenses, respectively. Barter and trade revenues and expenses from continuing operations were as follows:
(In millions)	Years Ended December 31,
	2015		2014		2013
Barter and trade revenues	$	132.5	$	77.6	$	71.3
Barter and trade expenses		110.9		74.7		65.5

Advertising Expense

The Company records advertising expense as it is incurred. Advertising expenses were $129.1 million,$103.0million and $133.7million for the years ended December31, 2015, 2014 and 2013, respectively.

Share-Based Compensation

Under the fair value recognition provisions of ASC 718-10, share-based compensation cost is measured at the grant date based on the fair value of the award. For awards that vest based on service conditions, this cost is recognized as expense on a straight-line basis over the vesting period. For awards that will vest based on market or performance conditions, this cost will be recognized when it becomes probable that the performance conditions will be satisfied. Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility and forfeiture rates, among other factors.

The Company does not have any equity incentive plans under which it grants stock awards to employees. Employees of subsidiaries of the Company receive equity awards from Parent’s equity incentive plan or CCOH’s equity incentive plan.

Foreign Currency

Results of operations for foreign subsidiaries and foreign equity investees are translated into U.S. dollars using the average exchange rates during the year. The assets and liabilities of those subsidiaries and investees are translated into U.S. dollars using the exchange rates at the balance sheet date. The related translation adjustments are recorded in a separate component of shareholder’s deficit, “Accumulated other comprehensive loss”. Foreign currency transaction gains and losses are included in operations.

New Accounting Pronouncements

During the first quarter of 2015, the Company adopted the Financial Accounting Standards Board’s (“FASB”) ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This update provides guidance for the recognition, measurement and disclosure of discontinued operations. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

During the first quarter of 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810), Amendments to the Consolidation Analysis. This new standard eliminates the deferral of FAS 167, which has allowed entities with interest in certain investment funds to follow the previous consolidation guidance in FIN 46(R) and makes other changes to both the variable interest model and the voting model. The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the second quarter of 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This updaterequires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that direct debt liability. The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt this standard in the first quarter of 2016.

During the third quarter of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. This update provides a one-year deferral of the effective date for ASU No. 2014-09, Revenue from Contracts with Customers. ASU No. 2014-09 provides guidance for the recognition, measurement and disclosure of revenue resulting from contracts with customers and will supersede virtually all of the current revenue recognition guidance under U.S. GAAP. The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the third quarter of 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. This update eliminates the requirement for an acquirer in a business combination toaccount for measurement-period adjustments retrospectively.Instead, acquirers must recognize measurement-period adjustments during the period in whichthey determine the amounts, including the effect on earnings of any amounts they would haverecorded in previous periods if the accounting had been completed at the acquisition date.The standard is effective for fiscal years beginning afterDecember 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the fourth quarter of 2015, the Company adopted FASB’s ASU No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes. This update requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts.Theadoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

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Property, Plant and Equipment, Intangible Assets and Goodwill

12 Months Ended

Dec. 31, 2015

Property, Plant and Equipment, Intangible Assets and Goodwill

NOTE 2 – Property, plant and equipment, INTANGIBLE ASSETS AND GOODWILL

Dispositions

During the first quarter of 2015, the Company sold two office buildings located in San Antonio, Texasfor $34.3 million. Concurrently with the sale of these properties, the Company entered into lease agreements for the continued use of the buildings, pursuant to which the Company will have annual lease payments of $2.6 million. The Company recognized a gain of $8.1 million on the sale of one of the buildings, which is being recognized over the term of the lease.

During 2015, the Company entered into a sale-leaseback arrangement, in which the Company sold 376 of our broadcast communication tower sites and related assets for $369.9 million. Simultaneous with the sales, the Company entered into lease agreements for the continued use of space on 367 of the towers sold. Upon completion of the transactions, the Company realized a net gain of $210.6 million, of which $109.0 million was deferred and will be recognized over the lease term. The leases entered into as a part of these transactions are for a term of fifteen years and include three optional five-year renewal periods. The Company incurred $13.3 million in operating lease expense in relation to these agreements in the year ended December 31, 2015.

On January 15, 2016, the Company’s Parent and certain of the Company’s subsidiaries completed the final closing for the sale of six of the Company’s broadcast communication tower sites and related assets for approximately $5.5 million. Simultaneous with the sale, the Company entered into lease agreements for the continued use of space on all six of the towers sold.

During the first quarter of 2016, Americas outdoor sold nine non-strategic outdoor markets including Cleveland and Columbus, Ohio, Des Moines, Iowa, Ft. Smith, Arkansas, Memphis, Tennessee, Portland, Oregon, Reno, Nevada, Seattle, Washington and Wichita, Kansas for approximately $602 million in cash and certain advertising assets in Florida. As of December 31, 2015, eight of these disposals met the criteria to be classified as held-for-sale and as such, the related assets are separately presented on the face of the Consolidated Balance Sheet.

Property, Plant and Equipment
The Company’s property, plant and equipment consisted of the following classes of assets as of December 31, 2015 and 2014, respectively:
(In thousands)	December 31,		December 31,
	2015		2014
Land, buildings and improvements	$	603,234	$	731,925
Structures		2,824,794		2,999,582
Towers, transmitters and studio equipment		347,877		453,044
Furniture and other equipment		591,149		536,255
Construction in progress		69,042		95,671
		4,436,096		4,816,477
Less: accumulated depreciation		2,223,540		2,117,413
Property, plant and equipment, net	$	2,212,556	$	2,699,064

Indefinite-lived Intangible Assets

The Company’s indefinite-lived intangible assets consist of FCC broadcast licenses and billboard permits. FCC broadcast licenses are granted to radio stations for up to eight years under the Telecommunications Act of 1996 (the “Act”). The Act requires the FCC to renew a broadcast license if the FCC finds that the station has served the public interest, convenience and necessity, there have been no serious violations of either the Communications Act of 1934 or the FCC’s rules and regulations by the licensee, and there have been no other serious violations which taken together constitute a pattern of abuse. The licenses may be renewed indefinitely at little or no cost. The Company does not believe that the technology of wireless broadcasting will be replaced in the foreseeable future.

The Company’s billboard permits are granted for the right to operate an advertising structure at the specified location as long as the structure is in compliance with the laws and regulations of each jurisdiction. The Company’s permits are located on owned land, leased land or land for which we have acquired permanent easements. In cases where the Company’s permits are located on leased land, the leases typically have initial terms of between 10 and 20 years and renew indefinitely, with rental payments generally escalating at an inflation-based index. If the Company loses its lease, the Company will typically obtain permission to relocate the permit or bank it with the municipality for future use. Due to significant differences in both business practices and regulations, billboards in the International outdoor segment are subject to long-term, finite contracts unlike the Company’s permits in the United States and Canada. Accordingly, there are no indefinite-lived intangible assets in the International outdoor segment.

Annual Impairment Test to FCC Licenses and Billboard Permits

Historically, the Company performed its annual impairment test on indefinite-lived intangible assets as of October 1 of each year. Beginning in the third quarter of 2015, the Company began performing its annual impairment test on July 1 of each year.

The impairment tests for indefinite-lived intangible assets consist of a comparison between the fair value of the indefinite-lived intangible asset at the market level with its carrying amount. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized equal to that excess. After an impairment loss is recognized, the adjusted carrying amount of the indefinite-lived asset is its new accounting basis. The fair value of the indefinite-lived asset is determined using the direct valuation method as prescribed in ASC 805-20-S99. Under the direct valuation method, the fair value of the indefinite-lived assets is calculated at the market level as prescribed by ASC 350-30-35. The Company engaged Corporate Valuation Consulting LLC (formerly a Mesirow Financial Consulting Practice), a third-party valuation firm, to assist it in the development of the assumptions and the Company’s determination of the fair value of its indefinite-lived intangible assets.

The application of the direct valuation method attempts to isolate the income that is properly attributable to the indefinite-lived intangible asset alone (that is, apart from tangible and identified intangible assets and goodwill). It is based upon modeling a hypothetical “greenfield” build-up to a “normalized” enterprise that, by design, lacks inherent goodwill and whose only other assets have essentially been paid for (or added) as part of the build-up process. The Company forecasts revenue, expenses, and cash flows over a ten-year period for each of its markets in its application of the direct valuation method. The Company also calculates a “normalized” residual year which represents the perpetual cash flows of each market. The residual year cash flow was capitalized to arrive at the terminal value of the licenses or permits in each market.

Under the direct valuation method, it is assumed that rather than acquiring indefinite-lived intangible assets as part of a going concern business, the buyer hypothetically develops indefinite-lived intangible assets and builds a new operation with similar attributes from scratch. Thus, the buyer incurs start-up costs during the build-up phase which are normally associated with going concern value. Initial capital costs are deducted from the discounted cash flow model which results in value that is directly attributable to the indefinite-lived intangible assets.

The key assumptions using the direct valuation method are market revenue growth rates, market share, profit margin, duration and profile of the build-up period, estimated start-up capital costs and losses incurred during the build-up period, the risk-adjusted discount rate and terminal values. This data is populated using industry normalized information representing an average FCC license or billboard permit within a market.

During 2015, the Company recognized an impairment charge of $21.6 million related to billboard permits in one market.

Other Intangible Assets

Other intangible assets include definite-lived intangible assets and permanent easements. The Company’s definite-lived intangible assets include primarily transit and street furniture contracts, talent and representation contracts, customer and advertiser relationships, and site-leases and other contractual rights, all of which are amortized over the shorter of either the respective lives of the agreements or over the period of time the assets are expected to contribute directly or indirectly to the Company’s future cash flows. Permanent easements are indefinite-lived intangible assets which include certain rights to use real property not owned by the Company. The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets. These assets are recorded at cost.

The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets as of December 31, 2015 and 2014, respectively:
(In thousands)		December 31, 2015				December 31, 2014
		Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Transit, street furniture and other outdoor contractual rights		$	635,772	$	(457,060)	$	716,723	$	(476,523)
Customer / advertiser relationships			1,222,518		(891,488)		1,222,518		(765,596)
Talent contracts			319,384		(252,526)		319,384		(223,936)
Representation contracts			239,142		(217,770)		238,313		(206,338)
Permanent easements			156,349		-		171,271		-
Other			394,983		(195,644)		388,160		(177,249)
	Total	$	2,968,148	$	(2,014,488)	$	3,056,369	$	(1,849,642)

Total amortization expense related to definite-lived intangible assets for the years ended December 31, 2015, 2014 and 2013 was $237.5 million, $263.4 million, and $289.0 million, respectively.

As acquisitions and dispositions occur in the future, amortization expense may vary. The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets:
(In thousands)
2016	$	220,166
2017		197,444
2018		127,439
2019		44,030
2020		37,763

Annual Impairment Test to Goodwill

Historically, the Company performed its annual impairment test on goodwill as of October 1 of each year. Beginning in the third quarter of 2015, the Company began performing its annual impairment test on July 1 of each year.

Each of the Company’s U.S. radio markets and outdoor advertising markets are components. The U.S. radio markets are aggregated into a single reporting unit and the U.S. outdoor advertising markets are aggregated into a single reporting unit for purposes of the goodwill impairment test using the guidance in ASC 350-20-55. The Company also determined that each country within its Americas outdoor segment and International outdoor segment constitutes a separate reporting unit.

The goodwill impairment test is a two-step process. The first step, used to screen for potential impairment, compares the fair value of the reporting unit with its carrying amount, including goodwill. If applicable, the second step, used to measure the amount of the impairment loss, compares the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill.

Each of the Company’s reporting units is valued using a discounted cash flow model which requires estimating future cash flows expected to be generated from the reporting unit and discounting such cash flows to their present value using a risk-adjusted discount rate. Terminal values were also estimated and discounted to their present value. Assessing the recoverability of goodwill requires the Company to make estimates and assumptions about sales, operating margins, growth rates and discount rates based on its budgets, business plans, economic projections, anticipated future cash flows and marketplace data. There are inherent uncertainties related to these factors and management’s judgment in applying these factors.

The Company concluded no goodwill impairment charge was required for 2015 or 2014. In 2013, the Company concluded no goodwill impairment was required for iHM and Americas outdoor. Based on declining future cash flows expected in one country in the International outdoor segment, the Company recognized a non-cash impairment charge to goodwill of $10.7 million.

The following table presents the changes in the carrying amount of goodwill in each of the Company’s reportable segments:
(In thousands)		iHM		Americas Outdoor Advertising		International Outdoor Advertising		Other		Consolidated
Balance as of December 31, 2013		$	3,270,521	$	585,227	$	264,907	$	81,532	$	4,202,187
	Acquisitions		17,900		-		-		299		18,199
	Foreign currency		-		(653)		(32,369)		-		(33,022)
	Other		60		-		-		-		60
Balance as of December 31, 2014		$	3,288,481	$	584,574	$	232,538	$	81,831	$	4,187,424
	Acquisitions		-		-		10,998		-		10,998
	Foreign currency		-		(709)		(19,644)		-		(20,353)
	Assets held for sale		-		(49,182)		-		-		(49,182)
Balance as of December 31, 2015		$	3,288,481	$	534,683	$	223,892	$	81,831	$	4,128,887

The balance at December31, 2013 is net of cumulative impairments of $3.5 billion, $2.6 billion, $326.6 million and $212.0million in the Company’s iHM, Americas outdoor, International outdoor and Other segments, respectively.

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Investments

12 Months Ended

Dec. 31, 2015

Investments

NOTE 3 – INVESTMENTS
The following table summarizes the Company's investments in nonconsolidated affiliates and available-for-sale securities:
		Equity Method Investments
(In thousands)		ARN		AllOthers		Cost Method Investments		Marketable Equity Securities		Total Investments
Balance at December 31, 2013		$	220,750	$	18,055	$	7,783	$	1,942	$	248,530
	Cash advances (repayments)		-		5,263		-		-		5,263
	Acquisitions of investments, net		-		-		8,520		-		8,520
	Equity in earnings (loss)		(12,678)		3,262		-		-		(9,416)
	Foreign currency translation adjustment		1,449		77		(20)		(291)		1,215
	Distributions received		(228)		(1,000)		(14)		-		(1,242)
	Proceeds on sale		(220,783)		(15,820)		-		-		(236,603)
	Other		11,490		(344)		-		327		11,473
Balance at December 31, 2014		$	-	$	9,493	$	16,269	$	1,978	$	27,740
	Cash advances (repayments)		-		2,578		-		-		2,578
	Acquisitions of investments, net		-		17,980		47,546		-		65,526
	Equity in earnings (loss)		-		(902)		-		-		(902)
	Foreign currency transaction adjustment		-		(89)		(13)		(205)		(307)
	Distributions received		-		(1,350)		-		-		(1,350)
	Loss on investments		-		-		(5,000)		-		(5,000)
	Other		-		-		-		553		553
Balance at December 31, 2015		$	-	$	27,710	$	58,802	$	2,326	$	88,838

Equity method investments in the table above are not consolidated, but are accounted for under the equity method of accounting, whereby the Company records its investments in these entities in the balance sheet as “Other assets.” The Company's interests in their operations are recorded in the statement of comprehensive loss as “Equity in earnings (loss) of nonconsolidated affiliates.”Other cost investments include various investments in companies for which there is no readily determinable market value.

Australian Radio Network

The Company owned a fifty-percent (50%) interest in Australian Radio Network (“ARN”), an Australian company that owns and operates radio stations in Australia and New Zealand. An impairment charge of $95.4 million was recorded during the fourth quarter of 2013 to write down the investment to its estimated fair value. On February 18, 2014, a subsidiary of the Company sold its 50% interest in ARN, recognizing a loss on the sale of $2.4million and $11.5million of foreign exchange losses that were reclassified from accumulated other comprehensive income at the date of the sale.

During the fourth quarter of 2015, the Company recorded $36.5 million for investments made in three private companies in exchange for advertising services. The Company recognized barter revenue of $15.6 million in the fourth quarter of 2015 as services were provided. The remaining value of advertising services will be provided in 2016. One of these investments is being accounted for under the equity method of accounting, and two of these investments are being accounted for under the cost method.

The Company recognized other-than-temporary impairments of $5.0 million on cost investments for the year ended December 31, 2015, which was a non-cash impairment charge recorded in “Gain (loss) on investments, net.”

Marketable Equity Securities

ASC 820-10-35 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

The Company’s marketable equity securities are measured at fair value on each reporting date.

The marketable equity securities are measured at fair value using quoted prices in active markets. Due to the fact that the inputs used to measure the marketable equity securities at fair value are observable, the Company has categorized the fair value measurements of the securities as Level 1. As of December 31, 2015 and 2014, the Company held $2.3 million and $2.0 million in marketable equity securities, which are included within Other Assets.

During 2013, the Company sold shares of Sirius XM Radio, Inc. held by it for $135.5 million. In connection with the sale of shares of Sirius XM Radio, Inc., a realized gain of $130.9 million and income tax expense of $48.6 million were reclassified out of accumulated other comprehensive loss into “Gain on marketable securities” and “Income tax benefit,” respectively. The net difference of $82.3 million is reported as a reduction of “Other comprehensive income (loss).”

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Asset Retirement Obligation

12 Months Ended

Dec. 31, 2015

Asset Retirement Obligation

NOTE 4 – ASSET RETIREMENT OBLIGATION

The Company’s asset retirement obligation is reported in “Other long-term liabilities” with the current portion recorded in “Accrued liabilities” and relates to its obligation to dismantle and remove outdoor advertising displaysfrom leased land and to reclaim the site to its original condition upon the termination or non-renewal of a lease or contract. When the liability is recorded, the cost is capitalized as part of the related long-lived assets’ carrying value. Due to the high rate of lease renewals over a long period of time, the calculation assumes that all related assets will be removed at some period over the next 50years. An estimate of third-party cost information is used with respect to the dismantling of the structures and the reclamation of the site. The interest rate used to calculate the present value of such costs over the retirement period is based on an estimated risk adjusted credit rate for the same period.

The following table presents the activity related to the Company’s asset retirement obligation:
(In thousands)		Years Ended December 31,
		2015		2014
Beginning balance		$	54,211	$	59,380
	Adjustment due to changes in estimates		2,082		(5,391)
	Accretion of liability		754		7,858
	Liabilities settled		(6,105)		(5,802)
	Foreign Currency		(2,886)		(1,834)
Ending balance		$	48,056	$	54,211

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Long-Term Debt

12 Months Ended

Dec. 31, 2015

Long-Term Debt

NOTE 5 – LONG-TERM DEBT
Long-term debt at December 31, 2015 and 2014 consisted of the following:
(In thousands)	December 31,		December 31,
	2015		2014
Senior Secured Credit Facilities		6,300,000		7,231,222
Receivables Based Credit Facility Due 2017		230,000		-
Priority Guarantee Notes		6,274,815		5,324,815
Subsidiary Revolving Credit Facility Due 2018		-		-
Other Secured Subsidiary Debt		25,228		19,257
Total Consolidated Secured Debt		12,830,043		12,575,294
14.0% Senior Notes Due 2021		1,695,097		1,661,697
Legacy Notes		667,900		667,900
10.0% Senior Notes Due 2018		730,000		730,000
Subsidiary Senior Notes		5,150,000		4,925,000
Other Subsidiary Debt		165		1,024
Purchase accounting adjustments and original issue discount		(204,611)		(234,897)
		20,868,594		20,326,018
Less: current portion		181,512		3,604
Total long-term debt	$	20,687,082	$	20,322,414

The Company’s weighted average interest rates at December 31,2015 and 2014 were 8.5% and 8.1%, respectively. The aggregate market value of the Company’s debt based on market prices for which quotes were available was approximately $15.2 billion and $19.7 billion at December 31,2015 and 2014, respectively. Under the fair value hierarchy established by ASC 820-10-35, the fair market value of the Company’s debt is classified as either Level 1 or Level 2.

Senior Secured Credit Facilities
As of December 31, 2015 and 2014, the Company had senior secured credit facilities consisting of:
(In thousands)			December 31,		December 31,
		Maturity Date	2015		2014
Term Loan B		1/29/2016	$	-		916,061
Term Loan C		1/29/2016		-		15,161
Term Loan D		1/30/2019		5,000,000		5,000,000
Term Loan E		7/30/2019		1,300,000		1,300,000
	Total Senior Secured Credit Facilities		$	6,300,000	$	7,231,222

The Company is the primary borrower under the senior secured credit facilities, except that certain of its domestic restricted subsidiaries are co-borrowers under a portion of the term loan facilities.

Interest Rate and Fees

Borrowings under the Company’s senior secured credit facilities bear interest at a rate equal to an applicable margin plus, at the Company’s option, either (i)a base rate determined by reference to the higher of (A)the prime lending rate publicly announced by the administrative agent or (B)the Federal funds effective rate from time to time plus 0.50%, or (ii)a Eurocurrency rate determined by reference to the costs of funds for deposits for the interest period relevant to such borrowing adjusted for certain additional costs.

The margin percentages applicable to the term loan facilities are the following percentages per annum:

• with respect to loans under the Term Loan D, (i)5.75% in the case of base rate loans and (ii)6.75% in the case of Eurocurrency rate loans; and
• with respect to loans under the Term Loan E, (i)6.50% in the case of base rate loans and (ii)7.50% in the case of Eurocurrency rate loans.

The margin percentages are subject to adjustment based upon the Company’s leverage ratio.

Collateral and Guarantees

The senior secured credit facilities are guaranteed by the Company and each of its existing and future material wholly-owned domestic restricted subsidiaries, subject to certain exceptions.

All obligations under the senior secured credit facilities, and the guarantees of those obligations, are secured, subject to permitted liens, including prior liens permitted by the indenture governing the the Company’slegacy notes, and other exceptions, by:

• a lien on our capital stock;
• 100% of the capital stock of any future material wholly-owned domestic license subsidiary that is not a “Restricted Subsidiary” under the indenture governing the the Company’slegacy notes;
• certain assets that do not constitute “principal property” (as defined in the indenture governing the the Company’slegacy notes);
• certain specified assets of the Company and the guarantors that constitute “principal property” (as defined in the indenture governing the the Company’slegacy notes) securing obligations under the senior secured credit facilities up to the maximum amount permitted to be secured by such assets without requiring equal and ratable security under the indenture governing the the Company’slegacy notes; and
• a lien on the accounts receivable and related assets securing the Company’s receivables based credit facility that is junior to the lien securing the Company’s obligations under such credit facility.

Certain Covenants and Events of Default

The senior secured credit facilities include negative covenants that, subject to significant exceptions, limit the Company’s ability and the ability of its restricted subsidiaries to, among other things:

• incur additional indebtedness;
• create liens on assets;
• engage in mergers, consolidations, liquidations and dissolutions;
• sell assets;
• pay dividends and distributions or repurchase the Company’s capital stock;
• make investments, loans, or advances;
• prepay certain junior indebtedness;
• engage in certain transactions with affiliates;
• amend material agreements governing certain junior indebtedness; and
• change lines of business.

Receivables Based Credit Facility

As of December 31, 2015, there were borrowings of $230.0 million outstanding under the Company’s receivables based credit facility.

The receivables based credit facility provides revolving credit commitments of $535.0 million, subject to a borrowing base. The borrowing base at any time equals 90% of the eligible accounts receivable of the Company and certain of its subsidiaries. The receivables based credit facility includes a letter of credit sub-facility and a swingline loan sub-facility.

The Company and certain subsidiary borrowers are the borrowers under the receivables based credit facility. The Company has the ability to designate one or more of its restricted subsidiaries as borrowers under the receivables based credit facility. The receivables based credit facility loans are available in U.S. dollars and letters of credit are available in a variety of currencies including U.S. dollars, Euros, Pounds Sterling, and Canadian dollars.

Interest Rate and Fees

Borrowings under the receivables based credit facility bear interest at a rate per annum equal to an applicable margin plus, at the Company’s option, either (i) a base rate determined by reference to the highest of (a) the prime rate of Citibank, N.A. and (b) the Federal Funds rate plus 0.50% or (ii) a Eurocurrency rate determined by reference to the rate (adjusted for statutory reserve requirements for Eurocurrency liabilities) for Eurodollar deposits for the interest period relevant to such borrowing. The applicable margin for borrowings under the receivables based credit facility ranges from 1.50% to 2.00% for Eurocurrency borrowings and from 0.50% to 1.00% for base-rate borrowings, depending on average daily excess availability under the receivables based credit facility during the prior fiscal quarter.

In addition to paying interest on outstanding principal under the receivables based credit facility, the Company is required to pay a commitment fee to the lenders under the receivables based credit facility in respect of the unutilized commitments thereunder. The commitment fee rate ranges from0.25% to0.375% per annum dependent upon average unused commitments during the prior quarter.The Company must also pay customary letter of credit fees.

Maturity

Borrowings under the receivables based credit facility will mature, and lending commitments thereunder will terminate, on the fifth anniversary of the effectiveness of the receivables based credit facility, which isDecember 24, 2017, provided that, (a) the maturity date will be October 31, 2015 if on October 30, 2015, greater than $500.0 million in aggregate principal amount is owing under certain of the Company’s term loan credit facilities, (b) the maturity date will be May 3, 2016 if on May 2, 2016 greater than $500.0 million aggregate principal amount of the Company’s 10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016 are outstanding and (c) in the case of any debt under clauses (a) and (b) that is amended or refinanced in any manner that extends the maturity date of such debt to a date that is on or before the date that is five years after the effectiveness of the receivables based credit facility, the maturity date will be one day prior to the maturity date of such debt after giving effect to such amendment or refinancing if greater than $500,000,000 in aggregate principal amount of such debt is outstanding.

Guarantees and Security

The facility is guaranteed by, subject to certain exceptions, the guarantors of the Company’s senior secured credit facilities. All obligations under the receivables based credit facility, and the guarantees of those obligations, are secured by a perfected security interest in all of the Company’s and all of the guarantors’ accounts receivable and related assets and proceeds thereof that is senior to the security interest of the Company’s senior secured credit facilities in such accounts receivable and related assets and proceeds thereof, subject to permitted liens, including prior liens permitted by the indenture governing certain of the Company’s Legacy Notes, and certain exceptions.

Certain Covenants and Events of Default

The receivables based credit facility includes negative covenants that, subject to significant exceptions, limit the Company’s ability and the ability of its restricted subsidiaries to, among other things:

• incur additional indebtedness;
• create liens on assets;
• engage in mergers, consolidations, liquidations and dissolutions;
• sell assets;
• pay dividends and distributions or repurchase capital stock;
• make investments, loans, or advances;
• prepay certain junior indebtedness;
• engage in certain transactions with affiliates;
• amend material agreements governing certain junior indebtedness; and
• change lines of business.

Priority Guarantee Notes
As of December 31, 2015 and 2014, the Company had outstanding Priority Guarantee Notes consisting of:
(In thousands)					December 31,		December 31,
		Maturity Date	Interest Rate	Interest Payment Terms	2015		2014
9.0% Priority Guarantee Notes due 2019		12/15/2019	9.0%	Payable semi-annually in arrears on June 15 and December 15 of each year	$	1,999,815		1,999,815
9.0% Priority Guarantee Notes due 2021		3/1/2021	9.0%	Payable semi-annually in arrears on March 1 and September 1 of each year		1,750,000		1,750,000
11.25% Priority Guarantee Notes due 2021		3/1/2021	11.25%	Payable semi-annually on March 1 and September 1 of each year		575,000		575,000
9.0% Priority Guarantee Notes due 2022		9/15/2022	9.0%	Payable semi-annually in arrears on March 15 and September 15 of each year		1,000,000		1,000,000
10.625% Priority Guarantee Notes due 2023		3/15/2023	10.625%	Payable semi-annually in arrears on March 15 and September 15 of each year		950,000		-
	Total Priority Guarantee Notes				$	6,274,815		5,324,815

Guarantees and Security

The Priority Guarantee Notes are the Company’s senior obligations and are fully and unconditionally guaranteed, jointly and severally, on a senior basis by the guarantors named in the indentures. The Priority Guarantee Notes and the guarantors’ obligations under the guarantees are secured by (i) a lien on (a) our capital stock and (b) certain property and related assets that do not constitute “principal property” (as defined in the indenture governing certain Legacy Notes of ours), in each case equal in priority to the liens securing the obligations under the Company’s senior secured credit facilities subject to certain exceptions and (ii) a lien on the accounts receivable and related assets securing our receivables based credit facility junior in priority to the lien securing our obligations thereunder, subject to certain exceptions. In addition to the collateral granted to secure the 9% Priority Guarantee Notes due 2019, the collateral agent and the trustee for the 9% Priority Guarantee Notes due 2019 entered into an agreement with the administrative agent for the lenders under the senior secured credit facilities to turn over to the trustee under the 9% Priority Guarantee Notes due 2019, for the benefit of the holders of the 9% Priority Guarantee Notes due 2019, a pro rata share of any recovery received on account of the principal properties, subject to certain terms and conditions.

Redemptions

the Companymay redeem the Priority Guarantee Notes at its option, in whole or part, at redemption pricesset forth in the indentures, plus accrued and unpaid interest to the redemption dates plus applicable premiums.

Certain Covenants

The indentures governing the Priority Guarantee Notes contain covenants that limit the Company’s ability and the ability of its restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) modify any of the Company’s existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of the Company’s assets. The indentures contain covenants that limit the Company’sability and the ability of its restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the Priority Guarantee Notes. The indentures also provide for customary events of default.

Subsidiary Senior Revolving Credit Facility Due 2018

During the third quarter of 2013, CCOH entered into a five-year senior secured revolving credit facility with an aggregate principal amount of $75.0 million. The revolving credit facility may be used for working capital needs, to issue letters of credit and for other general corporate purposes. At December 31, 2015, there were no amounts outstanding under the revolving credit facility, and $59.4 million of letters of credit under the revolving credit facility, which reduce availability under the facility.

Senior Cash Pay Notes and Senior Toggle Notes

As of December 31, 2015, the Company had no principal amounts outstanding of10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016. In August 2014, the Company fully redeemed the remaining notes with proceeds from the issuance of 14.0% Senior Notes due 2021.

14.0% Senior Notes due 2021

As of December 31, 2015, the Company had outstanding approximately $1.7 billion of aggregate principal amount of 14.0% Senior Notes due 2021 (net of $431.9 million principal amount issued to, and held by, a subsidiary of the Company).

The Senior Notes due 2021 mature on February 1, 2021. Interest on the Senior Notes due 2021 is payable semi-annually on February1 and August1 of each year, which began on August1, 2013. Interest on the Senior Notes due 2021 will be paid at the rate of (i)12.0% per annum in cash and (ii)2.0% per annum through the issuance of payment-in-kind notes (the “PIK Notes”).Any PIK Notes issued in certificated form will be dated as of the applicable interest payment date and will bear interest from and after such date. All PIK Notes issued will mature on February1, 2021 and have the same rights and benefits as the Senior Notes due 2021.Beginning with the interest payment due August 1, 2018 and continuing on each interest payment date thereafter, redemptions of a portion of the principal amount then outstanding will become due for purposes of applicable high yield discount obligation (“AHYDO”) catch-up payments.

The Senior Notes due 2021 are fully and unconditionally guaranteed on a senior basis by the guarantors named in the indenture governing such notes. The guarantee is structurally subordinated to all existing and future indebtedness and other liabilities of any subsidiary of the applicable subsidiary guarantor that is not also a guarantor of the Senior Notes due 2021. The guarantees are subordinated to the guarantees of the Company’s senior secured credit facility and certain other permitted debt, but rank equal to all other senior indebtedness of the guarantors.

The Company may redeem the Senior Notes due 2021, in whole or in part, within certain dates, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.

The indenture governing the Senior Notes due 2021 contains covenants that limit the Company’s ability and the ability of its restricted subsidiaries to, among other things: (i) incur additional indebtedness or issue certain preferred stock; (ii) pay dividends on, or make distributions in respect of, their capital stock or repurchase their capital stock; (iii) make certain investments or other restricted payments; (iv) sell certain assets; (v) create liens or use assets as security in other transactions; (vi) merge, consolidate or transfer or dispose of substantially all of their assets; (vii) engage in transactions with affiliates; and (viii) designate their subsidiaries as unrestricted subsidiaries.

Legacy Notes
As of December 31, 2015 and 2014, the Company had outstanding senior notes (net of $57.1 million aggregate principal amount held by a subsidiary of the Company) consisting of:
(In thousands)		December 31,		December 31,
		2015		2014
5.5% Senior Notes Due 2016			192,900		192,900
6.875% Senior Notes Due 2018			175,000		175,000
7.25% Senior Notes Due 2027			300,000		300,000
	Total Legacy Notes	$	667,900		667,900

These senior notes were the obligations of the Company prior to the merger. The senior notes are senior, unsecured obligations that are effectively subordinated to the Company’s secured indebtedness to the extent of the value of the Company’s assets securing such indebtedness and are not guaranteed by any of the Company’s subsidiaries and, as a result, are structurally subordinated to all indebtedness and other liabilities of the Company’s subsidiaries. The senior notes rank equally in right of payment with all of the Company’s existing and future senior indebtedness and senior in right of payment to all existing and future subordinated indebtedness.

10.0% Senior Notes due 2018

As of December 31, 2015, the Company had outstanding $730.0 million aggregate principal amount of senior notes due 2018 (net of $120.0 million aggregate principal amount held by a subsidiary of the Company). The senior notes due 2018 mature on January 15, 2018 and bear interest at a rate of 10.0% per annum, payable semi-annually on January 15 and July 15 of each year, which began on July 15, 2014.

The senior notes due 2018 are senior, unsecured obligations that are effectively subordinated to the Company’s secured indebtedness to the extent of the value of the Company’s assets securing such indebtedness and are not guaranteed by any of the Company’s subsidiaries and, as a result, are structurally subordinated to all indebtedness and other liabilities of the Company’s subsidiaries. The senior notes due 2018 rank equally in right of payment with all of the Company’s existing and future senior indebtedness and senior in right of payment to all existing and future subordinated indebtedness.

Subsidiary Senior Notes
As of December 31, 2015 and 2014, the Company's subsidiaries, Clear Channel Worldwide Holdings, Inc. ("CCWH") and Clear Channel International B.V. had outstanding notes consisting of:
(In thousands)					December 31,		December 31,
		Maturity Date	Interest Rate	Interest Payment Terms	2015		2014
CCWH Senior Notes:
6.5% Series A Senior Notes Due 2022		11/15/2022	6.5%	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year	$	735,750		735,750
6.5% Series B Senior Notes Due 2022		11/15/2022	6.5%	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year		1,989,250		1,989,250
CCWH Senior Subordinated Notes:
7.625% Series A Senior Notes Due 2020		3/15/2020	7.625%	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year		275,000		275,000
7.625% Series B Senior Notes Due 2020		3/15/2020	7.625%	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year		1,925,000		1,925,000
	Total CCWH Notes				$	4,925,000		4,925,000
Clear Channel International B.V. Senior Notes:
8.75% Senior NotesDue 2020		12/15/2020	8.75%	Payable semi-annually in arrears on June 15 and December 15 of each year	$	225,000		-
	Total Subsidiary Senior Notes				$	5,150,000		4,925,000

Clear Channel International B.V. Senior Notes

The Clear Channel International B.V. Senior Notes are guaranteed by certain of the International outdoor business’s existing and future subsidiaries. The Company does not guarantee or otherwise assume any liability for the Clear Channel International B.V. Senior Notes. The notes are senior unsecured obligations that rank paripassu in right of payment to all unsubordinated indebtedness of Clear Channel International B.V., and the guarantees of the notes are senior unsecured obligations that rank paripassuin right of payment to all unsubordinated indebtedness of the guarantors of the notes.

Redemptions

Clear Channel International B.V. may redeem the notes at its option, in whole or part, at the redemption prices set forth in the indenture plus accrued and unpaid interest to the redemption date.

Certain Covenants

The indenture governing the Clear Channel International B.V. Senior Notes contains covenants that limit Clear Channel International B.V.’s ability and the ability of its restricted subsidiaries to, among other things:

• pay dividends, redeem stock or make other distributions or investments;

• incur additional debt or issue certain preferred stock;

• transfer or sell assets;

• create liens on assets;

• engage in certain transactions with affiliates;

• create restrictions on dividends or other payments by the restricted subsidiaries; and

• merge, consolidate or sell substantially all of Clear Channel International B.V.’s assets.

CCWH Senior and Senior Subordinated Notes

The CCWH Senior Notes are guaranteed by CCOH, Clear Channel Outdoor, Inc. (“CCOI”) and certain of CCOH’s direct and indirect subsidiaries. The CCWH Senior Subordinated Notes are fully and unconditionally guaranteed, jointly and severally, on a senior subordinated basis by CCOH, CCOI and certain of CCOH’s other domestic subsidiaries and rank junior to each guarantor’s existing and future senior debt, including the CCWH Senior Notes, equally with each guarantor’s existing and future senior subordinated debt and ahead of each guarantor’s existing and future debt that expressly provides that it is subordinated to the guarantees of the CCWH Senior Subordinated Notes.

The CCWH Senior Notes are senior obligations that rank paripassu in right of payment to all unsubordinated indebtedness of CCWH and the guarantees of the CCWH Senior Notes rank paripassu in right of payment to all unsubordinated indebtedness of the guarantors.The CCWH Senior Subordinated Notes are unsecured senior subordinated obligations that rank junior to all of CCWH’s existing and future senior debt, including the CCWH Senior Notes, equally with any of CCWH’s existing and future senior subordinated debt and ahead of all of CCWH’s existing and future debt that expressly provides that it is subordinated to the CCWH Subordinated Notes.

Redemptions

CCWH may redeem the CCWH Senior Notes and the CCWH Senior Subordinated Notes (collectively, the “Subsidiary Senior Notes”) at its option, in whole or part, at redemption prices set forth in the indentures plus accrued and unpaid interest to the redemption dates and plus an applicable premium.

Certain Covenants

The indentures governing the Subsidiary Senior Notes contain covenants that limit CCOH and its restricted subsidiaries ability to, among other things:

• incur or guarantee additional debtor issue certain preferred stock;
• in case of the Senior Notes, create liens on its restricted subsidiaries’ assets to secure such debt;
• create restrictions on the payment of dividends or other amounts;
• enter into certain transactions with affiliates;
• merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets; and
• in the case of the Series B CCWH Senior Notes and the Series B CCWH Senior Subordinated Notes, sell certain assets, including capital stock of its subsidiaries.

Future Maturities of Long-term Debt
Future maturities of long-term debt at December 31, 2015 are as follows:
(in thousands)
2016	$	197,332
2017		238,394
2018		914,244
2019		8,300,278
2020		2,425,502
Thereafter		8,997,455
Total (1)	$	21,073,205

⁽¹⁾ Excludes purchase accounting adjustments and original issue discount of $204.6million, which is amortized through interest expense over the life of the underlying debt obligations.

Surety Bonds, Letters of Credit and Guarantees

As of December 31,2015, we had outstanding surety bonds, commercial standby letters of credit and bank guarantees of $63.2 million, $103.9 million and $51.3 million, respectively. Bank guarantees of $13.1 million were cash secured. These surety bonds, letters of credit and bank guarantees relate to various operational matters including insurance, bid, concession and performance bonds as well as other items.

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Commitments and Contingencies

12 Months Ended

Dec. 31, 2015

Commitments and Contingencies

NOTE 6 – COMMITMENTS AND CONTINGENCIES

Commitments and Contingencies

The Company accounts for its rentals that include renewal options, annual rent escalation clauses, minimum franchise payments and maintenance related to displays under the guidance in ASC 840.

The Company considers its non-cancelable contracts that enable it to display advertising on buses, bus shelters, trains, etc. to be leases in accordance with the guidance in ASC 840-10.  These contracts may contain minimum annual franchise payments which generally escalate each year.  The Company accounts for these minimum franchise payments on a straight-line basis.  If the rental increases are not scheduled in the lease, such as an increase based on subsequent changes in the index or rate, those rents are considered contingent rentals and are recorded as expense when accruable.  Other contracts may contain a variable rent component based on revenue.  The Company accounts for these variable components as contingent rentals and records these payments as expense when accruable. No single contract or lease is material to the Company’s operations.

The Company accounts for annual rent escalation clauses included in the lease term on a straight-line basis under the guidance in ASC 840-20-25.  The Company considers renewal periods in determining its lease terms if at inception of the lease there is reasonable assurance the lease will be renewed.  Expenditures for maintenance are charged to operations as incurred, whereas expenditures for renewal and betterments are capitalized.

The Company leases office space, certain broadcasting facilities, equipment and the majority of the land occupied by its outdoor advertising structures under long-term operating leases. The Company accounts for these leases in accordance with the policies described above.

The Company’s contracts with municipal bodies or private companies relating to street furniture, billboards, transit and malls generally require the Company to build bus stops, kiosks and other public amenities or advertising structures during the term of the contract.  The Company owns these structures and is generally allowed to advertise on them for the remaining term of the contract.  Once the Company has built the structure, the cost is capitalized and expensed over the shorter of the economic life of the asset or the remaining life of the contract.

In addition, the Company has commitments relating to required purchases of property, plant and equipment under certain street furniture contracts. Certain of the Company’s contracts contain penalties for not fulfilling its commitments related to its obligations to build bus stops, kiosks and other public amenities or advertising structures.  Historically, any such penalties have not materially impacted the Company’s financial position or results of operations.

Certain acquisition agreements include deferred consideration payments based on performance requirements by the seller typically involving the completion of a development or obtaining appropriate permits that enable the Company to construct additional advertising displays. At December 31, 2015, the Company believes its maximum aggregate contingency, which is subject to performance requirements by the seller, is approximately $30.0 million. As the contingencies have not been met or resolved as of December 31, 2015, these amounts are not recorded.

As of December 31, 2015, the Company's future minimum rental commitments under non-cancelable operating lease agreements with terms in excess of one year, minimum payments under non-cancelable contracts in excess of one year, capital expenditure commitments and employment/talent contracts consist of the following:
(In thousands)					Capital
	Non-Cancelable		Non-Cancelable		Expenditure		Employment/Talent
	Operating Leases		Contracts		Commitments		Contracts
2016	$	424,613	$	521,013	$	41,180	$	83,241
2017		365,299		303,177		10,691		39,414
2018		337,155		226,829		2,253		18,887
2019		305,311		183,415		1,064		3,625
2020		277,210		153,050		1,270		2,750
Thereafter		2,205,750		359,159		12,545		-
Total	$	3,915,338	$	1,746,643	$	69,003	$	147,917

Rent expense charged to operations for the years ended December31, 2015, 2014 and 2013 was $1.14 billion, $1.17billion and $1.16billion, respectively.

In various areas in which the Company operates, outdoor advertising is the object of restrictive and, in some cases, prohibitive zoning and other regulatory provisions, either enacted or proposed. The impact to the Company of loss of displays due to governmental action has been somewhat mitigated by Federal and state laws mandating compensation for such loss and constitutional restraints.

The Company and its subsidiaries are involved in certain legal proceedings arising in the ordinary course of business and, as required, have accrued an estimate of the probable costs for the resolution of those claims for which the occurrence of loss is probable and the amount can be reasonably estimated.  These estimates have been developed in consultation with counsel and are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies.  It is possible, however, that future results of operations for any particular period could be materially affected by changes in the Company’s assumptions or the effectiveness of its strategies related to these proceedings.  Additionally, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on the Company’s financial condition or results of operations.

Although the Company is involved in a variety of legal proceedings in the ordinary course of business, a large portion of its litigation arises in the following contexts: commercial disputes; defamation matters; employment and benefits related claims; governmental fines; intellectual property claims; and tax disputes.

International Outdoor Investigation

On April 21, 2015, inspections were conducted at the premises of Clear Channel in Denmark and Sweden as part of an investigation by Danish competition authorities.  Additionally, on the same day, Clear Channel UK received a communication from the UK competition authorities, also in connection with the investigation by Danish competition authorities. Clear Channel and its affiliates are cooperating with the national competition authorities.

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Income Taxes

12 Months Ended

Dec. 31, 2015

Income Taxes

NOTE 7 – INCOME TAXES
Significant components of the provision for income tax benefit (expense) are as follows:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Current - Federal		$	(31)	$	(503)	$	10,586
Current - foreign			(46,188)		(27,256)		(48,466)
Current - state			(12,890)		3,193		1,527
	Total current benefit (expense)		(59,109)		(24,566)		(36,353)
Deferred - Federal			(30,719)		(29,284)		126,905
Deferred - foreign			5,269		4,308		8,932
Deferred - state			(2,398)		(8,947)		22,333
	Total deferred benefit (expense)		(27,848)		(33,923)		158,170
Income tax benefit (expense)		$	(86,957)	$	(58,489)	$	121,817

Current tax expense of $59.1 million was recorded for 2015 as compared to a current tax expense of $24.6 million for 2014. The change in current tax was primarily due to a reduction in unrecognized tax benefits during 2014, which resulted from the expiration of statutes of limitations to assess taxes in the United Kingdom and several state jurisdictions. This decrease in unrecognized tax benefits resulted in a reduction to current tax expense of $35.4 million during 2014.

Current tax expense of $24.6 million was recorded for 2014 as compared to a current tax expense of $36.4 million for 2013. The change in current tax was primarily due to a reduction in unrecognized tax benefits during 2014, which resulted from the expiration of statutes of limitations to assess taxes in the United Kingdom and several state jurisdictions. This decrease in unrecognized tax benefits resulted in a reduction to current tax expense of $35.4 million during 2014.

Deferred tax expense of $27.8 million was recorded for 2015 compared with deferred tax expense of $33.9 million for 2014. Deferred tax expense for both 2015 and 2014 is primarily due to the valuation allowances recorded against the Company’s federal and state net operating losses during 2015 and 2014.

Deferred tax expense of $33.9 million was recorded for 2014 compared with deferred tax benefit of $158.2 million for 2013. The change in deferred tax is primarily due to the valuation allowance of $339.8 million recorded against the Company’s current period federal and state net operating losses during 2014.

Significant components of the Company's deferred tax liabilities and assets as of December 31, 2015 and 2014 are as follows:
(In thousands)		2015		2014
Deferred tax liabilities:
	Intangibles and fixed assets	$	2,173,491	$	2,335,584
	Long-term debt		79,758		119,887
	Investments		3,701		6,696
	Other		11,540		8,857
Total deferred tax liabilities			2,268,490		2,471,024
Deferred tax assets:
	Accrued expenses		114,079		111,884
	Net operating loss carryforwards		1,495,294		1,445,340
	Bad debt reserves		9,256		9,346
	Other		39,539		34,017
Total gross deferred tax assets			1,658,168		1,600,587
	Less: Valuation allowance		944,576		655,658
Total deferred tax assets			713,592		944,929
Net deferred tax liabilities		$	1,554,898	$	1,526,095

During the fourth quarter of 2015, the Company elected early adoption of ASU No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes. This update requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts.

The deferred tax liability related to intangibles and fixed assets primarily relates to the difference in book and tax basis of acquired FCC licenses, billboard permits and tax deductible goodwill created from the Company’s various stock acquisitions. In accordance with ASC 350-10, Intangibles—Goodwill and Other, the Company does not amortize FCC licenses and billboard permits. As a result, this deferred tax liability will not reverse over time unless the Company recognizes future impairment charges related to its FCC licenses, permits and tax deductible goodwill or sells its FCC licenses or permits. As the Company continues to amortize its tax basis in its FCC licenses, permits and tax deductible goodwill, the deferred tax liability will increase over time.The Company’s net foreign deferred tax liabilities were $9.3 million and $13.6 million for the periods ended December 31, 2015 and December 31, 2014, respectively.

At December 31, 2015, the Company had recorded net operating loss carryforwards (tax effected) for federal and state income tax purposes of approximately $1.4 billion, expiring in various amounts through 2035.The Company expects to realize the benefits of a portion of its deferred tax assets attributable to federal and state net operating losses based upon expected future taxable income from deferred tax liabilities that reverse in the relevant federal and state jurisdictions and carryforward periods. As of December 31, 2015, the Company had recorded a partial valuation allowance of $792.4 million against these deferred tax assets attributable to federal and state net operating losses, of which $305.3million was recorded during the current period ended December 31, 2015. In addition, the Company recorded $8.8 million in additional valuation allowance against its foreign deferred tax assets during the year ended December 31, 2015, the effects of which are included in foreign tax expense. At December 31, 2015, the Company had recorded $134.7 million (tax-effected) of deferred tax assets for foreign net operating loss carryforwards, which are offset in part by an associated valuation allowance of $132.1 million. Additional deferred tax valuation allowance of $20.1 million offsets other foreign deferred tax assets that are not expected to be realized. Realization of these foreign deferred tax assets is dependent upon the Company’s ability to generate future taxable income in appropriate tax jurisdictions and carryforward periods. Due to the Company’s evaluation of all available evidence, including significant negative evidence of cumulative losses in these jurisdictions, the Company continues to record valuation allowances on the foreign deferred tax assets that are not expected to be realized. The Company expects to realize its remaining gross deferred tax assets based upon its assessment of deferred tax liabilities that will reverse in the same carryforward period and jurisdiction and are of the same character as the net operating loss carryforwards and temporary differences that give rise to the deferred tax assets. Any deferred tax liabilities associated with acquired FCC licenses, billboard permits and tax-deductible goodwill intangible assets are not relied upon as a source of future taxable income, as these intangible assets have an indefinite life.

At December 31, 2015, net deferred tax liabilities include a deferred tax asset of $30.9 million relating to stock-based compensation expense under ASC 718-10, Compensation—Stock Compensation.  Full realization of this deferred tax asset requires stock options to be exercised at a price equaling or exceeding the sum of the grant price plus the fair value of the option at the grant date and restricted stock to vest at a price equaling or exceeding the fair market value at the grant date. Accordingly, there can be no assurance that the stock price of the Company’s common stock will rise to levels sufficient to realize the entire deferred tax benefit currently reflected in its balance sheet.

The reconciliation of income tax computed at the U.S. Federal statutory tax rates to income tax benefit is:
		Years Ended December 31,
(In thousands)		2015			2014			2013
		Amount		Percent	Amount		Percent	Amount		Percent
Income tax benefit at
	statutory rates	$	227,686	35%	$	246,284	35%	$	246,867	35%
State income taxes, net of
	federal tax effect		17,795	3%		26,518	4%		32,768	4%
Foreign income taxes			(23,474)	(4%)		11,074	2%		(22,640)	(3%)
Nondeductible items			(5,764)	(1%)		(5,533)	(1%)		(4,870)	(1%)
Changes in valuation allowance
	and other estimates		(302,935)	(46%)		(333,641)	(47%)		(135,161)	(19%)
Other, net			(265)	0%		(3,191)	(1%)		4,853	1%
Income tax benefit (expense)		$	(86,957)	(13%)	$	(58,489)	(8%)	$	121,817	17%

The Company’s effective tax rate for the year ended December 31, 2015 is (13%). The effective tax rate for 2015 was impacted by the $305.3 million valuation allowance recorded during the period as additional deferred tax expense. The valuation allowance was recorded against the Company’s current period federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods. Foreign income before income taxes was approximately $49.9 million for 2015, and it should be noted that with limited exceptions, tax rates in our foreign jurisdictions are lower than that of the U.S. federal statutory rate.

A tax expense was recorded for the year ended December 31, 2014 of (8%). The effective tax rate for 2014 was impacted by the $339.8 million valuation allowance recorded during the period as additional deferred tax expense. The valuation allowance was recorded against a portion of the federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods. This expense was partially offset by $28.9 million in net tax benefits associated with a decrease in unrecognized tax benefits resulting from the expiration of statute of limitations to assess taxes in the United Kingdom and several state jurisdictions. Foreign income before income taxes was approximately $97.2 million for 2014.

A tax benefit was recorded for the year ended December 31, 2013 of 17%. The effective tax rate for 2013 was impacted by the $143.5 million valuation allowance recorded during the period as additional deferred tax expense. The valuation allowance was recorded against a portion of the federal and state net operating losses due to the uncertainty of the ability to utilize those losses in future periods. This expense was partially offset by $20.2 million in net tax benefits recorded during the period due to the settlement of certain U.S. federal and state tax examinations during the year. Foreign income before income taxes was approximately $48.3 million for 2013.

The Company provides for any related tax liability on undistributed earnings that the Company does not intend to be indefinitely reinvested outside the United States or would otherwise become taxable upon remittance within our foreign structure. Substantially all of the Company’s undistributed international earnings are intended to be indefinitely reinvested in home country operations outside the United States. If any excess cash held by our foreign subsidiaries were needed to fund operations in the U.S., we could presently repatriate available funds without a requirement to accrue or pay U.S. taxes. This is a result of significant deficits, as calculated for tax law purposes, in our foreign earnings and profits, which gives us flexibility to make future cash distributions as non-taxable returns of capital.

The Company continues to record interest and penalties related to unrecognized tax benefits in current income tax expense.  The total amount of interest accrued at December 31, 2015 and 2014was $45.0 million and $40.8 million, respectively. The total amount of unrecognized tax benefits and accrued interest and penalties at December 31, 2015 and 2014was $148.2 million and $147.7 million, respectively, of which $113.6 million and $110.4 million is included in “Other long-term liabilities”, and $0.0 million and $2.3 million is included in “Accrued Expenses” on the Company’s consolidated balance sheets, respectively. In addition, $34.6millionand $35.0 million of unrecognized tax benefits are recorded net with the Company’s deferred tax assets for its net operating losses as opposed to being recorded in “Other long-term liabilities” at December 31, 2015and 2014, respectively. The total amount of unrecognized tax benefits at December 31, 2015 and 2014 that, if recognized, would impact the effective income tax rate is $54.3 million and $68.8 million, respectively.

(In thousands)		Years Ended December 31,
Unrecognized Tax Benefits		2015		2014
Balance at beginning of period		$	106,914	$	129,375
	Increases for tax position taken in the current year		9,856		13,848
	Increases for tax positions taken in previous years		3,087		6,003
	Decreases for tax position taken in previous years		(8,534)		(9,764)
	Decreases due to settlements with tax authorities		(3,821)		(8,181)
	Decreases due to lapse of statute of limitations		(4,294)		(24,367)
Balance at end of period		$	103,208	$	106,914

The Company and its subsidiaries file income tax returns in the United States federal jurisdiction and various state and foreign jurisdictions. During 2015, the statute of limitations for certain tax years expired in the United Kingdom and several state jurisdictions resulting in a reduction to unrecognized tax benefits of $4.3 million, excluding interest. Also during 2015, the Company settled certain U.S. federal and state examinations with taxing authorities, resulting in decreases in unrecognized tax benefits relating to cash tax payments of $3.8 million. All federal income tax matters through 2010 are closed. The IRS is currently auditing the Company’s tax returns for the 2011 and 2012 periods. Substantially all material state, local, and foreign income tax matters have been concluded for years through2006.

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Shareholder's Interest Deficit

12 Months Ended

Dec. 31, 2015

Shareholder's Interest

NOTE 8 – SHAREHOLDER’S DEFICIT
The Company reports its noncontrolling interests in consolidated subsidiaries as a component of equity separate from the Company’s equity. The following table shows the changes in shareholder’s deficit attributable to the Company and the noncontrolling interests of subsidiaries in which the Company has a majority, but not total, ownership interest:
(In thousands)		The Company		Noncontrolling Interests		Consolidated
Balances as of January 1, 2015		$	(9,889,348)	$	224,140	$	(9,665,208)
	Net income (loss)		(754,621)		17,131		(737,490)
	Dividends and other payments to noncontrolling interests		-		(52,384)		(52,384)
	Purchase of additional noncontrolling interests		(40,819)		(1,978)		(42,797)
	Share-based compensation		2,564		8,359		10,923
	Foreign currency translation adjustments		(93,377)		(21,529)		(114,906)
	Unrealized holding gain on marketable securities		495		58		553
	Other adjustments to comprehensive loss		(9,253)		(1,013)		(10,266)
	Reclassifications		734		74		808
	Other, net		(671)		4,757		4,086
Balances as of December 31, 2015		$	(10,784,296)	$	177,615	$	(10,606,681)

(In thousands)		The Company		Noncontrolling Interests		Consolidated
Balances as of January 1, 2014		$	(8,942,166)	$	245,531	$	(8,696,635)
	Net income (loss)		(793,761)		31,603		(762,158)
	Dividends and other payments to noncontrolling interests		-		(40,027)		(40,027)
	Purchase of additional noncontrolling interests		(46,806)		(1,944)		(48,750)
	Share-based compensation		2,970		7,743		10,713
	Foreign currency translation adjustments		(101,980)		(19,898)		(121,878)
	Unrealized holding gain on marketable securities		285		42		327
	Other adjustments to comprehensive loss		(10,214)		(1,224)		(11,438)
	Reclassifications		3,317		-		3,317
	Other, net		(993)		2,314		1,321
Balances as of December 31, 2014		$	(9,889,348)	$	224,140	$	(9,665,208)

Dividends

The Company has not paid cash dividends since its formation and its ability to pay dividends is subject to restrictions should it seek to do so in the future. The Company’s debt financing arrangements include restrictions on its ability to pay dividends thereby limiting the Company’s ability to pay dividends.

On December 20, 2015, the board of directors of Clear Channel Outdoor Holdings, Inc. (“CCOH”) declared a special cash dividend, which was paid on January 7, 2016 to its stockholders of record at the closing of business on January 4, 2016, in an aggregate amount equal to $217.8 million. Through our subsidiaries we received $196.3 million of this dividend. The remaining dividend was paid to CCOH’s public stockholders and will be reflected as a use of cash for financing activities in the first quarter of 2016.

In the first quarter of 2016, CCOH sold nine non-strategic Americas outdoor markets for an aggregate purchase price of approximately $602 million in cash and certain advertising assets in Florida (the “Transactions”). Following the completion of the Transactions, the board of directors of CCOH made a demand for the repayment of $300.0 million outstanding on the Note and declared special cash dividends in an aggregate amount of $540.0 million payable on February 4, 2016. A portion of the proceeds of the Transactions, together with the proceeds from the concurrent $300.0 million repayment of the Note, were used to fund the dividends. We received $486.5 million of the dividend proceeds ($186.5 million net of The Company’srepayment of the Note) through three of our wholly-owned subsidiaries, and approximately $53.5 million was paid to the public stockholders of CCOH.

Share-Based Compensation

Stock Options

The Company does not have any compensation plans under which it grants stock awards to employees. Prior to the merger, the Company granted options to purchase its common stock to its employees and directors and its affiliates under its various equity incentive plans typically at no less than the fair value of the underlying stock on the date of grant. These options were granted for a term not exceeding ten years and were forfeited, except in certain circumstances, in the event the employee or director terminated his or her employment or relationship with the Company or one of its affiliates. Prior to acceleration, if any, in connection with the merger, these options vested over a period of up to five years. All equity incentive plans contained anti-dilutive provisions that permitted an adjustment of the number of shares of the Company’s common stock represented by each option for any change in capitalization.

Parent has granted options to purchase its shares of Class A common stock to certain key executives under its equity incentive plan at no less than the fair value of the underlying stock on the date of grant. These options are granted for a term not to exceed ten years and are forfeited, except in certain circumstances, in the event the executive terminates his or her employment or relationship with Parent or one of its affiliates. Approximately three-fourths of the options outstanding at December 31, 2015 vest based solely on continued service over a period of up to five years with the remainder becoming eligible to vest over a period of up to five years if certain predetermined performance targets are met. The equity incentive plan contains antidilutive provisions that permit an adjustmentfor any change in capitalization.

The Company accounts for its share-based payments using the fair value recognition provisions of ASC 718-10. The fair value of the portion of options that vest based on continued service is estimated on the grant date using a Black-Scholes option-pricing model and the fair value of the remaining options which contain vesting provisions subject to service, market and performance conditions is estimated on the grant date using a Monte Carlo model. Expected volatilities were based on historical volatility of peer companies’ stock, including Parent, over the expected life of the options. The expected life of the options granted represents the period of time that the options granted are expected to be outstanding. The Company used historical data to estimate option exercises and employee terminations within the valuation model. The Company includes estimated forfeitures in its compensation cost and updates the estimated forfeiture rate through the final vesting date of awards. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods equal to the expected life of the option. No options were granted during the years ended December 31, 2015, 2014 and 2013.

The following table presents a summary of Parent's stock options outstanding at and stock option activity during the year ended December 31, 2015 ("Price" reflects the weighted average exercise price per share):
(In thousands, except per share data)		Options	Price		Weighted Average Remaining Contractual Term
Outstanding, January 1, 2015		2,301	$	32.85
	Granted	-		-
	Exercised	-		-
	Forfeited	-		-
	Expired	(204)		10.46
Outstanding, December 31, 2015 (1)		2,097		35.03	3.7 years
Exercisable		1,415		35.22	3.8 years
Expected to Vest		658		35.55	3.3 years
(1)	Non-cash compensation expense has not been recorded with respect to 0.6 million shares as the vesting of these options is subject to performance conditions that have not yet been determined probable to meet.

A summary of Parent’s unvested options and changes during the year ended December 31, 2015 is presented below:
(In thousands, except per share data)		Options	Weighted Average Grant Date Fair Value
Unvested, January 1, 2015		821	$	13.61
	Granted	-		-
	Vested (1)	(139)		2.32
	Forfeited	-		-
Unvested, December 31, 2015		682		15.99
(1)	The total fair value of the options vested during the years ended December 31, 2015, 2014 and 2013 was $0.3 million, $0.3 million and $6.3 million, respectively.

Restricted Stock Awards

Prior to the merger, the Company granted restricted stock awards to its employees and directors and its affiliates under its various equity incentive plans. These common shares held a legend which restricted their transferability for a term of up to five years and were forfeited, except in certain circumstances, in the event the employee or director terminated his or her employment or relationship with the Company prior to the lapse of the restriction. Recipients of the restricted stock awards were entitled to all cash dividends as of the date the award was granted.

Parent has granted restricted stock awards to certain of its employees and affiliates under its equity incentive plan. The restricted stock awards are restricted in transferability for a term of up to five years. Restricted stock awards are forfeited, except in certain circumstances, in the event the employee terminates his or her employment or relationship with Parent prior to the lapse of the restriction. Dividends or distributions paid in respect of unvested restricted stock awards will be held by Parent and paid to the recipients of the restricted stock awards upon vesting of the shares.

The following table presents a summary of Parent's restricted stock outstanding and restricted stock activity as of and during the year ended December 31, 2015 (“Price” reflects the weighted average share price at the date of grant):

(In thousands, except per share data)		Awards	Price
Outstanding, January 1, 2015		4,529	$	5.02
	Granted	1,413		5.83
	Vested (restriction lapsed)	(446)		4.56
	Forfeited	(426)		4.21
Outstanding, December 31, 2015		5,070		5.36

CCOH Share-Based Awards

CCOH Stock Options

The Company’s subsidiary, CCOH, has granted options to purchase shares of its Class A common stock to employees and directors of CCOH and its affiliates under its equity incentive plan at no less than the fair market value of the underlying stock on the date of grant. These options are granted for a term not exceeding ten years and are forfeited, except in certain circumstances, in the event the employee or director terminates his or her employment or relationship with CCOH or one of its affiliates. These options vest solely on continued service over a period of up to five years. The equity incentive stock plan contains anti-dilutive provisions that permit an adjustment for any change in capitalization.

The fair value of each option awarded on CCOH common stock is estimated on the date of grant using a Black-Scholes option-pricing model. Expected volatilities are based on historical volatility of CCOH’s stock over the expected life of the options. The expected life of options granted represents the period of time that options granted are expected to be outstanding. CCOH uses historical data to estimate option exercises and employee terminations within the valuation model. CCOH includes estimated forfeitures in its compensation cost and updates the estimated forfeiture rate through the final vesting date of awards. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods equal to the expected life of the option.

The following assumptions were used to calculate the fair value of CCOH’s options on the date of grant:
	Years Ended December 31,
	2015	2014	2013
Expected volatility	37% – 56%	54% – 56%	55% – 56%
Expected life in years	6.3	6.3	6.3
Risk-free interest rate	1.70% – 2.07%	1.73% – 2.08%	1.05% – 2.19%
Dividend yield	0%	0%	0%

The following table presents a summary of CCOH’s stock options outstanding at and stock option activity during the year ended December 31, 2015:
(In thousands, except per share data)		Options	Price(3)		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding, January 1, 2015		6,025	$	9.92
	Granted (1)	921		9.96
	Exercised (2)	(622)		6.11
	Forfeited	(34)		8.74
	Expired	(942)		12.45
Outstanding, December 31, 2015		5,348		9.93	5.6 years	$	1,049
Exercisable		3,658		10.33	4.2 years	$	1,049
Expected to vest		1,535		9.02	8.4 years	$	-
(1)	The weighted average grant date fair value of CCOH options granted during the years ended December 31, 2015, 2014 and 2013 was $4.25, $4.69 and $4.10 per share, respectively.
(2)	Cash received from option exercises during the years ended December 31, 2015, 2014 and 2013 was $3.8 million, $2.4 million and $4.2 million, respectively. The total intrinsic value of the options exercised during the years ended December 31, 2015, 2014 and 2013 was $2.8 million, $1.5 million and $5.0 million, respectively.
(3)	Reflects the weighted average exercise price per share.

A summary of CCOH’s unvested options at and changes during the year ended December 31, 2015 is presented below:
(In thousands, except per share data)		Options	Weighted Average Grant Date Fair Value
Unvested, January 1, 2015		1,553	$	4.92
	Granted	921		4.25
	Vested (1)	(750)		5.56
	Forfeited	(34)		4.92
Unvested, December 31, 2015		1,690		4.27
(1)	The total fair value of CCOH options vested during the years ended December 31, 2015, 2014 and 2013 was $4.2 million, $6.1 million and $7.1 million, respectively.

CCOH Restricted Stock Awards

CCOH has also granted both restricted stock and restricted stock unit awards to its employees and affiliates under its equity incentive plan. The restricted stock awards represent shares of Class A common stock that hold a legend which restricts their transferability for a term of up to five years. The restricted stock units represent the right to receive shares upon vesting, which is generally over a period of up to five years. Both restricted stock awards and restricted stock units are forfeited, except in certain circumstances, in the event the employee terminates his or her employment or relationship with CCOH prior to the lapse of the restriction.

The following table presents a summary of CCOH’s restricted stock and restricted stock units outstanding at and activity during the year ended December 31, 2015 ("Price" reflects the weighted average share price at the date of grant):
(In thousands, except per share data)		Awards	Price
Outstanding, January 1, 2015		2,458	$	7.54
	Granted	702		10.35
	Vested (restriction lapsed)	(340)		6.13
	Forfeited	(58)		8.39
Outstanding, December 31, 2015		2,762		8.43

Share-Based Compensation Cost

The share-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense on a straight-line basis over the vesting period. Share-based compensation payments are recorded in corporate expenses and were $10.9 million, $10.7 million and $16.7 million, during the years ended December 31, 2015, 2014 and 2013, respectively.

The tax benefit related to the share-based compensation expense for the years ended December 31, 2015, 2014 and 2013 was $4.2 million, $4.1 million and $6.3 million, respectively.

As of December 31, 2015, there was $26.5million of unrecognized compensation cost related to unvested share-based compensation arrangements that will vest based on service conditions. This cost is expected to be recognized over a weighted average period of approximately three years. In addition, as of December 31, 2015, there was $25.7 million of unrecognized compensation cost related to unvested share-based compensation arrangements that will vest based on market, performance and service conditions. This cost will be recognized when it becomes probable that the performance condition will be satisfied.

Parent completed a voluntary stock option exchange program on November 19, 2012 and exchanged 2.0 million stock options granted under the Clear Channel 2008 Executive Incentive Plan for 1.8 million replacement restricted share awards with different service and performance conditions. Parent accounted for the exchange program as a modification of the existing awards under ASC 718 and will recognize incremental compensation expense of approximately $1.7 million over the service period of the new awards. In connection with the exchange program, Parent granted an additional 1.5 million restricted stock awards pursuant to a tax assistance program offered to employees participating in the exchange. Of the total 1.5 million restricted stock awards granted, 0.9 million were repurchased by Parent upon expiration of the exchange program while the remaining 0.6 million awards were forfeited. Parent recognized $2.6 million of expense related to the awards granted in connection with the tax assistance program.

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Employee Stock and Savings Plans

12 Months Ended

Dec. 31, 2015

Employee Stock and Savings Plans

NOTE 9 – EMPLOYEE STOCK AND SAVINGS PLANS

The Company has various 401(k) savings and other plans for the purpose of providing retirement benefits for substantially all employees. Under these plans, an employee can make pre-tax contributions and the Company will match a portion of such an employee’s contribution. Employees vest in these matching contributions based upon their years of service to the Company. Contributions of $28.9 million, $32.1million and $31.8million to these plans for the years ended December31, 2015, 2014 and 2013, respectively, were expensed.

The Company offers a non-qualified deferred compensation plan for a select group of management or highly compensated employees, under which such employeeswere able to make an annual election to defer up to 50% of their annual salary and up to 80% of their bonus before taxes. The Company suspended all salary and bonus deferrals and company matching contributions to the deferred compensation plan on January 1, 2010. The Company accounts for the plan in accordance with the provisions of ASC710-10. Matching credits on amounts deferred may be made in the Company’s sole discretion and the Company retains ownership of all assets until distributed. Participants in the plan have the opportunity to allocate their deferrals and any matching credits among different investment options, the performance of which is used to determine the amounts to be paid to participants under the plan. In accordance with the provisions of ASC710-10, the assets and liabilities of the non-qualified deferred compensation plan are presented in “Other assets” and “Other long-term liabilities” in the accompanying consolidated balance sheets, respectively. The asset and liability under the deferred compensation plan at December 31, 2015 was approximately $10.4 million recorded in “Other assets” and $10.4 million recorded in “Other long-term liabilities”, respectively. The asset and liability under the deferred compensation plan at December31, 2014 was approximately $11.6million recorded in “Other assets” and $11.6million recorded in “Other long-term liabilities”, respectively.

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Other Information

12 Months Ended

Dec. 31, 2015

Other Information

NOTE 10 — OTHER INFORMATION

The following table discloses the components of "Other income (expense)" for the years ended December 31, 2015, 2014 and 2013, respectively:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Foreign exchange gain		$	15,468	$	15,554	$	1,772
Debt modification expenses			-		-		(23,555)
Other			(2,412)		(6,450)		(197)
	Total other income (expense), net	$	13,056	$	9,104	$	(21,980)

The following table discloses the increase (decrease) in net deferred income tax liabilities related to each component of other comprehensive income (loss) for the years ended December 31, 2015, 2014 and 2013, respectively:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Foreign currency translation adjustments and other		$	1,585	$	2,559	$	(14,421)
Unrealized holding gain on marketable securities			-		-		(11,010)
Unrealized holding gain (loss) on cash flow derivatives			-		-		28,759
	Total increase in deferred tax liabilities	$	1,585	$	2,559	$	3,328

The following table discloses the components of “Other current assets” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Inventory		$	24,833	$	23,777
Deposits			3,184		4,466
Deferred loan costs			32,768		32,602
Other			51,252		37,661
	Total other current assets	$	112,037	$	98,506

The following table discloses the components of “Other assets” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Investments in, and advances to, nonconsolidated affiliates		$	27,710	$	9,493
Other investments			61,128		18,247
Notes receivable			156		242
Prepaid expenses			7,932		16,082
Deferred loan costs			115,215		130,267
Deposits			26,025		27,822
Prepaid rent			74,114		56,430
Non-qualified plan assets			10,385		11,568
Other			7,637		18,914
	Total other assets	$	330,302	$	289,065

The following table discloses the components of “Other long-term liabilities” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Unrecognized tax benefits		$	113,563	$	110,410
Asset retirement obligation			47,574		53,936
Non-qualified plan liabilities			10,385		11,568
Deferred income			137,942		23,734
Deferred rent			141,911		125,530
Employee related liabilities			47,491		39,963
Other			27,705		89,722
	Total other long-term liabilities	$	526,571	$	454,863

The following table discloses the components of “Accumulated other comprehensive loss,” net of tax, as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Cumulative currency translation adjustment		$	(389,367)	$	(291,520)
Cumulative unrealized gain on securities			1,946		1,397
Cumulative other adjustments			(26,986)		(18,467)
	Total accumulated other comprehensive loss	$	(414,407)	$	(308,590)

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Segment Data

12 Months Ended

Dec. 31, 2015

Segment Data

NOTE 11 – SEGMENT DATA

The Company’s reportable segments, which it believes best reflect how the Company is currently managed, are iHM, Americas outdoor advertising and International outdoor advertising. Revenue and expenses earned and charged between segments are recorded at estimated fair value and eliminated in consolidation. The iHM segment provides media and entertainment services via broadcast and digital delivery and also includes the Company’s events and national syndication businesses. The Americas outdoor advertising segment consists of operations primarily in the United States, Canada and Latin America. The International outdoor advertising segment primarily includes operations in Europe, Asia and Australia. The Other category includes the Company’s media representation business as well as other general support services and initiatives that are ancillary to the Company’s other businesses. Corporate includes infrastructure and support, including information technology, human resources, legal, finance and administrative functions for each of the Company’s reportable segments, as well as overall executive, administrative and support functions. Share-based payments are recorded in corporate expense.

(In thousands)	iHM		Americas Outdoor Advertising		International Outdoor Advertising		Other		Corporate and other reconciling items		Eliminations		Consolidated
Year Ended December 31, 2015
Revenue	$	3,284,320	$	1,349,021	$	1,457,183	$	164,296	$	-	$	(13,304)	$	6,241,516
Direct operating expenses		972,937		597,382		897,520		12,619		-		(7,113)		2,473,345
Selling, general and administrative expenses		1,065,716		233,254		298,250		110,526		-		(6,191)		1,701,555
Depreciation and amortization		240,230		204,514		166,060		26,386		36,801		-		673,991
Impairment charges		-		-		-		-		21,631		-		21,631
Corporate expenses		-		-		-		-		315,564		-		315,564
Other operating income, net		-		-		-		-		94,001		-		94,001
Operating income (loss)	$	1,005,437	$	313,871	$	95,353	$	14,765	$	(279,995)	$	-	$	1,149,431
Intersegment revenues	$	-	$	2,744	$	-	$	10,560	$	-	$	-	$	13,304
Segment assets	$	7,534,972	$	3,567,764	$	1,581,710	$	238,599	$	1,094,345	$	(196,292)	$	13,821,098
Capital expenditures	$	59,007	$	82,165	$	132,554	$	6,846	$	15,808	$	-	$	296,380
Share-based compensation expense	$	-	$	-	$	-	$	-	$	10,923	$	-	$	10,923
Year Ended December 31, 2014
Revenue	$	3,161,503	$	1,350,623	$	1,610,636	$	212,676	$	-	$	(16,905)	$	6,318,533
Direct operating expenses		932,172		605,771		991,117		24,009		-		(7,621)		2,545,448
Selling, general and administrative expenses		1,014,432		233,641		314,878		122,448		-		(9,274)		1,676,125
Depreciation and amortization		240,868		203,928		198,143		33,543		34,416		-		710,898
Impairment charges		-		-		-		-		24,176		-		24,176
Corporate expenses		-		-		-		-		320,341		(10)		320,331
Other operating income, net		-		-		-		-		40,031		-		40,031
Operating income (loss)	$	974,031	$	307,283	$	106,498	$	32,676	$	(338,902)	$	-	$	1,081,586
Intersegment revenues	$	10	$	3,436	$	-	$	13,459	$	-	$	-	$	16,905
Segment assets	$	7,720,181	$	3,664,574	$	1,680,598	$	277,388	$	659,708	$	-	$	14,002,449
Capital expenditures	$	50,403	$	109,727	$	117,480	$	5,744	$	34,810	$	-	$	318,164
Share-based compensation expense	$	-	$	-	$	-	$	-	$	10,713	$	-	$	10,713

Year Ended December 31, 2013
Revenue	$	3,131,595	$	1,385,757	$	1,560,433	$	181,993	$	-	$	(16,734)	$	6,243,044
Direct operating expenses		955,767		610,750		983,978		25,271		-		(8,556)		2,567,210
Selling, general and administrative expenses		982,514		243,456		300,116		118,830		-		(8,178)		1,636,738
Depreciation and amortization		262,136		206,031		194,493		39,291		28,877		-		730,828
Impairment charges		-		-		-		-		16,970		-		16,970
Corporate expenses		-		-		-		-		313,514		-		313,514
Other operating income, net		-		-		-		-		22,998		-		22,998
Operating income (loss)	$	931,178	$	325,520	$	81,846	$	(1,399)	$	(336,363)	$	-	$	1,000,782
Intersegment revenues	$	-	$	2,473	$	-	$	14,261	$	-	$	-	$	16,734
Segment assets	$	7,933,564	$	3,823,347	$	1,899,648	$	534,363	$	854,413	$	-	$	15,045,335
Capital expenditures	$	75,742	$	96,590	$	100,949	$	9,933	$	41,312	$	-	$	324,526
Share-based compensation expense	$	-	$	-	$	-	$	-	$	16,715	$	-	$	16,715

Revenue of $1.6billion, $1.8billion and $1.7billion derived from the Company’s foreign operations are included in the data above for the years ended December31, 2015, 2014 and 2013, respectively. Revenue of $4.6billion, $4.5billion and $4.5billion derived from the Company’s U.S. operations are included in the data above for the years ended December 31, 2015, 2014 and 2013, respectively.

Identifiable long-lived assets of $629.5million, $682.7million and $760.5million derived from the Company’s foreign operations are included in the data above for the years ended December31, 2015, 2014 and 2013, respectively. Identifiable long-lived assets of $1.6billion, $2.0billion and $2.1 billion derived from the Company’s U.S. operations are included in the data above for the years ended December 31, 2015, 2014 and 2013, respectively

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Quarterly Results of Operations (Unaudited)

12 Months Ended

Dec. 31, 2015

Quarterly Results of Operations (Unaudited)

NOTE 12 — QUARTERLY RESULTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)
		Three Months Ended March 31,		Three Months Ended June 30,		Three Months Ended September 30,		Three Months Ended December 31,
		2015	2014	2015	2014	2015	2014	2015	2014
Revenue		$1,344,564	$1,342,548	$1,599,859	$1,630,154	$1,579,514	$1,630,034	$1,717,579	$1,715,797
Operating expenses:
	Direct operating expenses	578,519	599,178	615,265	645,915	627,842	648,766	651,719	651,589
	Selling, general and administrative expenses	416,188	413,146	424,163	417,883	428,967	426,902	432,237	418,194
	Corporate expenses	77,288	72,705	80,592	82,197	74,542	78,202	83,142	87,227
	Depreciation and amortization	170,453	174,871	168,394	174,062	166,320	175,865	168,824	186,100
	Impairment charges	-	-	-	4,902	21,631	35	-	19,239
	Other operating income, net	(8,974)	165	100,754	(1,628)	6,914	47,172	(4,693)	(5,678)
Operating income		93,142	82,813	412,199	303,567	267,126	347,436	376,964	347,770
Interest expense		441,771	431,114	452,957	440,605	453,921	432,616	456,847	437,261
Gain (loss) on investments, net		579	-	-	-	(5,000)	-	-	-
Equity in earnings (loss) of nonconsolidated affiliates		331	(13,326)	(690)	(16)	(857)	3,955	314	(29)
Gain (loss) on extinguishment of debt		(2,201)	(3,916)	-	(47,503)	-	(4,840)	-	12,912
Other income (expense), net		19,891	1,541	16,211	12,157	(17,976)	2,617	(5,070)	(7,211)
Income (loss) before income taxes		(330,029)	(364,002)	(25,237)	(172,400)	(210,628)	(83,448)	(84,639)	(83,819)
Income tax benefit (expense)		(56,605)	(68,388)	(22,077)	621	(2,841)	(24,376)	(5,434)	33,654
Consolidated net income (loss)		(386,634)	(432,390)	(47,314)	(171,779)	(213,469)	(107,824)	(90,073)	(50,165)
Less amount attributable to noncontrolling interest		(1,668)	(8,200)	7,152	14,852	8,448	7,028	3,199	17,923
Net income (loss) attributable to the Company		$(384,966)	$(424,190)	$(54,466)	$(186,631)	$(221,917)	$(114,852)	$(93,272)	$(68,088)

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Certain Relationships and Related Party Transactions

12 Months Ended

Dec. 31, 2015

Certain Relationships and Related Party Transactions

NOTE 13 – CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

The Company is a party to a management agreement with certain affiliates of Bain Capital Partners, LLC and ThomasH. Lee Partners, L.P. (together, the “Sponsors”) and certain other parties pursuant to which such affiliates of the Sponsors will provide management and financial advisory services until 2018. These agreements require management fees to be paid to such affiliates of the Sponsors for such services at a rate not greater than $15.0million per year, plus reimbursable expenses. For the years ended December 31, 2015, 2014 and 2013, the Company recognized management fees and reimbursable expenses of $15.4 million, $15.2 million and $15.8 million, respectively.

Stock Purchases

On August 9, 2010, we announced that our board of directors approved a stock purchase program under which we or our subsidiaries may purchase up to an aggregate of $100.0 million of the Class A common stock of Parent and/or the Class A common stock of CCOH. The stock purchase program didnot have a fixed expiration date and could be modified, suspended or terminated at any time at our discretion. As of December 31, 2014, an aggregate $34.2 million was available under this program. In January 2015, CC Finco, LLC (“CC Finco”), an indirect wholly-owned subsidiary of the Company, purchased 2,000,000 shares of CCOH’s Class A common stock for $20.4 million. On April 2, 2015, CC Finco purchased an additional 2,172,946 shares of CCOH’s Class A common stock for $22.2 million, increasing our collective holdings to represent slightly more than 90% of the outstanding shares of CCOH’s common stock on a fully-diluted basis, assuming the conversion of all of CCOH’s Class B common stock into Class A common stock. As a result of this purchase, the stock purchase program concluded. The purchase of shares in excess of the amount available under the stock purchase program was separately approved by the board of directors.

On December 3, 2015, Clear Channel Holdings, Inc. contributed 100,000,000 shares of CCOH’s Class B Common Stock to Broader Media, LLC, an indirect wholly-owned subsidiary of the Company,as a capital contribution, to provide greater flexibility in support of future financing transactions, share dispositions and other similar transactions.

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Schedule II - Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2015

Valuation And Qualifying Accounts [Abstract]

Schedule Of Valuation And Qualifying Accounts Disclosure [Text Block]

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

Allowance for Doubtful Accounts

(In thousands)			Charges
	Balance at		to Costs,		Write-off				Balance
	Beginning		Expenses		of Accounts				at End of
Description	of period		and other		Receivable		Other (1)		Period
Year ended December 31, 2013	$	55,040	$	20,243	$	28,272	$	734	$	47,745
Year ended December 31, 2014	$	47,745	$	14,167	$	27,014	$	(2,502)	$	32,396
Year ended December 31, 2015	$	32,396	$	30,579	$	26,310	$	(1,776)	$	34,889
(1) Primarily foreign currency adjustments and acquisition and/or divestiture activity.

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

Deferred Tax Asset Valuation Allowance

(In thousands)			Charges
	Balance at		to Costs,						Balance
	Beginning		Expenses						at end of
Description	of Period		and other (1)		Reversal (2)		Adjustments (3)		Period
Year ended December 31, 2013	$	183,686	$	149,107	$	(5)	$	(5,165)	$	327,623
Year ended December 31, 2014	$	327,623	$	356,583	$	(230)	$	(28,318)	$	655,658
Year ended December 31, 2015	$	655,658	$	314,098	$	(457)	$	(24,723)	$	944,576

• During 2013, 2014 and 2015, the Company recorded valuation allowances on deferred tax assets attributable to net operating losses in certain foreign jurisdictions. In addition, during 2014 and 2015 the Company recorded a valuation allowance of $339.8 million and $305.3 million, respectively, on a portion of its deferred tax assets attributable to federal and state net operating loss carryforwards due to the uncertainty of the ability to utilize those losses in future periods.
• During 2013, 2014 and 2015, the Company realized the tax benefits associated with certain foreign deferred tax assets, primarily related to foreign loss carryforwards, on which a valuation allowance was previously recorded. The associated valuation allowance was reversed in the period in which, based on the weight of available evidence, it is more-likely-than-not that the deferred tax asset will be realized.
• During 2013, 2014 and 2015, the Company adjusted certain valuation allowances as a result of changes in tax rates in certain jurisdictions and as a result of the expiration of carryforward periods for net operating loss carryforwards.

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Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2015

Nature of Business

Nature of Business

iHeartCommunications, Inc. is a Texas corporation (the “Company”) with all of its shares of common stock held by iHeartMedia CapitalI, LLC, anindirect, wholly owned subsidiary of iHeartMedia, Inc. (“Parent”). Parent was formed in May2007 by private equity funds sponsored by Bain Capital Partners, LLC and ThomasH. Lee Partners, L.P. (together, the “Sponsors”) for the purpose of acquiring the business of the Company. The acquisition was completed on July30, 2008 pursuant to the Agreement and Plan of Merger, dated November16, 2006, as amended on April18, 2007, May17, 2007 and May13, 2008 (the “Merger Agreement”).

Upon the consummation of the merger, iHeartMedia, Inc. became a public company and the Company was no longer a public company.

All references in this Annual Report on Form 10-K to the “Company,” “we,” “us” and “our” refer to iHeartCommunications, Inc. and its consolidated subsidiaries.

The Company’s reportable operating segments are iHeartMedia (“iHM”), Americas outdoor advertising (“Americas outdoor”), and International outdoor advertising (“International outdoor”). The iHM segment provides media and entertainment services via broadcast and digital delivery. The Americas outdoor and International outdoor segments provide outdoor advertising services in their respective geographic regions using various digital and traditional display types. Included in the “Other” category are the Company’s media representation business, Katz Media Group, as well as other general support services and initiatives, which are ancillary to its other businesses.

We are a holding company and have no significant assets other than the ownership interests in our subsidiaries. All of our operations and all of our operating assets are held by our subsidiaries. Certain of our outstanding indebtedness is fully and unconditionally guaranteed on a joint and several basis by our parent, iHeartMedia Capital I, LLC (“Capital I”), and certain of our direct and indirect wholly-owned domestic subsidiaries. Not all of our subsidiaries guarantee our obligations under such outstanding indebtedness. For a presentation of the allocation of assets, liabilities, equity, revenues and expenses attributable to the guarantors of our indebtedness in conformity with the SEC’s Regulation S-X Rule 3-10(d), please refer to Note 14 to the consolidated financial statements of Capital I as of and for the year ending December 31, 2015.

Use of Estimates

Use of Estimates

The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates, judgments, and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes including, but not limited to, legal, tax and insurance accruals. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from those estimates.

Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its subsidiaries. Also included in the consolidated financial statements are entities for which the Company has a controlling financial interest or is the primary beneficiary. Investments in companies in which the Company owns 20percent to 50percent of the voting common stock or otherwise exercises significant influence over operating and financial policies of the Company are accounted for using the equity method of accounting. All significant intercompany accounts have been eliminated in consolidation.

Certain prior period amounts have been reclassified to conform to the 2015presentation. Included in International Outdoor Direct operating expenses and Selling, general and administrative expenses are $8.2 million and $3.2 million, respectively, recorded in the fourth quarter of 2015 to correct for accounting errors included in the results for our Netherlands subsidiary reported in prior years. Such corrections are not considered to be material to current year or prior year financial results.

The Company is the beneficiary of two trusts created to comply with Federal Communications Commission (“FCC”) ownership rules.  The radio stations owned by the trusts are managed by independent trustees.  The trustees are marketing these stations for sale, and the stations will have to be sold unless any stations may be owned by the Company under then-current FCC rules, in which case the trusts will be terminated with respect to such stations.  The trust agreements stipulate that the Company must fund any operating shortfalls of the trust activities, and any excess cash flow generated by the trusts is distributed to the Company.  The Company is also the beneficiary of proceeds from the sale of stations held in the trusts.  The Company consolidates the trusts in accordance with ASC 810-10, which requires an enterprise involved with variable interest entities to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in the variable interest entity, as the trusts were determined to be a variable interest entity and the Company is the primary beneficiary under the trusts.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid investments with an original maturity of three months or less.

Accounts Receviable and Allowance for Doubtful Accounts

Accounts Receivable

Accounts receivable are recorded at the invoiced amount, net of reserves for sales returns and allowances, and allowances for doubtful accounts. The Company evaluates the collectability of its accounts receivable based on a combination of factors. In circumstances where it is aware of a specific customer’s inability to meet its financial obligations, it records a specific reserve to reduce the amounts recorded to what it believes will be collected. For all other customers, it recognizes reserves for bad debt based on historical experience of bad debts as a percent of revenue for each business unit, adjusted for relative improvements or deteriorations in the agings and changes in current economic conditions. The Company believes its concentration of credit risk is limited due to the large number and the geographic diversification of its customers.

Business Combinations

Business Combinations

The Company accounts for its business combinations under the acquisition method of accounting. The total cost of an acquisition is allocated to the underlying identifiable net assets, based on their respective estimated fair values. The excess of the purchase price over the estimated fair values of the net assets acquired is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management's judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items. Various acquisition agreements may include contingent purchase consideration based on performance requirements of the investee. The Company accounts for these payments in conformity with the provisions of ASC 805-20-30, which establish the requirements related to recognition of certain assets and liabilities arising from contingencies.

Property, Plant and Equipment

Property, Plant and Equipment

Property, plant and equipment are stated at cost. Depreciation is computed using the straight-line method at rates that, in the opinion of management, are adequate to allocate the cost of such assets over their estimated useful lives, which are as follows:

Buildings and improvements – 10 to 39 years

Structures – 3 to 20 years

Towers, transmitters and studio equipment – 5 to 20 years

Furniture and other equipment – 2 to 20 years

Leasehold improvements – shorter of economic life or lease term assuming renewal periods, if appropriate

For assets associated with a lease or contract, the assets are depreciated at the shorter of the economic life or the lease or contract term, assuming renewal periods, if appropriate. Expenditures for maintenance and repairs are charged to operations as incurred, whereas expenditures for renewal and betterments are capitalized.

The Company tests for possible impairment of property, plant, and equipment whenever events and circumstances indicate that depreciable assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value.

Assets and businesses are classified as held for sale if their carrying amount will be recovered or settled principally through a sale transaction rather than through continuing use. The asset or business must be available for immediate sale and the sale must be highly probable within one year.

Land Leases and Other Structure Licenses

Leases

Most of the Company’s outdoor advertising structures are located on leased land. Americas outdoor land leases are typically paid in advance for periods ranging from one to 12 months. International outdoor land leases are paid both in advance and in arrears, for periods ranging from one to 12 months. Most international street furniture display faces are operated through contracts with municipalities for up to 20 years. The leased land and street furniture contracts often include a percent of revenue to be paid along with a base rent payment. Prepaid land leases are recorded as an asset and expensed ratably over the related rental term and rent payments in arrears are recorded as an accrued liability.

The Company has entered into leases for tower sitesfor most of its broadcasting locations. Tower site leases are typically paid monthly in advance, and have 30-year lease terms including annual rent escalations. Most tower site leases are operating leases, and operating lease expense is recognized straight-line based on the minimum lease payments for each lease.

Intangible Assets

Intangible Assets

The Company’s indefinite-lived intangible assets include FCC broadcast licenses in its iHM segment and billboard permits in its Americas outdoor advertising segment. The Company’s indefinite-lived intangible assets are not subject to amortization, but are tested for impairment at least annually. The Company tests for possible impairment of indefinite-lived intangible assets whenever events or changes in circumstances, such as a significant reduction in operating cash flow or a dramatic change in the manner for which the asset is intended to be used indicate that the carrying amount of the asset may not be recoverable.

The Company performs its annual impairment test for its FCC licenses and permits using a direct valuation technique as prescribed in ASC 805-20-S99. The Company engages Corporate Valuation Consulting LLC (formerly a Mesirow Financial Consulting Practice), a third party valuation firm, to assist the Company in the development of these assumptions and the Company’s determination of the fair value of its FCC licenses and permits.

Other intangible assets include definite-lived intangible assets and permanent easements. The Company’s definite-lived intangible assets include primarily transit and street furniture contracts, talent and representation contracts, customer and advertiser relationships, and site-leases, all of which are amortized over the respective lives of the agreements, or over the period of time the assets are expected to contribute directly or indirectly to the Company’s future cash flows. The Company periodically reviews the appropriateness of the amortization periods related to its definite-lived intangible assets. These assets are recorded at cost. Permanent easements are indefinite-lived intangible assets which include certain rights to use real property not owned by the Company.

The Company tests for possible impairment of other intangible assets whenever events and circumstances indicate that they might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. When specific assets are determined to be unrecoverable, the cost basis of the asset is reduced to reflect the current fair market value.

Goodwill

Goodwill

At least annually, the Company performs its impairment test for each reporting unit’s goodwill. The Company uses a discounted cash flow model to determine if the carrying value of the reporting unit, including goodwill, is less than the fair value of the reporting unit. The Company identified its reporting units in accordance with ASC 350-20-55. The U.S. radio markets are aggregated into a single reporting unit and the Company’s U.S. outdoor advertising markets are aggregated into a single reporting unit for purposes of the goodwill impairment test. The Company also determined that within its Americas outdoor segment, Canada constitutes a separate reporting unit and each country in its International outdoor segment constitutes a separate reporting unit. The Company had no impairment of goodwill in 2015 and 2014. The Company recognized a non-cash impairment charge to goodwill of $10.7 million based on declining future cash flows expected in one country in the International outdoor segment for 2013.

Nonconsolidated Affiliates

Nonconsolidated Affiliates

In general, investments in which the Company owns 20 percent to 50 percent of the common stock or otherwise exercises significant influence over the investee are accounted for under the equity method. The Company does not recognize gains or losses upon the issuance of securities by any of its equity method investees. The Company reviews the value of equity method investments and records impairment charges in the statement of operations as a component of “Equity in earnings (loss) of nonconsolidated affiliates” for any decline in value that is determined to be other-than-temporary.

Other Investments

Other Investments

Other investments are composed primarily of equity securities. Securities for which fair value is determinable are classified as available-for-sale or trading and are carried at fair value based on quoted market prices. Securities are carried at historical cost when quoted market prices are unavailable. The net unrealized gains or losses on the available-for-sale securities, net of tax, are reported in accumulated other comprehensive loss as a component of shareholder’s deficit.

The Company periodically assesses the value of available-for-sale and non-marketable securities and records impairment charges in the statement of comprehensive loss for any decline in value that is determined to be other-than-temporary. The average cost method is used to compute the realized gains and losses on sales of equity securities. Based on these assessments, the Company concluded that other-than-temporary impairments existed at December 31, 2015 and recorded a noncash impairment charge of $5.0 million during the year ended December 31, 2015. Such charge is recorded on the statement of comprehensive loss in “Gain (loss) on investments, net”. There were no impairment charges during the years ended December 31, 2014 and 2013.

Derivative Instruments and Hedging Activities

Derivative Instruments and Hedging Activities

Prior to the expiration of the Company’s interest rate swap agreement on September 30, 2013, the provisions of ASC 815-10 required the Company to recognize it as either an asset or liability in the consolidated balance sheet at fair value. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship, and further, on the type of hedging relationship. The interest rate swap was designated and qualified as a hedging instrument, and was characterized as a cash flow hedge. The Company formally documented all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking various hedge transactions. The Company formally assessed, both at inception and at least quarterly thereafter prior to expiration, whether the derivatives that were used in hedging transactions were highly effective in offsetting changes in either the fair value or cash flows of the hedged item.

Fair Value of Financial Instruments, Policy

Financial Instruments

Due to their short maturity, the carrying amounts of accounts and notes receivable, accounts payable, accrued liabilities, and short-term borrowings approximated their fair values at December 31, 2015 and 2014.

Income Taxes

Income Taxes

The Company accounts for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting bases and tax bases of assets and liabilities and are measured using the enacted tax rates expected to apply to taxable income in the periods in which the deferred tax asset or liability is expected to be realized or settled. Deferred tax assets are reduced by valuation allowances if the Company believes it is more likely than not that some portion or the entire asset will not be realized. Generally all earnings from the Company’s foreign operations are permanently reinvested and not distributed. The Company has not provided U.S. federal income taxes for temporary differences with respect to investments in foreign subsidiaries, which at December 31, 2015 currently result in tax basis amounts greater than the financial reporting basis. It is not apparent that these unrecognized deferred tax assets will reverse in the foreseeable future. If any excess cash held by our foreign subsidiaries were needed to fund operations in the United States, we could presently repatriate available funds without a requirement to accrue or pay U.S. taxes. This is a result of significant deficits, as calculated for tax law purposes, in our foreign earnings and profits, which gives us flexibility to make future cash distributions as non-taxable returns of capital. We regularly review our tax liabilities on amounts that may be distributed in future periods and provide for foreign withholding and other current and deferred taxes on any such amounts. The determination of the amount of federal income taxes, if any, that might become due in the event that our foreign earnings are distributed is not practicable.

Revenue Recognition

Barter transactions represent the exchange of advertising spots or display space for merchandise, services or other assets. These transactions are recorded at the estimated fair market value of the advertising spots or display space or the fair value of the merchandise or services received, whichever is most readily determinable. Revenue is recognized on barter and trade transactions when the advertisements are broadcasted or displayed. Expenses are recorded ratably over a period that estimates when the merchandise, service or other assets received is utilized, or when the event occurs. Barter and trade revenues and expenses from continuing operations are included in consolidated revenue and selling, general and administrative expenses, respectively. Barter and trade revenues and expenses from continuing operations were as follows:
(In millions)	Years Ended December 31,
	2015		2014		2013
Barter and trade revenues	$	132.5	$	77.6	$	71.3
Barter and trade expenses		110.9		74.7		65.5

Advertising Expense

Advertising Expense

The Company records advertising expense as it is incurred. Advertising expenses were $129.1 million,$103.0million and $133.7million for the years ended December31, 2015, 2014 and 2013, respectively.

Share-Based Compensation

Share-Based Compensation

Under the fair value recognition provisions of ASC 718-10, share-based compensation cost is measured at the grant date based on the fair value of the award. For awards that vest based on service conditions, this cost is recognized as expense on a straight-line basis over the vesting period. For awards that will vest based on market or performance conditions, this cost will be recognized when it becomes probable that the performance conditions will be satisfied. Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility and forfeiture rates, among other factors.

The Company does not have any equity incentive plans under which it grants stock awards to employees. Employees of subsidiaries of the Company receive equity awards from Parent’s equity incentive plan or CCOH’s equity incentive plan.

Foreign Currency

Foreign Currency

Results of operations for foreign subsidiaries and foreign equity investees are translated into U.S. dollars using the average exchange rates during the year. The assets and liabilities of those subsidiaries and investees are translated into U.S. dollars using the exchange rates at the balance sheet date. The related translation adjustments are recorded in a separate component of shareholder’s deficit, “Accumulated other comprehensive loss”. Foreign currency transaction gains and losses are included in operations.

New Accounting Pronouncements

New Accounting Pronouncements

During the first quarter of 2015, the Company adopted the Financial Accounting Standards Board’s (“FASB”) ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This update provides guidance for the recognition, measurement and disclosure of discontinued operations. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

During the first quarter of 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810), Amendments to the Consolidation Analysis. This new standard eliminates the deferral of FAS 167, which has allowed entities with interest in certain investment funds to follow the previous consolidation guidance in FIN 46(R) and makes other changes to both the variable interest model and the voting model. The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the second quarter of 2015, the FASB issued ASU No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This updaterequires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that direct debt liability. The standard is effective for annual periods, and for interim periods within those annual periods, beginning after December 15, 2015. The Company will adopt this standard in the first quarter of 2016.

During the third quarter of 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. This update provides a one-year deferral of the effective date for ASU No. 2014-09, Revenue from Contracts with Customers. ASU No. 2014-09 provides guidance for the recognition, measurement and disclosure of revenue resulting from contracts with customers and will supersede virtually all of the current revenue recognition guidance under U.S. GAAP. The standard is effective for the first interim period within annual reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the third quarter of 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. This update eliminates the requirement for an acquirer in a business combination toaccount for measurement-period adjustments retrospectively.Instead, acquirers must recognize measurement-period adjustments during the period in whichthey determine the amounts, including the effect on earnings of any amounts they would haverecorded in previous periods if the accounting had been completed at the acquisition date.The standard is effective for fiscal years beginning afterDecember 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of the provisions of this new standard on its financial position and results of operations.

During the fourth quarter of 2015, the Company adopted FASB’s ASU No. 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes. This update requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts.Theadoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

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Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2015

Barter and Trade Revenues and Expenses

Barter transactions represent the exchange of advertising spots or display space for merchandise, services or other assets. These transactions are recorded at the estimated fair market value of the advertising spots or display space or the fair value of the merchandise or services received, whichever is most readily determinable. Revenue is recognized on barter and trade transactions when the advertisements are broadcasted or displayed. Expenses are recorded ratably over a period that estimates when the merchandise, service or other assets received is utilized, or when the event occurs. Barter and trade revenues and expenses from continuing operations are included in consolidated revenue and selling, general and administrative expenses, respectively. Barter and trade revenues and expenses from continuing operations were as follows:
(In millions)	Years Ended December 31,
	2015		2014		2013
Barter and trade revenues	$	132.5	$	77.6	$	71.3
Barter and trade expenses		110.9		74.7		65.5

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Property, Plant and Equipment, Intangible Assets and Goodwill (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Property, Plant and Equipment

Property, Plant and Equipment
The Company’s property, plant and equipment consisted of the following classes of assets as of December 31, 2015 and 2014, respectively:
(In thousands)	December 31,		December 31,
	2015		2014
Land, buildings and improvements	$	603,234	$	731,925
Structures		2,824,794		2,999,582
Towers, transmitters and studio equipment		347,877		453,044
Furniture and other equipment		591,149		536,255
Construction in progress		69,042		95,671
		4,436,096		4,816,477
Less: accumulated depreciation		2,223,540		2,117,413
Property, plant and equipment, net	$	2,212,556	$	2,699,064

Schedule Of Other Intangible Assets

The following table presents the gross carrying amount and accumulated amortization for each major class of other intangible assets as of December 31, 2015 and 2014, respectively:
(In thousands)		December 31, 2015				December 31, 2014
		Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Transit, street furniture and other outdoor contractual rights		$	635,772	$	(457,060)	$	716,723	$	(476,523)
Customer / advertiser relationships			1,222,518		(891,488)		1,222,518		(765,596)
Talent contracts			319,384		(252,526)		319,384		(223,936)
Representation contracts			239,142		(217,770)		238,313		(206,338)
Permanent easements			156,349		-		171,271		-
Other			394,983		(195,644)		388,160		(177,249)
	Total	$	2,968,148	$	(2,014,488)	$	3,056,369	$	(1,849,642)

Schedule Of Future Amortization Expenses

As acquisitions and dispositions occur in the future, amortization expense may vary. The following table presents the Company’s estimate of amortization expense for each of the five succeeding fiscal years for definite-lived intangible assets:
(In thousands)
2016	$	220,166
2017		197,444
2018		127,439
2019		44,030
2020		37,763

Schedule Of Changes In Carrying Amount Of Goodwill

The following table presents the changes in the carrying amount of goodwill in each of the Company’s reportable segments:
(In thousands)		iHM		Americas Outdoor Advertising		International Outdoor Advertising		Other		Consolidated
Balance as of December 31, 2013		$	3,270,521	$	585,227	$	264,907	$	81,532	$	4,202,187
	Acquisitions		17,900		-		-		299		18,199
	Foreign currency		-		(653)		(32,369)		-		(33,022)
	Other		60		-		-		-		60
Balance as of December 31, 2014		$	3,288,481	$	584,574	$	232,538	$	81,831	$	4,187,424
	Acquisitions		-		-		10,998		-		10,998
	Foreign currency		-		(709)		(19,644)		-		(20,353)
	Assets held for sale		-		(49,182)		-		-		(49,182)
Balance as of December 31, 2015		$	3,288,481	$	534,683	$	223,892	$	81,831	$	4,128,887

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Investments (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Investments in Nonconsolidated Affiliates

NOTE 3 – INVESTMENTS
The following table summarizes the Company's investments in nonconsolidated affiliates and available-for-sale securities:
		Equity Method Investments
(In thousands)		ARN		AllOthers		Cost Method Investments		Marketable Equity Securities		Total Investments
Balance at December 31, 2013		$	220,750	$	18,055	$	7,783	$	1,942	$	248,530
	Cash advances (repayments)		-		5,263		-		-		5,263
	Acquisitions of investments, net		-		-		8,520		-		8,520
	Equity in earnings (loss)		(12,678)		3,262		-		-		(9,416)
	Foreign currency translation adjustment		1,449		77		(20)		(291)		1,215
	Distributions received		(228)		(1,000)		(14)		-		(1,242)
	Proceeds on sale		(220,783)		(15,820)		-		-		(236,603)
	Other		11,490		(344)		-		327		11,473
Balance at December 31, 2014		$	-	$	9,493	$	16,269	$	1,978	$	27,740
	Cash advances (repayments)		-		2,578		-		-		2,578
	Acquisitions of investments, net		-		17,980		47,546		-		65,526
	Equity in earnings (loss)		-		(902)		-		-		(902)
	Foreign currency transaction adjustment		-		(89)		(13)		(205)		(307)
	Distributions received		-		(1,350)		-		-		(1,350)
	Loss on investments		-		-		(5,000)		-		(5,000)
	Other		-		-		-		553		553
Balance at December 31, 2015		$	-	$	27,710	$	58,802	$	2,326	$	88,838

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Asset Retirement Obligation (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Change in Asset Retirement Obligation

The following table presents the activity related to the Company’s asset retirement obligation:
(In thousands)		Years Ended December 31,
		2015		2014
Beginning balance		$	54,211	$	59,380
	Adjustment due to changes in estimates		2,082		(5,391)
	Accretion of liability		754		7,858
	Liabilities settled		(6,105)		(5,802)
	Foreign Currency		(2,886)		(1,834)
Ending balance		$	48,056	$	54,211

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Long-Term Debt (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Long-Term Debt

NOTE 5 – LONG-TERM DEBT
Long-term debt at December 31, 2015 and 2014 consisted of the following:
(In thousands)	December 31,		December 31,
	2015		2014
Senior Secured Credit Facilities		6,300,000		7,231,222
Receivables Based Credit Facility Due 2017		230,000		-
Priority Guarantee Notes		6,274,815		5,324,815
Subsidiary Revolving Credit Facility Due 2018		-		-
Other Secured Subsidiary Debt		25,228		19,257
Total Consolidated Secured Debt		12,830,043		12,575,294
14.0% Senior Notes Due 2021		1,695,097		1,661,697
Legacy Notes		667,900		667,900
10.0% Senior Notes Due 2018		730,000		730,000
Subsidiary Senior Notes		5,150,000		4,925,000
Other Subsidiary Debt		165		1,024
Purchase accounting adjustments and original issue discount		(204,611)		(234,897)
		20,868,594		20,326,018
Less: current portion		181,512		3,604
Total long-term debt	$	20,687,082	$	20,322,414

Senior Secured Credit Facilities
As of December 31, 2015 and 2014, the Company had senior secured credit facilities consisting of:
(In thousands)			December 31,		December 31,
		Maturity Date	2015		2014
Term Loan B		1/29/2016	$	-		916,061
Term Loan C		1/29/2016		-		15,161
Term Loan D		1/30/2019		5,000,000		5,000,000
Term Loan E		7/30/2019		1,300,000		1,300,000
	Total Senior Secured Credit Facilities		$	6,300,000	$	7,231,222

Priority Guarantee Notes
As of December 31, 2015 and 2014, the Company had outstanding Priority Guarantee Notes consisting of:
(In thousands)					December 31,		December 31,
		Maturity Date	Interest Rate	Interest Payment Terms	2015		2014
9.0% Priority Guarantee Notes due 2019		12/15/2019	9.0%	Payable semi-annually in arrears on June 15 and December 15 of each year	$	1,999,815		1,999,815
9.0% Priority Guarantee Notes due 2021		3/1/2021	9.0%	Payable semi-annually in arrears on March 1 and September 1 of each year		1,750,000		1,750,000
11.25% Priority Guarantee Notes due 2021		3/1/2021	11.25%	Payable semi-annually on March 1 and September 1 of each year		575,000		575,000
9.0% Priority Guarantee Notes due 2022		9/15/2022	9.0%	Payable semi-annually in arrears on March 15 and September 15 of each year		1,000,000		1,000,000
10.625% Priority Guarantee Notes due 2023		3/15/2023	10.625%	Payable semi-annually in arrears on March 15 and September 15 of each year		950,000		-
	Total Priority Guarantee Notes				$	6,274,815		5,324,815

Legacy Notes
As of December 31, 2015 and 2014, the Company had outstanding senior notes (net of $57.1 million aggregate principal amount held by a subsidiary of the Company) consisting of:
(In thousands)		December 31,		December 31,
		2015		2014
5.5% Senior Notes Due 2016			192,900		192,900
6.875% Senior Notes Due 2018			175,000		175,000
7.25% Senior Notes Due 2027			300,000		300,000
	Total Legacy Notes	$	667,900		667,900

Subsidiary Senior Notes
As of December 31, 2015 and 2014, the Company's subsidiaries, Clear Channel Worldwide Holdings, Inc. ("CCWH") and Clear Channel International B.V. had outstanding notes consisting of:
(In thousands)					December 31,		December 31,
		Maturity Date	Interest Rate	Interest Payment Terms	2015		2014
CCWH Senior Notes:
6.5% Series A Senior Notes Due 2022		11/15/2022	6.5%	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year	$	735,750		735,750
6.5% Series B Senior Notes Due 2022		11/15/2022	6.5%	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year		1,989,250		1,989,250
CCWH Senior Subordinated Notes:
7.625% Series A Senior Notes Due 2020		3/15/2020	7.625%	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year		275,000		275,000
7.625% Series B Senior Notes Due 2020		3/15/2020	7.625%	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year		1,925,000		1,925,000
	Total CCWH Notes				$	4,925,000		4,925,000
Clear Channel International B.V. Senior Notes:
8.75% Senior NotesDue 2020		12/15/2020	8.75%	Payable semi-annually in arrears on June 15 and December 15 of each year	$	225,000		-
	Total Subsidiary Senior Notes				$	5,150,000		4,925,000

Schedule of Maturities of Long-Term Debt

Future Maturities of Long-term Debt
Future maturities of long-term debt at December 31, 2015 are as follows:
(in thousands)
2016	$	197,332
2017		238,394
2018		914,244
2019		8,300,278
2020		2,425,502
Thereafter		8,997,455
Total (1)	$	21,073,205

⁽¹⁾ Excludes purchase accounting adjustments and original issue discount of $204.6million, which is amortized through interest expense over the life of the underlying debt obligations.

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Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Future Minimum Rental Commitments

As of December 31, 2015, the Company's future minimum rental commitments under non-cancelable operating lease agreements with terms in excess of one year, minimum payments under non-cancelable contracts in excess of one year, capital expenditure commitments and employment/talent contracts consist of the following:
(In thousands)					Capital
	Non-Cancelable		Non-Cancelable		Expenditure		Employment/Talent
	Operating Leases		Contracts		Commitments		Contracts
2016	$	424,613	$	521,013	$	41,180	$	83,241
2017		365,299		303,177		10,691		39,414
2018		337,155		226,829		2,253		18,887
2019		305,311		183,415		1,064		3,625
2020		277,210		153,050		1,270		2,750
Thereafter		2,205,750		359,159		12,545		-
Total	$	3,915,338	$	1,746,643	$	69,003	$	147,917

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Components of Income Tax Expense (Benefit)

NOTE 7 – INCOME TAXES
Significant components of the provision for income tax benefit (expense) are as follows:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Current - Federal		$	(31)	$	(503)	$	10,586
Current - foreign			(46,188)		(27,256)		(48,466)
Current - state			(12,890)		3,193		1,527
	Total current benefit (expense)		(59,109)		(24,566)		(36,353)
Deferred - Federal			(30,719)		(29,284)		126,905
Deferred - foreign			5,269		4,308		8,932
Deferred - state			(2,398)		(8,947)		22,333
	Total deferred benefit (expense)		(27,848)		(33,923)		158,170
Income tax benefit (expense)		$	(86,957)	$	(58,489)	$	121,817

Schedule of Deferred Tax Assets and Liabilities

Significant components of the Company's deferred tax liabilities and assets as of December 31, 2015 and 2014 are as follows:
(In thousands)		2015		2014
Deferred tax liabilities:
	Intangibles and fixed assets	$	2,173,491	$	2,335,584
	Long-term debt		79,758		119,887
	Investments		3,701		6,696
	Other		11,540		8,857
Total deferred tax liabilities			2,268,490		2,471,024
Deferred tax assets:
	Accrued expenses		114,079		111,884
	Net operating loss carryforwards		1,495,294		1,445,340
	Bad debt reserves		9,256		9,346
	Other		39,539		34,017
Total gross deferred tax assets			1,658,168		1,600,587
	Less: Valuation allowance		944,576		655,658
Total deferred tax assets			713,592		944,929
Net deferred tax liabilities		$	1,554,898	$	1,526,095

Schedule of Effective Income Tax Rate Reconciliation

The reconciliation of income tax computed at the U.S. Federal statutory tax rates to income tax benefit is:
		Years Ended December 31,
(In thousands)		2015			2014			2013
		Amount		Percent	Amount		Percent	Amount		Percent
Income tax benefit at
	statutory rates	$	227,686	35%	$	246,284	35%	$	246,867	35%
State income taxes, net of
	federal tax effect		17,795	3%		26,518	4%		32,768	4%
Foreign income taxes			(23,474)	(4%)		11,074	2%		(22,640)	(3%)
Nondeductible items			(5,764)	(1%)		(5,533)	(1%)		(4,870)	(1%)
Changes in valuation allowance
	and other estimates		(302,935)	(46%)		(333,641)	(47%)		(135,161)	(19%)
Other, net			(265)	0%		(3,191)	(1%)		4,853	1%
Income tax benefit (expense)		$	(86,957)	(13%)	$	(58,489)	(8%)	$	121,817	17%

Schedule of Unrecognized Tax Benefits

(In thousands)		Years Ended December 31,
Unrecognized Tax Benefits		2015		2014
Balance at beginning of period		$	106,914	$	129,375
	Increases for tax position taken in the current year		9,856		13,848
	Increases for tax positions taken in previous years		3,087		6,003
	Decreases for tax position taken in previous years		(8,534)		(9,764)
	Decreases due to settlements with tax authorities		(3,821)		(8,181)
	Decreases due to lapse of statute of limitations		(4,294)		(24,367)
Balance at end of period		$	103,208	$	106,914

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Shareholder's Deficit (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Changes in Shareholder's Deficit and Other Comprehensive Loss

NOTE 8 – SHAREHOLDER’S DEFICIT
The Company reports its noncontrolling interests in consolidated subsidiaries as a component of equity separate from the Company’s equity. The following table shows the changes in shareholder’s deficit attributable to the Company and the noncontrolling interests of subsidiaries in which the Company has a majority, but not total, ownership interest:
(In thousands)		The Company		Noncontrolling Interests		Consolidated
Balances as of January 1, 2015		$	(9,889,348)	$	224,140	$	(9,665,208)
	Net income (loss)		(754,621)		17,131		(737,490)
	Dividends and other payments to noncontrolling interests		-		(52,384)		(52,384)
	Purchase of additional noncontrolling interests		(40,819)		(1,978)		(42,797)
	Share-based compensation		2,564		8,359		10,923
	Foreign currency translation adjustments		(93,377)		(21,529)		(114,906)
	Unrealized holding gain on marketable securities		495		58		553
	Other adjustments to comprehensive loss		(9,253)		(1,013)		(10,266)
	Reclassifications		734		74		808
	Other, net		(671)		4,757		4,086
Balances as of December 31, 2015		$	(10,784,296)	$	177,615	$	(10,606,681)

(In thousands)		The Company		Noncontrolling Interests		Consolidated
Balances as of January 1, 2014		$	(8,942,166)	$	245,531	$	(8,696,635)
	Net income (loss)		(793,761)		31,603		(762,158)
	Dividends and other payments to noncontrolling interests		-		(40,027)		(40,027)
	Purchase of additional noncontrolling interests		(46,806)		(1,944)		(48,750)
	Share-based compensation		2,970		7,743		10,713
	Foreign currency translation adjustments		(101,980)		(19,898)		(121,878)
	Unrealized holding gain on marketable securities		285		42		327
	Other adjustments to comprehensive loss		(10,214)		(1,224)		(11,438)
	Reclassifications		3,317		-		3,317
	Other, net		(993)		2,314		1,321
Balances as of December 31, 2014		$	(9,889,348)	$	224,140	$	(9,665,208)

Schedule of Stock Options Vested and Expected to Vest Outstanding

The following table presents a summary of Parent's stock options outstanding at and stock option activity during the year ended December 31, 2015 ("Price" reflects the weighted average exercise price per share):
(In thousands, except per share data)		Options	Price		Weighted Average Remaining Contractual Term
Outstanding, January 1, 2015		2,301	$	32.85
	Granted	-		-
	Exercised	-		-
	Forfeited	-		-
	Expired	(204)		10.46
Outstanding, December 31, 2015 (1)		2,097		35.03	3.7 years
Exercisable		1,415		35.22	3.8 years
Expected to Vest		658		35.55	3.3 years
(1)	Non-cash compensation expense has not been recorded with respect to 0.6 million shares as the vesting of these options is subject to performance conditions that have not yet been determined probable to meet.

The following table presents a summary of CCOH’s stock options outstanding at and stock option activity during the year ended December 31, 2015:
(In thousands, except per share data)		Options	Price(3)		Weighted Average Remaining Contractual Term		Aggregate Intrinsic Value
Outstanding, January 1, 2015		6,025	$	9.92
	Granted (1)	921		9.96
	Exercised (2)	(622)		6.11
	Forfeited	(34)		8.74
	Expired	(942)		12.45
Outstanding, December 31, 2015		5,348		9.93	5.6 years	$	1,049
Exercisable		3,658		10.33	4.2 years	$	1,049
Expected to vest		1,535		9.02	8.4 years	$	-
(1)	The weighted average grant date fair value of CCOH options granted during the years ended December 31, 2015, 2014 and 2013 was $4.25, $4.69 and $4.10 per share, respectively.
(2)	Cash received from option exercises during the years ended December 31, 2015, 2014 and 2013 was $3.8 million, $2.4 million and $4.2 million, respectively. The total intrinsic value of the options exercised during the years ended December 31, 2015, 2014 and 2013 was $2.8 million, $1.5 million and $5.0 million, respectively.
(3)	Reflects the weighted average exercise price per share.

Schedule of Unvested Stock Options Activity

A summary of Parent’s unvested options and changes during the year ended December 31, 2015 is presented below:
(In thousands, except per share data)		Options	Weighted Average Grant Date Fair Value
Unvested, January 1, 2015		821	$	13.61
	Granted	-		-
	Vested (1)	(139)		2.32
	Forfeited	-		-
Unvested, December 31, 2015		682		15.99
(1)	The total fair value of the options vested during the years ended December 31, 2015, 2014 and 2013 was $0.3 million, $0.3 million and $6.3 million, respectively.

A summary of CCOH’s unvested options at and changes during the year ended December 31, 2015 is presented below:
(In thousands, except per share data)		Options	Weighted Average Grant Date Fair Value
Unvested, January 1, 2015		1,553	$	4.92
	Granted	921		4.25
	Vested (1)	(750)		5.56
	Forfeited	(34)		4.92
Unvested, December 31, 2015		1,690		4.27
(1)	The total fair value of CCOH options vested during the years ended December 31, 2015, 2014 and 2013 was $4.2 million, $6.1 million and $7.1 million, respectively.

Schedule of Restricted Stock and Restricted Stock Units Activity

(In thousands, except per share data)		Awards	Price
Outstanding, January 1, 2015		4,529	$	5.02
	Granted	1,413		5.83
	Vested (restriction lapsed)	(446)		4.56
	Forfeited	(426)		4.21
Outstanding, December 31, 2015		5,070		5.36

The following table presents a summary of CCOH’s restricted stock and restricted stock units outstanding at and activity during the year ended December 31, 2015 ("Price" reflects the weighted average share price at the date of grant):
(In thousands, except per share data)		Awards	Price
Outstanding, January 1, 2015		2,458	$	7.54
	Granted	702		10.35
	Vested (restriction lapsed)	(340)		6.13
	Forfeited	(58)		8.39
Outstanding, December 31, 2015		2,762		8.43

Schedule of Stock Options and Valuation Assumptions

The following assumptions were used to calculate the fair value of CCOH’s options on the date of grant:
	Years Ended December 31,
	2015	2014	2013
Expected volatility	37% – 56%	54% – 56%	55% – 56%
Expected life in years	6.3	6.3	6.3
Risk-free interest rate	1.70% – 2.07%	1.73% – 2.08%	1.05% – 2.19%
Dividend yield	0%	0%	0%

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Other Information (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Other Income (Expense)

The following table discloses the components of "Other income (expense)" for the years ended December 31, 2015, 2014 and 2013, respectively:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Foreign exchange gain		$	15,468	$	15,554	$	1,772
Debt modification expenses			-		-		(23,555)
Other			(2,412)		(6,450)		(197)
	Total other income (expense), net	$	13,056	$	9,104	$	(21,980)

Schedule of Defered Tax (Asset) Liablity Related to Other comprhensive Income (Loss)

The following table discloses the increase (decrease) in net deferred income tax liabilities related to each component of other comprehensive income (loss) for the years ended December 31, 2015, 2014 and 2013, respectively:
(In thousands)		Years Ended December 31,
		2015		2014		2013
Foreign currency translation adjustments and other		$	1,585	$	2,559	$	(14,421)
Unrealized holding gain on marketable securities			-		-		(11,010)
Unrealized holding gain (loss) on cash flow derivatives			-		-		28,759
	Total increase in deferred tax liabilities	$	1,585	$	2,559	$	3,328

Schedule of Other Current Assets

The following table discloses the components of “Other current assets” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Inventory		$	24,833	$	23,777
Deposits			3,184		4,466
Deferred loan costs			32,768		32,602
Other			51,252		37,661
	Total other current assets	$	112,037	$	98,506

Schedule of Other Assets

The following table discloses the components of “Other assets” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Investments in, and advances to, nonconsolidated affiliates		$	27,710	$	9,493
Other investments			61,128		18,247
Notes receivable			156		242
Prepaid expenses			7,932		16,082
Deferred loan costs			115,215		130,267
Deposits			26,025		27,822
Prepaid rent			74,114		56,430
Non-qualified plan assets			10,385		11,568
Other			7,637		18,914
	Total other assets	$	330,302	$	289,065

Schedule of Other Long-Term Liabilities

The following table discloses the components of “Other long-term liabilities” as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Unrecognized tax benefits		$	113,563	$	110,410
Asset retirement obligation			47,574		53,936
Non-qualified plan liabilities			10,385		11,568
Deferred income			137,942		23,734
Deferred rent			141,911		125,530
Employee related liabilities			47,491		39,963
Other			27,705		89,722
	Total other long-term liabilities	$	526,571	$	454,863

Schedule of Accumulated Other Comprehensive Loss

The following table discloses the components of “Accumulated other comprehensive loss,” net of tax, as of December 31, 2015 and 2014, respectively:
(In thousands)		As of December 31,
		2015		2014
Cumulative currency translation adjustment		$	(389,367)	$	(291,520)
Cumulative unrealized gain on securities			1,946		1,397
Cumulative other adjustments			(26,986)		(18,467)
	Total accumulated other comprehensive loss	$	(414,407)	$	(308,590)

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Segment Data (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Operating Segment Results

(In thousands)	iHM		Americas Outdoor Advertising		International Outdoor Advertising		Other		Corporate and other reconciling items		Eliminations		Consolidated
Year Ended December 31, 2015
Revenue	$	3,284,320	$	1,349,021	$	1,457,183	$	164,296	$	-	$	(13,304)	$	6,241,516
Direct operating expenses		972,937		597,382		897,520		12,619		-		(7,113)		2,473,345
Selling, general and administrative expenses		1,065,716		233,254		298,250		110,526		-		(6,191)		1,701,555
Depreciation and amortization		240,230		204,514		166,060		26,386		36,801		-		673,991
Impairment charges		-		-		-		-		21,631		-		21,631
Corporate expenses		-		-		-		-		315,564		-		315,564
Other operating income, net		-		-		-		-		94,001		-		94,001
Operating income (loss)	$	1,005,437	$	313,871	$	95,353	$	14,765	$	(279,995)	$	-	$	1,149,431
Intersegment revenues	$	-	$	2,744	$	-	$	10,560	$	-	$	-	$	13,304
Segment assets	$	7,534,972	$	3,567,764	$	1,581,710	$	238,599	$	1,094,345	$	(196,292)	$	13,821,098
Capital expenditures	$	59,007	$	82,165	$	132,554	$	6,846	$	15,808	$	-	$	296,380
Share-based compensation expense	$	-	$	-	$	-	$	-	$	10,923	$	-	$	10,923
Year Ended December 31, 2014
Revenue	$	3,161,503	$	1,350,623	$	1,610,636	$	212,676	$	-	$	(16,905)	$	6,318,533
Direct operating expenses		932,172		605,771		991,117		24,009		-		(7,621)		2,545,448
Selling, general and administrative expenses		1,014,432		233,641		314,878		122,448		-		(9,274)		1,676,125
Depreciation and amortization		240,868		203,928		198,143		33,543		34,416		-		710,898
Impairment charges		-		-		-		-		24,176		-		24,176
Corporate expenses		-		-		-		-		320,341		(10)		320,331
Other operating income, net		-		-		-		-		40,031		-		40,031
Operating income (loss)	$	974,031	$	307,283	$	106,498	$	32,676	$	(338,902)	$	-	$	1,081,586
Intersegment revenues	$	10	$	3,436	$	-	$	13,459	$	-	$	-	$	16,905
Segment assets	$	7,720,181	$	3,664,574	$	1,680,598	$	277,388	$	659,708	$	-	$	14,002,449
Capital expenditures	$	50,403	$	109,727	$	117,480	$	5,744	$	34,810	$	-	$	318,164
Share-based compensation expense	$	-	$	-	$	-	$	-	$	10,713	$	-	$	10,713

Year Ended December 31, 2013
Revenue	$	3,131,595	$	1,385,757	$	1,560,433	$	181,993	$	-	$	(16,734)	$	6,243,044
Direct operating expenses		955,767		610,750		983,978		25,271		-		(8,556)		2,567,210
Selling, general and administrative expenses		982,514		243,456		300,116		118,830		-		(8,178)		1,636,738
Depreciation and amortization		262,136		206,031		194,493		39,291		28,877		-		730,828
Impairment charges		-		-		-		-		16,970		-		16,970
Corporate expenses		-		-		-		-		313,514		-		313,514
Other operating income, net		-		-		-		-		22,998		-		22,998
Operating income (loss)	$	931,178	$	325,520	$	81,846	$	(1,399)	$	(336,363)	$	-	$	1,000,782
Intersegment revenues	$	-	$	2,473	$	-	$	14,261	$	-	$	-	$	16,734
Segment assets	$	7,933,564	$	3,823,347	$	1,899,648	$	534,363	$	854,413	$	-	$	15,045,335
Capital expenditures	$	75,742	$	96,590	$	100,949	$	9,933	$	41,312	$	-	$	324,526
Share-based compensation expense	$	-	$	-	$	-	$	-	$	16,715	$	-	$	16,715

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Quarterly Results of Operations (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of Quarterly Results of Operations (Unaudited)

NOTE 12 — QUARTERLY RESULTS OF OPERATIONS (Unaudited)
(In thousands, except per share data)
		Three Months Ended March 31,		Three Months Ended June 30,		Three Months Ended September 30,		Three Months Ended December 31,
		2015	2014	2015	2014	2015	2014	2015	2014
Revenue		$1,344,564	$1,342,548	$1,599,859	$1,630,154	$1,579,514	$1,630,034	$1,717,579	$1,715,797
Operating expenses:
	Direct operating expenses	578,519	599,178	615,265	645,915	627,842	648,766	651,719	651,589
	Selling, general and administrative expenses	416,188	413,146	424,163	417,883	428,967	426,902	432,237	418,194
	Corporate expenses	77,288	72,705	80,592	82,197	74,542	78,202	83,142	87,227
	Depreciation and amortization	170,453	174,871	168,394	174,062	166,320	175,865	168,824	186,100
	Impairment charges	-	-	-	4,902	21,631	35	-	19,239
	Other operating income, net	(8,974)	165	100,754	(1,628)	6,914	47,172	(4,693)	(5,678)
Operating income		93,142	82,813	412,199	303,567	267,126	347,436	376,964	347,770
Interest expense		441,771	431,114	452,957	440,605	453,921	432,616	456,847	437,261
Gain (loss) on investments, net		579	-	-	-	(5,000)	-	-	-
Equity in earnings (loss) of nonconsolidated affiliates		331	(13,326)	(690)	(16)	(857)	3,955	314	(29)
Gain (loss) on extinguishment of debt		(2,201)	(3,916)	-	(47,503)	-	(4,840)	-	12,912
Other income (expense), net		19,891	1,541	16,211	12,157	(17,976)	2,617	(5,070)	(7,211)
Income (loss) before income taxes		(330,029)	(364,002)	(25,237)	(172,400)	(210,628)	(83,448)	(84,639)	(83,819)
Income tax benefit (expense)		(56,605)	(68,388)	(22,077)	621	(2,841)	(24,376)	(5,434)	33,654
Consolidated net income (loss)		(386,634)	(432,390)	(47,314)	(171,779)	(213,469)	(107,824)	(90,073)	(50,165)
Less amount attributable to noncontrolling interest		(1,668)	(8,200)	7,152	14,852	8,448	7,028	3,199	17,923
Net income (loss) attributable to the Company		$(384,966)	$(424,190)	$(54,466)	$(186,631)	$(221,917)	$(114,852)	$(93,272)	$(68,088)

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Schedule II - Valuation and Qualifying Accounts (Tables)

12 Months Ended

Dec. 31, 2015

Schedule Of Valuation And Qualifying Accounts Tables [Abstract]

Schedule Of Valuation And Qualifying Accounts Disclosure [Table Text Block]

(In thousands)			Charges
	Balance at		to Costs,		Write-off				Balance
	Beginning		Expenses		of Accounts				at End of
Description	of period		and other		Receivable		Other (1)		Period
Year ended December 31, 2013	$	55,040	$	20,243	$	28,272	$	734	$	47,745
Year ended December 31, 2014	$	47,745	$	14,167	$	27,014	$	(2,502)	$	32,396
Year ended December 31, 2015	$	32,396	$	30,579	$	26,310	$	(1,776)	$	34,889
(1) Primarily foreign currency adjustments and acquisition and/or divestiture activity.

(In thousands)			Charges
	Balance at		to Costs,						Balance
	Beginning		Expenses						at end of
Description	of Period		and other (1)		Reversal (2)		Adjustments (3)		Period
Year ended December 31, 2013	$	183,686	$	149,107	$	(5)	$	(5,165)	$	327,623
Year ended December 31, 2014	$	327,623	$	356,583	$	(230)	$	(28,318)	$	655,658
Year ended December 31, 2015	$	655,658	$	314,098	$	(457)	$	(24,723)	$	944,576

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Summary of Significant Accounting Policies (Narrative) (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Impairment	$ 0.0	$ 0.0
Other than temporary impairment for available for sale securities	5.0	0.0	$ 0.0
Advertising expenses	129.1	$ 103.0	133.7
Accounting Standards Update - recognition, measurement and disclosure of discontinued operations
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification	0.0
Accounting Standards Update - Balance Sheet Classification of Deferred Taxes
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification	0.0
International Outdoor Advertising [Member]
Impairment			$ 10.7
Netherlands Subsidiary [Member] | Operating Expense [Member]
Prior period adjustments recorded in the current period	8.2
Netherlands Subsidiary [Member] | Selling, General and Administrative Expenses [Member]
Prior period adjustments recorded in the current period	$ 3.2
Minimum [Member]
Percentage of ownership	20.00%
Minimum [Member] | Building and Improvements [Member]
Useful life	10 years
Minimum [Member] | Structures [Member]
Useful life	5 years
Minimum [Member] | Towers, Transmitters and Studio Equipment [Member]
Useful life	7 years
Minimum [Member] | Furniture and other equipment [Member]
Useful life	3 years
Maximum [Member]
Percentage of ownership	50.00%
Maximum [Member] | Building and Improvements [Member]
Useful life	39 years
Maximum [Member] | Structures [Member]
Useful life	15 years
Maximum [Member] | Towers, Transmitters and Studio Equipment [Member]
Useful life	20 years
Maximum [Member] | Furniture and other equipment [Member]
Useful life	20 years

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Summary of Significant Accounting Policies - Barter and Trade Revenues and Expenses from Continuing Operations (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Barter and trade revenues	$ 132.5	$ 77.6	$ 71.3
Barter and trade expenses	$ 110.9	$ 74.7	$ 65.5

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Property, Plant And Equipment, Intangible Assets And Goodwill (Narrative) (Detail) $ in Thousands		1 Months Ended	3 Months Ended	12 Months Ended
	Jan. 15, 2016 USD ($) Stations	Jan. 31, 2016 USD ($)	Dec. 31, 2015 USD ($) Stations	Dec. 31, 2015 USD ($) Markets Stations	Dec. 31, 2014 USD ($)	Dec. 31, 2013 USD ($)
Amortization expense				$ 237,500	$ 263,400	$ 289,000
Goodwill Impairment Loss				0	0
Intangible assets held for sale			$ 41,800	$ 41,800
Maximum [Member]
Land lease initial terms				20 years
Minimum [Member]
Land lease initial terms				10 years
iHM [Member]
Cumulative impairments						3,500,000
Americas Outdoor Advertising [Member]
Goodwill Impairment Loss					0
Cumulative impairments						2,600,000
International Outdoor Advertising [Member]
Goodwill Impairment Loss				$ 0	0	10,700
Cumulative impairments						326,600
Other [Member]
Goodwill Impairment Loss					$ 0
Cumulative impairments						$ 212,000
Billboard permits [Member]
Impairment of intangibles				21,600
Two Office Buildings San Antonio [Member]
Annual lease payments			2,600
Gain (loss) on disposal			8,100
Disposal proceeds			34,300
Broadcast communication tower sites and related assets [Member]
Annual lease payments				13,300
Gain (loss) on disposal				205,700
Disposal proceeds	$ 5,500			369,900
Deferred portion of gain on asset disposal			$ 108,800	$ 108,800
Radio stations sold | Stations	6		376	376
Sale Leaseback Number Of Radio Station | Stations			367	367
Non-strategic outdoor markets [Member]
Disposal proceeds		$ 602,000
Number Of Businesses sold | Markets				9

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Property, Plant And Equipment, Intangible Assets And Goodwill (Schedule Of Property, Plant And Equipment) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Property Plant And Equipment [Line Items]
Property, plant and equipment	$ 4,436,096	$ 4,816,477
Less: accumulated depreciation	2,223,540	2,117,413
Property, plant and equipment, net	2,212,556	2,699,064
Land, buildings and improvements [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment	603,234	731,925
Structures [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment	2,824,794	2,999,582
Towers, transmitters and studio equipment [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment	347,877	453,044
Furniture and other equipment [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment	591,149	536,255
Construction in progress [Member]
Property Plant And Equipment [Line Items]
Property, plant and equipment	$ 69,042	$ 95,671

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Property, Plant And Equipment, Intangible Assets And Goodwill (Schedule Of Definite-Lived Intangible Assets) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 2,968,148	$ 3,056,369
Accumulated Amortization	(2,014,488)	(1,849,642)
Transit, street furniture and other outdoor contractual rights [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	635,772	716,723
Accumulated Amortization	(457,060)	(476,523)
Customer/advertiser relationships [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,222,518	1,222,518
Accumulated Amortization	(891,488)	(765,596)
Talent contracts [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	319,384	319,384
Accumulated Amortization	(252,526)	(223,936)
Representation contracts [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	239,142	238,313
Accumulated Amortization	(217,770)	(206,338)
Permanent easements [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	156,349	171,271
Accumulated Amortization	0	0
Other [Member]
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	394,983	388,160
Accumulated Amortization	$ (195,644)	$ (177,249)

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Property, Plant And Equipment, Intangible Assets And Goodwill (Schedule Of Future Amortization Expenses) (Detail) $ in Millions	Dec. 31, 2015 USD ($)
Property, Plant And Equipment, Intangible Assets And Goodwill [Abstract]
2016	$ 220,166.0
2017	197,444.0
2018	127,439.0
2019	44,030.0
2020	$ 37,763.0

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Property, Plant And Equipment, Intangible Assets And Goodwill (Schedule Of Changes In Carrying Amount Of Goodwill) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Goodwill [Line Items]
Balance	$ 4,187,424	$ 4,202,187
Impairment	0	0
Acquisitions	10,998	18,199
Dispositions	0	0
Foreign currency	(20,353)	(33,022)
Other	0	60
Assets held for sale	(49,182)
Balance	4,128,887	4,187,424	$ 4,202,187
iHM [Member]
Goodwill [Line Items]
Balance	3,288,481	3,270,521
Impairment		0
Acquisitions	0	17,900
Dispositions	0	0
Foreign currency	0	0
Other	0	60
Balance	3,288,481	3,288,481	3,270,521
Americas Outdoor Advertising [Member]
Goodwill [Line Items]
Balance	584,574	585,227
Impairment		0
Acquisitions	0	0
Dispositions	0	0
Foreign currency	(709)	(653)
Other	0	0
Assets held for sale	(49,182)
Balance	534,683	584,574	585,227
International Outdoor Advertising [Member]
Goodwill [Line Items]
Balance	232,538	264,907
Impairment	0	0	(10,700)
Acquisitions	10,998	0
Dispositions	0	0
Foreign currency	(19,644)	(32,369)
Other	0	0
Balance	223,892	232,538	264,907
Other [Member]
Goodwill [Line Items]
Balance	81,831	81,532
Impairment		0
Acquisitions	0	299
Dispositions	0	0
Foreign currency	0	0
Other	0	0
Balance	$ 81,831	$ 81,831	$ 81,532

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Investments (Narrative) (Detail) - USD ($) $ in Thousands		3 Months Ended									12 Months Ended
	Feb. 18, 2014	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2013	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Barter and trade revenues											$ 132,500	$ 77,600	$ 71,300
Reduction of "Other comprehensive income (loss)"											(808)	(3,317)	83,752
Acquisitions of investments, net											65,526	8,520
Sale of Equity Method Investment [Abstract]
Proceeds from sale of equity method investment												(236,603)
Other than temporary impairment for equity method investments											(553)	(11,473)
Income Tax Expense Benefit		$ 5,434	$ 2,841	$ 22,077	$ 56,605	$ (33,654)	$ 24,376	$ (621)	$ 68,388		$ 86,957	$ 58,489	$ (121,817)
Australian Radio Network [Member]
Percentage of ownership										50.00%			50.00%
Equity Method Ownership Percentage Disposal	50.00%
Sale of Equity Method Investment [Abstract]
Other than temporary impairment for equity method investments										$ 95,400
Equity Method Investment, Realized Gain (Loss) on Disposal	$ (2,400)
Australian Radio Network [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Sale of Equity Method Investment [Abstract]
Foreign exchange losses	$ (11,500)
Sirius XM Radio, Inc [Member]
Reduction of "Other comprehensive income (loss)"													$ 82,300
Sale of Equity Method Investment [Abstract]
Proceeds from sale of equity method investment													135,500
Equity Method Investment, Realized Gain (Loss) on Disposal													130,900
Sirius XM Radio, Inc [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member]
Sale of Equity Method Investment [Abstract]
Income Tax Expense Benefit													$ 48,600
Three Private Companies [Member]
Barter and trade revenues		15,600
Acquisitions of investments, net		$ 36,500

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Investments (Schedule Of Investment In Nonconsolidated affiliates) (Detail) - USD ($)	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Investment, beginning balance				$ 27,740,000				$ 248,530,000	$ 27,740,000	$ 248,530,000
Cash advances (repayments)									2,578,000	5,263,000
Acquisitions of investments, net									65,526,000	8,520,000
Equity in earnings (loss)	$ 314,000	$ (857,000)	$ (690,000)	331,000	$ (29,000)	$ 3,955,000	$ (16,000)	(13,326,000)	(902,000)	(9,416,000)	$ (77,696,000)
Foreign currency transaction adjustment									(307,000)
Foreign currency translation adjustment										1,215,000
Distributions received									(1,350,000)	(1,242,000)
Proceeds on sale										(236,603,000)
Loss on investments									(5,000,000)
Other									553,000	11,473,000
Investment, ending balance	88,838,000				27,740,000				88,838,000	27,740,000	248,530,000
Costmethod Investments [Member]
Investment, beginning balance				16,269,000				7,783,000	16,269,000	7,783,000
Cash advances (repayments)									0	0
Acquisitions of investments, net									47,546,000	8,520,000
Equity in earnings (loss)									0	0
Foreign currency transaction adjustment									(13,000)
Foreign currency translation adjustment										(20,000)
Distributions received									0	(14,000)
Proceeds on sale										0
Loss on investments									(5,000,000)
Other									0	0
Investment, ending balance	58,802,000				16,269,000				58,802,000	16,269,000	7,783,000
Marketable Equity Securities [Member]
Investment, beginning balance				1,978,000				1,942,000	1,978,000	1,942,000
Cash advances (repayments)									0	0
Acquisitions of investments, net									0	0
Equity in earnings (loss)									0	0
Foreign currency transaction adjustment									(205,000)
Foreign currency translation adjustment										(291,000)
Distributions received									0	0
Proceeds on sale										0
Loss on investments									0
Other									553,000	327,000
Investment, ending balance	2,326,000				1,978,000				2,326,000	1,978,000	1,942,000
ARN [Member]
Investment, beginning balance				0				220,750,000	0	220,750,000
Cash advances (repayments)									0	0
Acquisitions of investments, net										0
Equity in earnings (loss)									0	(12,678,000)
Foreign currency transaction adjustment									0
Foreign currency translation adjustment										1,449,000
Distributions received									0	(228,000)
Proceeds on sale									0	(220,783,000)
Other									0	11,490,000
Investment, ending balance	0				0				0	0	220,750,000
All Others [Member]
Investment, beginning balance				$ 9,493,000				$ 18,055,000	9,493,000	18,055,000
Cash advances (repayments)									2,578,000	5,263,000
Acquisitions of investments, net									17,980,000	0
Equity in earnings (loss)									(902,000)	3,262,000
Foreign currency transaction adjustment									(89,000)
Foreign currency translation adjustment										77,000
Distributions received									(1,350,000)	(1,000,000)
Proceeds on sale									0	(15,820,000)
Other									0	(344,000)
Investment, ending balance	$ 27,710,000				$ 9,493,000				$ 27,710,000	$ 9,493,000	$ 18,055,000

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Asset Retirement Obligation (Narrative) (Detail)	12 Months Ended
	Dec. 31, 2015
Asset Retirement Obligation [Line Items]
Asset Retirement Obligations Description	Due to the high rate of lease renewals over a long period of time, the calculation assumes that all related assets will be removed at some period over the next 50 years.

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Asset Retirement Obligation (Schedule Of ARO Activity) (Detail) - Asset Retirement Obligation Costs [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Beginning balance	$ 54,211	$ 59,380
Adjustment due to change in estimate of related costs	2,082	(5,391)
Accretion of liability	754	7,858
Liabilities settled	(6,105)	(5,802)
Foreign Currency	(2,886)	(1,834)
Ending balance	$ 48,056	$ 54,211

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Long-Term Debt (Narrative) (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Long Term Debt Other Disclosures [Abstract]
Weighted average interest rate	8.50%	8.10%
Market value	$ 15,200.0	$ 19,700.0
Senior Notes Due 2021 [Member]
Long Term Debt Other Disclosures [Abstract]
Debt Instrument, Interest Rate Terms	The Senior Notes due 2021 mature on February 1, 2021. Interest on the Senior Notes due 2021 is payable semi-annually on February 1 and August 1 of each year, which began on August 1, 2013. Interest on the Senior Notes due 2021 will be paid at the rate of (i) 12.0% per annum in cash and (ii) 2.0% per annum through the issuance of payment-in-kind notes (the “PIK Notes”).
Principal amount held by subsidiary	$ 431.9
Cash Interest Rate Percentage	12.00%
Interest Rate In Kind Notes	2.00%
iHeart Communications Legacy Note [Member]
Long Term Debt Other Disclosures [Abstract]
Principal amount held by subsidiary	$ 57.1
Debt Instrument Restrictive Covenants	The indentures governing the Priority Guarantee Notes contain covenants that limit ##D ability and the ability of its restricted subsidiaries to, among other things: (i) pay dividends, redeem stock or make other distributions or investments; (ii) incur additional debt or issue certain preferred stock; (iii) modify any of ##D existing senior notes; (iv) transfer or sell assets; (v) engage in certain transactions with affiliates; (vi) create restrictions on dividends or other payments by the restricted subsidiaries; and (vii) merge, consolidate or sell substantially all of ##D assets. The indentures contain covenants that limit the Company’s ##Dability and the ability of its restricted subsidiaries to, among other things: (i) create liens on assets and (ii) materially impair the value of the security interests taken with respect to the collateral for the benefit of the notes collateral agent and the holders of the Priority Guarantee Notes. The indentures also provide for customary events of default
Senior Notes Due 2018 [Member]
Long Term Debt Other Disclosures [Abstract]
Principal amount held by subsidiary	$ 120.0
Stated interest rate	10.00%
Senior cash pay notes due 2016 [Member]
Long Term Debt Other Disclosures [Abstract]
Principal amount	$ 0.0
Stated interest rate	10.75%
Senior toggle notes due 2016 [Member]
Long Term Debt Other Disclosures [Abstract]
Principal amount	$ 0.0
Senior toggle notes due 2016 [Member] | Minimum [Member]
Long Term Debt Other Disclosures [Abstract]
Stated interest rate	11.00%
Senior toggle notes due 2016 [Member] | Maximum [Member]
Long Term Debt Other Disclosures [Abstract]
Stated interest rate	11.75%
Clear Channel International B.V. Senior Notes Due 2020 [Member]
Long Term Debt Other Disclosures [Abstract]
Debt Instrument Restrictive Covenants	The indenture governing the Clear Channel International B.V. Senior Notes contains covenants that limit Clear Channel International B.V.’s ability and the ability of its restricted subsidiaries to, among other things: • pay dividends, redeem stock or make other distributions or investments; • incur additional debt or issue certain preferred stock; • transfer or sell assets; • create liens on assets; • engage in certain transactions with affiliates; • create restrictions on dividends or other payments by the restricted subsidiaries; and • merge, consolidate or sell substantially all of Clear Channel International B.V.’s assets.
CCWH Notes [Member]
Long Term Debt Other Disclosures [Abstract]
Debt Instrument Restrictive Covenants	The indentures governing the Subsidiary Senior Notes contain covenants that limit CCOH and its restricted subsidiaries ability to, among other things: incur or guarantee additional debt or issue certain preferred stock; in case of the Senior Notes, create liens on its restricted subsidiaries’ assets to secure such debt; create restrictions on the payment of dividends or other amounts; enter into certain transactions with affiliates; merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets; and in the case of the Series B CCWH Senior Notes and the Series B CCWH Senior Subordinated Notes, sell certain assets, including capital stock of its subsidiaries
Senior Secured Credit Facility [Member]
Long Term Debt Other Disclosures [Abstract]
Debt Instrument Restrictive Covenants	Certain Covenants and Events of Default The senior secured credit facilities include negative covenants that, subject to significant exceptions, limit ##D ability and the ability of its restricted subsidiaries to, among other things: incur additional indebtedness; create liens on assets; engage in mergers, consolidations, liquidations and dissolutions; sell assets; pay dividends and distributions or repurchase ##D capital stock; make investments, loans, or advances; prepay certain junior indebtedness; engage in certain transactions with affiliates; amend material agreements governing certain junior indebtedness; and change lines of business.
Senior Secured Credit Facility [Member] | Term Loan D [Member] | Base Rate Loans [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	5.75%
Senior Secured Credit Facility [Member] | Term Loan D [Member] | Euro Currency Rate Loans [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	6.75%
Senior Secured Credit Facility [Member] | Term Loan E [Member] | Base Rate Loans [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	6.50%
Senior Secured Credit Facility [Member] | Term Loan E [Member] | Euro Currency Rate Loans [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	7.50%
Receivables Based Facility Due 2017 [Member]
Long Term Debt Other Disclosures [Abstract]
Line of credit facility maximum borrowing capacity	$ 535.0
Percentage of eligible accounts receivable	90.00%
Debt Instrument Restrictive Covenants	Maturity Borrowings under the receivables based credit facility will mature, and lending commitments thereunder will terminate, on the fifth anniversary of the effectiveness of the receivables based credit facility, which is December 24, 2017, provided that, (a) the maturity date will be October 31, 2015 if on October 30, 2015, greater than $500.0 million in aggregate principal amount is owing under certain of ##D term loan credit facilities, (b) the maturity date will be May 3, 2016 if on May 2, 2016 greater than $500.0 million aggregate principal amount of ##D 10.75% senior cash pay notes due 2016 and 11.00%/11.75% senior toggle notes due 2016 are outstanding and (c) in the case of any debt under clauses (a) and (b) that is amended or refinanced in any manner that extends the maturity date of such debt to a date that is on or before the date that is five years after the effectiveness of the receivables based credit facility, the maturity date will be one day prior to the maturity date of such debt after giving effect to such amendment or refinancing if greater than $500,000,000 in aggregate principal amount of such debt is outstanding
Receivables Based Facility Due 2017 [Member] | Minimum [Member]
Long Term Debt Other Disclosures [Abstract]
Commitment fee rate	0.25%
Receivables Based Facility Due 2017 [Member] | Maximum [Member]
Long Term Debt Other Disclosures [Abstract]
Commitment fee rate	0.375%
Receivables Based Facility Due 2017 [Member] | Fed Fund Rate [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	0.50%
Receivables Based Facility Due 2017 [Member] | Base Rate Loans [Member] | Minimum [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	0.50%
Receivables Based Facility Due 2017 [Member] | Base Rate Loans [Member] | Maximum [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	1.00%
Receivables Based Facility Due 2017 [Member] | Euro Currency Rate Loans [Member] | Minimum [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	1.50%
Receivables Based Facility Due 2017 [Member] | Euro Currency Rate Loans [Member] | Maximum [Member]
Long Term Debt Other Disclosures [Abstract]
Margin percentages	2.00%
Subsidiary Senior Revolving Credit Facility Due 2018 [Member]
Long Term Debt Other Disclosures [Abstract]
Line of credit facility maximum borrowing capacity	$ 0.0		$ 75.0
Letters Of Credit Outstanding Amount	$ 59.4

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Long Term Debt - Guarantees (Narrative) (Detail) $ in Millions	Dec. 31, 2015 USD ($)
Surety Bond [Member]
Guarantee Obligations [Line Items]
Gurantees Obligations	$ 63.2
Commercial standby letters of credit [Member]
Guarantee Obligations [Line Items]
Gurantees Obligations	103.9
Bank Gurantees [Member]
Guarantee Obligations [Line Items]
Gurantees Obligations	51.3
Bank Gurantees Collaterized [Member]
Guarantee Obligations [Line Items]
Gurantees Obligations	$ 13.1

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Long-Term Debt (Schedule Of Long-Term Debt) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 12,830,043	$ 12,575,294
Total debt	20,868,594	20,326,018
Less: current portion	181,512	3,604
Total long-term debt	20,687,082	20,322,414
Senior Secured Credit Facilities [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	6,300,000	7,231,222
Receivables Based Facility Due 2017 [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	230,000	0
Priority Guarantee Notes [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	6,274,815	5,324,815
Subsidiary Senior Revolving Credit Facility Due 2018 [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	0	0
Other Secured Subsidiary Debt [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	25,228	19,257
Senior Notes due 2021 [Member]
Debt Instrument [Line Items]
Total debt	$ 1,695,097	1,661,697
Stated interest rate	14.00%
Legacy Notes [Member]
Debt Instrument [Line Items]
Total debt	$ 667,900	667,900
10% Senior Notes Due 2018 [Member]
Debt Instrument [Line Items]
Total debt	$ 730,000	730,000
Stated interest rate	10.00%
Subisidary Senior Notes [Member]
Debt Instrument [Line Items]
Total debt	$ 5,150,000	4,925,000
Other Subsidiary Debt [Member]
Debt Instrument [Line Items]
Total debt	165	1,024
Purchase accounting adjustments and original issue discount [Member]
Debt Instrument [Line Items]
Total debt	$ (204,611)	$ (234,897)

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Long-Term Debt (Sr Secured Credit Facilities) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 12,830,043	$ 12,575,294
Senior Secured Credit Facilities [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	6,300,000	7,231,222
Senior Secured Credit Facilities [Member] | Term Loan B [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 0	916,061
Maturity date	Jan. 29, 2016
Senior Secured Credit Facilities [Member] | Term Loan C [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 0	15,161
Maturity date	Jan. 29, 2016
Senior Secured Credit Facilities [Member] | Term Loan D [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 5,000,000	5,000,000
Maturity date	Jan. 30, 2019
Senior Secured Credit Facilities [Member] | Term Loan E [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 1,300,000	$ 1,300,000
Maturity date	Jul. 30, 2019

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Long-Term Debt (Priority Guarantee) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 12,830,043	$ 12,575,294
Priority Guarantee Notes [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	6,274,815	5,324,815
Priority Guarantee Notes [Member] | 9% Notes Due 2019 [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 1,999,815	1,999,815
Maturity date	Dec. 15, 2019
Stated interest rate	9.00%
Debt Instrument, Interest Rate Terms	Payable semi-annually in arrears on June 15 and December 15 of each year
Priority Guarantee Notes [Member] | 9% Notes Due 2021 [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 1,750,000	1,750,000
Maturity date	Mar. 01, 2021
Stated interest rate	9.00%
Debt Instrument, Interest Rate Terms	Payable semi-annually in arrears on March 1 and September 1 of each year
Priority Guarantee Notes [Member] | 11.25% Notes Due 2021 [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 575,000	575,000
Maturity date	Mar. 01, 2021
Stated interest rate	11.25%
Debt Instrument, Interest Rate Terms	Payable semi-annually on March 1 and September 1 of each year
Priority Guarantee Notes [Member] | 9% Notes Due 2022 [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 1,000,000	1,000,000
Maturity date	Sep. 15, 2022
Stated interest rate	9.00%
Debt Instrument, Interest Rate Terms	Payable semi-annually in arrears on March 15 and September 15 of each year
Priority Guarantee Notes [Member] | 10.625% Priority Guarantee Notes Due 2023 [Member]
Debt Instrument [Line Items]
Total Consolidated Secured Debt	$ 950,000	$ 0
Maturity date	Mar. 15, 2023
Stated interest rate	10.625%

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Long-Term Debt (iHeart Comm) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 20,868,594	$ 20,326,018
Legacy Notes [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	667,900	667,900
Legacy Notes [Member] | 5.5% Senior Notes Due 2016 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 192,900	192,900
Debt Instrument Interest Rate Stated Percentage	5.50%
Legacy Notes [Member] | 6.875% Senior Notes Due 2018 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 175,000	175,000
Debt Instrument Interest Rate Stated Percentage	6.875%
Legacy Notes [Member] | 7.25% Senior Notes Due 2027 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 300,000	$ 300,000
Debt Instrument Interest Rate Stated Percentage	7.25%

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Long-Term Debt (Subsidiary Senior Notes) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 20,868,594	$ 20,326,018
Subisidary Senior Notes [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	5,150,000	4,925,000
Subisidary Senior Notes [Member] | CCWH Senior A Notes Due 2022 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 735,750	735,750
Stated interest rate	6.50%
Maturity date	Nov. 15, 2022
Debt Instrument, Interest Rate Terms	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year
Subisidary Senior Notes [Member] | CCWH Senior B Notes Due 2022 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 1,989,250	1,989,250
Stated interest rate	6.50%
Maturity date	Nov. 15, 2022
Debt Instrument, Interest Rate Terms	Payable to the trustee weekly in arrears and to the noteholders on May 15 and November 15 of each year
Subisidary Senior Notes [Member] | CCWH Senior A Subordinated Notes Due 2020 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 275,000	275,000
Stated interest rate	7.625%
Maturity date	Mar. 15, 2020
Debt Instrument, Interest Rate Terms	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year
Subisidary Senior Notes [Member] | CCWH Senior B Subordinated Notes Due 2020 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 1,925,000	1,925,000
Stated interest rate	7.625%
Maturity date	Mar. 15, 2020
Debt Instrument, Interest Rate Terms	Payable to the trustee weekly in arrears and to the noteholders on March 15 and September 15 of each year
Subisidary Senior Notes [Member] | CCWH Notes [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 4,925,000	4,925,000
Subisidary Senior Notes [Member] | Clear Channel International B.V. Senior Notes Due 2020 [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 225,000	0
Stated interest rate	8.75%
Maturity date	Dec. 15, 2020
Debt Instrument, Interest Rate Terms	Payable semi-annually in arrears on June 15 and December 15 of each year
Subisidary Senior Notes [Member] | Subisidary Senior Notes [Member]
Debt Instrument [Line Items]
Total subsidiary senior notes	$ 5,150,000	$ 4,925,000

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Long-Term Debt (Schedule of Debt Maturities) (Detail) $ in Thousands	Dec. 31, 2015 USD ($)
Debt Maturities [Abstract]
2016	$ 197,332
2017	238,394
2018	914,244
2019	8,300,278
2020	2,425,502
Thereafter	8,997,455
Total	21,073,205
Purchase accounting adjustment and original issue discount	$ 204,600

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Commitments, Contingencies And Guarantees (Narrative) (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Commitments And Contingencies [Line Items]
Rent expense	$ 1,140	$ 1,170	$ 1,160
Performance Requirements [Member]
Commitments And Contingencies [Line Items]
Estimated Maximum Contingency	$ 30

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Commitments And Contingencies (Schedule Of Future Commitments) (Detail) $ in Thousands	Dec. 31, 2015 USD ($)
Non Cancellable Operating Leases [Member]
Non-Cancelable Contracts [Abstract]
2016	$ 424,613
2017	365,299
2018	337,155
2019	305,311
2020	277,210
Thereafter	2,205,750
Total	3,915,338
Non Cancelable Contracts [Member]
Non-Cancelable Contracts [Abstract]
2016	521,013
2017	303,177
2018	226,829
2019	183,415
2020	153,050
Thereafter	359,159
Total	1,746,643
Capital Expenditure Commitments [Member]
Non-Cancelable Contracts [Abstract]
2016	41,180
2017	10,691
2018	2,253
2019	1,064
2020	1,270
Thereafter	12,545
Total	69,003
Employment / Talent Contracts [Member]
Non-Cancelable Contracts [Abstract]
2016	83,241
2017	39,414
2018	18,887
2019	3,625
2020	2,750
Thereafter	0
Total	$ 147,917

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Income Taxes (Narrative) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 03, 2015
Income Tax Expense (Benefit), Continuing Operations [Abstract]
Reduction to current tax expense		$ 35,400
Valuation Allowance Recorded	$ 305,300	339,800	$ 143,500
Income Tax Reconciliation Tax Settlements [Abstract]
Settlement of U.S. Federal and state tax examinations		28,900	20,200
Deferred Tax Assets Net Current Classification [Abstract]
Foreign deferred tax liabilities	9,300	13,600
Foreign net operating loss carryforwards	134,700
Net deferred tax liabilities	(1,554,898)	(1,526,095)
Deferred Tax Assets Operating Loss Carryforwards Components [Abstract]
Net operating loss carryforwards (tax effected)	1,400,000
Deferred tax assets related to stock-based compensation expense included in net deferred tax liabilities	30,900
Foreign income before taxes	49,900	97,200	$ 48,300
Unrecognized Tax Benefits Income Tax Penalties And Interest Accrued [Abstract]
Interest and penalties accrued related to unrecognized tax benefits	45,000	40,800
Total unrecognized tax benefits and accrued interest and penalties	148,200	147,700
Portion of unrecognized tax benefits, interest and penalties recorded in "Other long-term liabilities"	113,600	110,400
Noncurrent portion of unrecognized tax benefits netted against deferred tax assets	34,600	35,000
Unrecognized tax benefits that would impact effective tax rate	54,300	68,800
Portion of unrecognized tax benefits included in "Accrued Expenses"	$ 0	$ 2,300
Effective tax rate	(13.00%)	(8.00%)	17.00%
Federal and State Net Operating Losses [Member]
Valuation Allowance [Abstract]
Valuation Allowance	$ 792,400
Foreign Net Operating Loss Carryforwards [Member]
Valuation Allowance [Abstract]
Valuation Allowance	132,100			$ 8,800
Other Foreign Deferred Tax Assets [Member]
Valuation Allowance [Abstract]
Valuation Allowance	$ 20,100

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Income Taxes (Schedule Of Provision For Income Tax Benefit (Expense) (Detail) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Income Tax Expense Benefit [Abstract]
Current - Federal									$ (31)	$ (503)	$ 10,586
Current - foreign									(46,188)	(27,256)	(48,466)
Current - state									(12,890)	3,193	1,527
Total current benefit (expense)									(59,109)	(24,566)	(36,353)
Deferred - Federal									(30,719)	(29,284)	126,905
Deferred - foreign									5,269	4,308	8,932
Deferred - state									(2,398)	(8,947)	22,333
Total deferred benefit									(27,848)	(33,923)	158,170
Income tax benefit (expense)	$ (5,434)	$ (2,841)	$ (22,077)	$ (56,605)	$ 33,654	$ (24,376)	$ 621	$ (68,388)	$ (86,957)	$ (58,489)	$ 121,817

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Income Taxes (Schedule Of Deferred Tax Liabilities And Assets) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Deferred tax liabilities:
Intangibles and fixed assets	$ 2,173,491	$ 2,335,584
Long-term debt	79,758	119,887
Investments in nonconsolidated affiliates	3,701	6,696
Other	11,540	8,857
Total deferred tax liabilities	2,268,490	2,471,024
Deferred tax assets:
Accrued expenses	114,079	111,884
Investments in nonconsolidated affiliates	0	0
Net operating loss carryforwards	1,495,294	1,445,340
Bad debt reserves	9,256	9,346
Other	39,539	34,017
Total gross deferred tax assets	1,658,168	1,600,587
Less: Valuation allowance	944,576	655,658
Total deferred tax assets	713,592	944,929
Net deferred tax liabilities	$ 1,554,898	$ 1,526,095

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Income Taxes (Schedule Of Computation From Income Tax At Federal Rate To Income Tax Benefit (Expense) (Detail) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Reconciliation of Income Tax Rates [Abstract]
Income tax benefit at statutory rates									$ 227,686	$ 246,284	$ 246,867
State income taxes, net of federal tax effects									17,795	26,518	32,768
Foreign income taxes									(23,474)	11,074	(22,640)
Nondeductible items									(5,764)	(5,533)	(4,870)
Changes in valuation allowance and other estimates									(302,935)	(333,641)	(135,161)
Other, net									(265)	(3,191)	4,853
Income tax benefit (expense)	$ (5,434)	$ (2,841)	$ (22,077)	$ (56,605)	$ 33,654	$ (24,376)	$ 621	$ (68,388)	$ (86,957)	$ (58,489)	$ 121,817
Reconciliation of Income Tax Rates Percentages [Abstract]
Income tax benefit at statutory rates									35.00%	35.00%	35.00%
State income taxes, net of federal tax effects									3.00%	4.00%	4.00%
Foreign income taxes									(4.00%)	2.00%	(3.00%)
Nondeductible items									(1.00%)	(1.00%)	(1.00%)
Changes in valuation allowance and other estimates									(46.00%)	(47.00%)	(19.00%)
Other, net									0.00%	(1.00%)	1.00%
Income tax benefit (expense)									(13.00%)	(8.00%)	17.00%

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Income Taxes (Schedule Of Unrecognized Tax Benefits) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Income Tax Disclosure [Abstract]
Balance at beginning of period	$ 106,914	$ 129,375
Increases for tax position taken in the current year	9,856	13,848
Increases for tax positions taken in previous years	3,087	6,003
Decreases for tax position taken in previous years	(8,534)	(9,764)
Decreases due to settlements with tax authorities	(3,821)	(8,181)
Decreases due to lapse of statute of limitations	(4,294)	(24,367)
Balance at end of period	$ 103,208	$ 106,914

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Shareholder's Interest (Narrative) (Detail) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Nov. 19, 2012	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares issued		500,000,000	500,000,000
Shares vested that are subject to performance conditions that have not yet been determined probable to meet		600,000
Tax benefit related to the share-based compensation expense		$ 4,200	$ 4,100	$ 6,300
Unrecognized compensation cost, net of estimated forfeitures, related to unvested share-based compensation arrangements that will vest based on service conditions		26,500
Options granted vest based on market conditions		25,700
Total share based compensation expense		$ 10,923	10,713	16,715
2008 Executive Incentive Plan [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Restricted shares issued in connection with the tax assistance program	1,500,000
Stock options granted under the Clear Channel 2008 Executive Incentive Plan	2,000,000
Replacement stock options	1,800,000
Incremental compensation expense	$ 1,700
Stock options repurchased	900,000
Restricted stock awards forfeited	600,000
Compensation expense recognized related to tax assistance program	$ 2,600
CCMH Restricted Stock [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Restricted stock awards forfeited		426,000
CCOH Restricted Stock [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Restricted stock awards forfeited		58,000
iHM [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value of options vested		$ 300	$ 300	$ 6,300
Restricted stock awards forfeited		0
Put option purchase price per share		$ 0
CCOH [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average grant date fair value of options granted		$ 4.25	$ 4.69	$ 4.1
Fair value of options vested		$ 4,200	$ 6,100	$ 7,100
Cash received for options exercised		3,800	2,400	4,200
Total instrinsic value of the options exercised		$ 2,800	$ 1,500	$ 5,000
Restricted stock awards forfeited		34,000
Put option purchase price per share		$ 6.11

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Shareholder's Interest - Dividends (Narrative) (Detail) $ in Millions		1 Months Ended	3 Months Ended
	Dec. 20, 2015 USD ($)	Jan. 31, 2016 USD ($)	Mar. 31, 2016 USD ($) Markets
Non-strategic outdoor markets [Member]
Dividends [Abstract]
Disposal proceeds		$ 602.0
C C O H [Member] | Non-strategic outdoor markets [Member]
Dividends [Abstract]
Number Of Businesses sold | Markets			9
Disposal proceeds			$ 602.0
C C O H [Member] | Noncontrolling Interest [Member]
Dividends [Abstract]
Dividend received		53.5
iHM [Member]
Dividends [Abstract]
Related party notes outstanding		300.0
iHM [Member] | Parent [Member]
Dividends [Abstract]
Dividend received		486.5
Proceeds from dividends net of notes payable		186.5
Cash Dividend [Member] | C C O H [Member]
Dividends [Abstract]
Dividends declared	$ 217.8	$ 540.0
Dividend payable date	Jan. 07, 2016	Feb. 04, 2016
Dividends payable date of record	Jan. 04, 2016
Cash Dividend [Member] | iHM [Member] | Parent [Member]
Dividends [Abstract]
Dividend received		$ 196.3

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Shareholder's Deficit And Comprehensive Loss (Schedule Of Changes In Equity) (Detail) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Balances at January 1,				$ (9,665,208)				$ (8,696,635)	$ (9,665,208)	$ (8,696,635)
Net income (loss)	$ (90,073)	$ (213,469)	$ (47,314)	(386,634)	$ (50,165)	$ (107,824)	$ (171,779)	(432,390)	(737,490)	(762,158)	$ (583,517)
Dividends and other payments to noncontrolling interests									(52,384)	(40,027)
Purchases of additional noncontrolling interest									(42,797)	(48,750)
Share Based Compensation									10,923	10,713	16,715
Foreign currency translation adjustments									(114,906)	(121,878)	(33,001)
Unrealized holding gain (loss) on marketable securities									553	327	16,576
Unrealized holding gain on cash flow derivatives									0	0	48,180
Other adjustments to comprehensive loss									(10,266)	(11,438)	6,732
Reclassifications									808	3,317	(83,752)
Other, net									4,086	1,321
Balances at December 31,	(10,606,681)				(9,665,208)				(10,606,681)	(9,665,208)	(8,696,635)
The Company [Member]
Balances at January 1,				(9,889,348)				(8,942,166)	(9,889,348)	(8,942,166)
Net income (loss)									(754,621)	(793,761)
Dividends and other payments to noncontrolling interests									0	0
Purchases of additional noncontrolling interest									(40,819)	(46,806)
Share Based Compensation									2,564	2,970
Foreign currency translation adjustments									(93,377)	(101,980)
Unrealized holding gain (loss) on marketable securities									495	285
Unrealized holding gain on cash flow derivatives									0
Other adjustments to comprehensive loss									(9,253)	(10,214)
Reclassifications									734	3,317
Other, net									(671)	(993)
Balances at December 31,	(10,784,296)				(9,889,348)				(10,784,296)	(9,889,348)	(8,942,166)
Noncontrolling Interest [Member]
Balances at January 1,				$ 224,140				$ 245,531	224,140	245,531
Net income (loss)									17,131	31,603
Dividends and other payments to noncontrolling interests									(52,384)	(40,027)
Purchases of additional noncontrolling interest									(1,978)	(1,944)
Share Based Compensation									8,359	7,743
Foreign currency translation adjustments									(21,529)	(19,898)
Unrealized holding gain (loss) on marketable securities									58	42
Unrealized holding gain on cash flow derivatives									0
Other adjustments to comprehensive loss									(1,013)	(1,224)
Reclassifications									74	0
Other, net									4,757	2,314
Balances at December 31,	$ 177,615				$ 224,140				$ 177,615	$ 224,140	$ 245,531

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Shareholder's Deficit (Schedule Of Assumptions Used In Fair Value Calculation) (Detail) - CCOH [Member]	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Shareholder's Interest [Abstract]
Expected volatility, minimum	37.00%	54.00%	55.00%
Expected volatility, maximum	56.00%	56.00%	56.00%
Expected life in years, maximum	6 years 4 months	6 years 4 months	6 years 4 months
Risk-free interest rate, minimum	1.70%	1.73%	1.05%
Risk-free interest rate, maximum	2.07%	2.08%	2.19%
Dividend yield	0.00%	0.00%	0.00%

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Shareholder's Deficit (Schedule Of Stock Options Outstanding) (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
iHM [Member]
Outstanding, Options	2,301
Granted	0
Exercised	0
Forfeited	0
Expired	(204)
Outstanding, Options	2,097
Exercisable	1,415
Expected to vest	658
Outstanding, Price	$ 32.85
Granted	0
Exercised	0
Forfeited	0
Expired	10.46
Outstanding, Price	35.03
Exercisable	35.22
Expected to vest	$ 35.55
Outstanding, Weighted Average Remaining Contractual Term	3 years 8 months
Exercisable	3 years 10 months
Expected to vest	3 years 4 months
Outstanding, Aggregate intrinsic value		$ 0
Exercisable, Aggreate intrinsic value		0
Expected to vest, Aggreate intrinsic value		$ 0
CCOH [Member]
Outstanding, Options	6,025
Granted	921
Exercised	(622)
Forfeited	(34)
Expired	(942)
Outstanding, Options	5,348
Exercisable	3,658
Expected to vest	1,535
Outstanding, Price	$ 9.92
Granted	9.96
Exercised	6.11
Forfeited	8.74
Expired	12.45
Outstanding, Price	9.93
Exercisable	10.33
Expected to vest	$ 9.02
Outstanding, Weighted Average Remaining Contractual Term	5 years 7 months
Exercisable	4 years 2 months
Expected to vest	8 years 5 months
Outstanding, Aggregate intrinsic value	$ 1,049
Exercisable, Aggreate intrinsic value	1,049
Expected to vest, Aggreate intrinsic value	$ 0

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Shareholder's Deficit (Schedule Of Unvested Options) (Detail) shares in Thousands	12 Months Ended
	Dec. 31, 2015 $ / shares shares
iHM [Member]
Unvested, Options | shares	821
Granted | shares	0
Vested | shares	(139)
Forfeited | shares	0
Unvested, Options | shares	682
Unvested, Weighted Average Grant Date Fair Value | $ / shares	$ 13.61
Granted | $ / shares	0
Vested | $ / shares	2.32
Forfeited | $ / shares	0
Unvested, Weighted Average Grant Date Fair Value | $ / shares	$ 15.99
CCOH [Member]
Unvested, Options | shares	1,553
Granted | shares	921
Vested | shares	(750)
Forfeited | shares	(34)
Unvested, Options | shares	1,690
Unvested, Weighted Average Grant Date Fair Value | $ / shares	$ 4.92
Granted | $ / shares	4.25
Vested | $ / shares	5.56
Forfeited | $ / shares	4.92
Unvested, Weighted Average Grant Date Fair Value | $ / shares	$ 4.27

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Shareholder's Deficit (Schedule Of Restricted Stock Awards) (Detail) shares in Thousands	12 Months Ended
	Dec. 31, 2015 $ / shares shares
CCMH Restricted Stock [Member]
Outstanding, Options | shares	4,529
Granted | shares	1,413
Vested (restriction lapsed) | shares	(446)
Forfeited | shares	(426)
Outstanding, Options | shares	5,070
Outstanding, Price | $ / shares	$ 5.02
Granted | $ / shares	5.83
Vested (restriction lapsed) | $ / shares	4.56
Forfeited | $ / shares	4.21
Outstanding, Price | $ / shares	$ 5.36
CCOH Restricted Stock [Member]
Outstanding, Options | shares	2,458
Granted | shares	702
Vested (restriction lapsed) | shares	(340)
Forfeited | shares	(58)
Outstanding, Options | shares	2,762
Outstanding, Price | $ / shares	$ 7.54
Granted | $ / shares	10.35
Vested (restriction lapsed) | $ / shares	6.13
Forfeited | $ / shares	8.39
Outstanding, Price | $ / shares	$ 8.43

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Employee Stock And Savings (Narrative) (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Deferred Compensation Arrangement With Individual Postretirement Benefits [Line Items]
Contribution	$ 28.9	$ 32.1	$ 31.8
Deferred compensation plan assets	10.4	11.6
Deferred compensation plan liabilities	$ 10.4	$ 11.6
Maximum percentage of salary deferral	50.00%
Maximum deferral bonus afftert Tax	80.00%

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Other Information (Schedule Of Other Income (Expense) (Detail) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Other Information [Abstract]
Foreign exchange gain (loss)									$ 15,468	$ 15,554	$ 1,772
Debt modification expenses									0	0	(23,555)
Other									(2,412)	(6,450)	(197)
Total other income (expense), net	$ (5,070)	$ (17,976)	$ 16,211	$ 19,891	$ (7,211)	$ 2,617	$ 12,157	$ 1,541	$ 13,056	$ 9,104	$ (21,980)

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Other Information (Schedule Of Accumulated Other Comprehensive Loss - Deferred Tax Liabilities) (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Fair Value Measurements [Abstract]
Foreign currency translation adjustments and other	$ 1,585	$ 2,559	$ (14,421)
Unrealized holding gain on marketable securities	0	0	(11,010)
Unrealized holding gain (loss) on cash flow derivatives	0	0	28,759
Total increase in deferred tax liabilities	$ 1,585	$ 2,559	$ 3,328

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Other Information (Schedule Of Other Current Assets) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Other Information [Abstract]
Inventory	$ 24,833	$ 23,777
Deposits	3,184	4,466
Deferred loan costs	32,768	32,602
Other	51,252	37,661
Total other current assets	$ 112,037	$ 98,506

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Other Information (Schedule Of Other Assets) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Other Information [Abstract]
Investments in, and advances to, nonconsolidated affiliates	$ 27,710	$ 9,493
Other investments	61,128	18,247
Notes receivable	156	242
Prepaid expenses	7,932	16,082
Deferred loan costs	115,215	130,267
Deposits	26,025	27,822
Prepaid rent	74,114	56,430
Non-qualified plan assets	10,385	11,568
Other	7,637	18,914
Total other assets	$ 330,302	$ 289,065

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Other Information (Schedule Of Other Long-Term Liabilities) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Other Information [Abstract]
Unrecognized tax benefits	$ 113,563	$ 110,410
Asset retirement obligation	47,574	53,936
Non-qualified plan liabilities	10,385	11,568
Deferred income	137,942	23,734
Deferred rent	141,911	125,530
Employee related liabilities	47,491	39,963
Other	27,705	89,722
Total other long-term liabilities	$ 526,571	$ 454,863

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Other Information (Schedule Of Accumulated Other Comprehensive Loss) (Detail) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Other Information [Abstract]
Cumulative currency translation adjustment	$ (389,367)	$ (291,520)
Cumulative unrealized gain on securities	1,946	1,397
Cumulative other adjustments	(26,986)	(18,467)
Cumulative unrealized loss on cash flow derivatives	0	0
Total accumulated other comprehensive loss	$ (414,407)	$ (308,590)

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Segment Data (Narrative) (Detail) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue	$ 1,717,579	$ 1,579,514	$ 1,599,859	$ 1,344,564	$ 1,715,797	$ 1,630,034	$ 1,630,154	$ 1,342,548	$ 6,241,516	$ 6,318,533	$ 6,243,044
US Operations [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue									4,600,000	4,500,000	4,500,000
Identifiable long-lived assets	1,600,000				2,000,000				1,600,000	2,000,000	2,100,000
Foreign Operations [Member]
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue									1,600,000	1,800,000	1,700,000
Identifiable long-lived assets	$ 629,500				$ 682,700				$ 629,500	$ 682,700	$ 760,500

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Segment Data (Schedule Of Operating Segment Results) (Detail) - USD ($)	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Segment Reporting Information [Line Items]
Revenue	$ 1,717,579,000	$ 1,579,514,000	$ 1,599,859,000	$ 1,344,564,000	$ 1,715,797,000	$ 1,630,034,000	$ 1,630,154,000	$ 1,342,548,000	$ 6,241,516,000	$ 6,318,533,000	$ 6,243,044,000
Direct operating expenses	651,719,000	627,842,000	615,265,000	578,519,000	651,589,000	648,766,000	645,915,000	599,178,000	2,473,345,000	2,545,448,000	2,567,210,000
Selling, general and administrative expenses	432,237,000	428,967,000	424,163,000	416,188,000	418,194,000	426,902,000	417,883,000	413,146,000	1,701,555,000	1,676,125,000	1,636,738,000
Depreciation and amortization	168,824,000	166,320,000	168,394,000	170,453,000	186,100,000	175,865,000	174,062,000	174,871,000	673,991,000	710,898,000	730,828,000
Impairment charges	0	21,631,000	0	0	19,239,000	35,000	4,902,000	0	21,631,000	24,176,000	16,970,000
Corporate expenses	83,142,000	74,542,000	80,592,000	77,288,000	87,227,000	78,202,000	82,197,000	72,705,000	315,564,000	320,331,000	313,514,000
Other operating income, net	(4,693,000)	6,914,000	100,754,000	(8,974,000)	(5,678,000)	47,172,000	(1,628,000)	165,000	94,001,000	40,031,000	22,998,000
Operating income (loss)	376,964,000	$ 267,126,000	$ 412,199,000	$ 93,142,000	347,770,000	$ 347,436,000	$ 303,567,000	$ 82,813,000	1,149,431,000	1,081,586,000	1,000,782,000
Segment assets	13,821,098,000				14,002,449,000				13,821,098,000	14,002,449,000	15,045,335,000
Capital expenditures									296,380,000	318,164,000	324,526,000
Share-based compensation expense									10,923,000	10,713,000	16,715,000
Intersegment [Member]
Segment Reporting Information [Line Items]
Revenue									13,304,000	16,905,000
iHM [Member]
Segment Reporting Information [Line Items]
Revenue									3,284,320,000	3,161,503,000	3,131,595,000
Direct operating expenses									972,937,000	932,172,000	955,767,000
Selling, general and administrative expenses									1,065,716,000	1,014,432,000	982,514,000
Depreciation and amortization									240,230,000	240,868,000	262,136,000
Impairment charges									0	0	0
Corporate expenses									0	0	0
Other operating income, net									0	0	0
Operating income (loss)									1,005,437,000	974,031,000	931,178,000
Segment assets	7,534,972,000				7,720,181,000				7,534,972,000	7,720,181,000	7,933,564,000
Capital expenditures									59,007,000	50,403,000	75,742,000
Share-based compensation expense									0	0	0
iHM [Member] | Intersegment [Member]
Segment Reporting Information [Line Items]
Revenue									0	10,000	0
Americas Outdoor Advertising [Member]
Segment Reporting Information [Line Items]
Revenue									1,349,021,000	1,350,623,000	1,385,757,000
Direct operating expenses									597,382,000	605,771,000	610,750,000
Selling, general and administrative expenses									233,254,000	233,641,000	243,456,000
Depreciation and amortization									204,514,000	203,928,000	206,031,000
Impairment charges									0	0	0
Corporate expenses									0	0	0
Other operating income, net									0	0	0
Operating income (loss)									313,871,000	307,283,000	325,520,000
Segment assets	3,567,764,000				3,664,574,000				3,567,764,000	3,664,574,000	3,823,347,000
Capital expenditures									82,165,000	109,727,000	96,590,000
Share-based compensation expense									0	0	0
Americas Outdoor Advertising [Member] | Intersegment [Member]
Segment Reporting Information [Line Items]
Revenue									2,744,000	3,436,000	2,473,000
International Outdoor Advertising [Member]
Segment Reporting Information [Line Items]
Revenue									1,457,183,000	1,610,636,000	1,560,433,000
Direct operating expenses									897,520,000	991,117,000	983,978,000
Selling, general and administrative expenses									298,250,000	314,878,000	300,116,000
Depreciation and amortization									166,060,000	198,143,000	194,493,000
Impairment charges									0	0	0
Corporate expenses									0	0	0
Other operating income, net									0	0	0
Operating income (loss)									95,353,000	106,498,000	81,846,000
Segment assets	1,581,710,000				1,680,598,000				1,581,710,000	1,680,598,000	1,899,648,000
Capital expenditures									132,554,000	117,480,000	100,949,000
Share-based compensation expense									0	0	0
International Outdoor Advertising [Member] | Intersegment [Member]
Segment Reporting Information [Line Items]
Revenue									0	0	0
Other [Member]
Segment Reporting Information [Line Items]
Revenue									164,296,000	212,676,000	181,993,000
Direct operating expenses									12,619,000	24,009,000	25,271,000
Selling, general and administrative expenses									110,526,000	122,448,000	118,830,000
Depreciation and amortization									26,386,000	33,543,000	39,291,000
Impairment charges									0	0	0
Corporate expenses									0	0	0
Other operating income, net									0	0	0
Operating income (loss)									14,765,000	32,676,000	(1,399,000)
Segment assets	238,599,000				277,388,000				238,599,000	277,388,000	534,363,000
Capital expenditures									6,846,000	5,744,000	9,933,000
Share-based compensation expense									0	0	0
Other [Member] | Intersegment [Member]
Segment Reporting Information [Line Items]
Revenue									10,560,000	13,459,000	14,261,000
Corporate and other reconciling items [Member]
Segment Reporting Information [Line Items]
Revenue									0	0	0
Direct operating expenses									0	0	0
Selling, general and administrative expenses									0	0	0
Depreciation and amortization									36,801,000	34,416,000	28,877,000
Impairment charges									21,631,000	24,176,000	16,970,000
Corporate expenses									315,564,000	320,341,000	313,514,000
Other operating income, net									94,001,000	40,031,000	22,998,000
Operating income (loss)									(279,995,000)	(338,902,000)	(336,363,000)
Segment assets	1,094,345,000				659,708,000				1,094,345,000	659,708,000	854,413,000
Capital expenditures									15,808,000	34,810,000	41,312,000
Share-based compensation expense									10,923,000	10,713,000	16,715,000
Corporate and other reconciling items [Member] | Intersegment [Member]
Segment Reporting Information [Line Items]
Revenue									0	0	0
Eliminations [Member]
Segment Reporting Information [Line Items]
Revenue									(13,304,000)	(16,905,000)	(16,734,000)
Direct operating expenses									(7,113,000)	(7,621,000)	(8,556,000)
Selling, general and administrative expenses									(6,191,000)	(9,274,000)	(8,178,000)
Depreciation and amortization									0	0	0
Impairment charges									0	0	0
Corporate expenses									0	(10,000)	0
Other operating income, net									0	0	0
Operating income (loss)									0	0	0
Segment assets	$ (196,292,000)				$ 0				(196,292,000)	0	0
Capital expenditures									0	0	0
Share-based compensation expense									0	0	0
Eliminations [Member] | Intersegment [Member]
Segment Reporting Information [Line Items]
Revenue									$ 0	$ 0	$ 0

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Quarterly Results of Operations (Unaudited) (Schedule Of CY Quarterly Profit And Loss) (Detail) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Quarterly Results of Operations (Unaudited) [Abstract]
Revenue	$ 1,717,579	$ 1,579,514	$ 1,599,859	$ 1,344,564	$ 1,715,797	$ 1,630,034	$ 1,630,154	$ 1,342,548	$ 6,241,516	$ 6,318,533	$ 6,243,044
Operating Expenses [Abstract]
Direct operating expenses	651,719	627,842	615,265	578,519	651,589	648,766	645,915	599,178	2,473,345	2,545,448	2,567,210
Selling, general and administrative expenses	432,237	428,967	424,163	416,188	418,194	426,902	417,883	413,146	1,701,555	1,676,125	1,636,738
Corporate expenses	83,142	74,542	80,592	77,288	87,227	78,202	82,197	72,705	315,564	320,331	313,514
Depreciation and amortization	168,824	166,320	168,394	170,453	186,100	175,865	174,062	174,871	673,991	710,898	730,828
Impairment charges	0	21,631	0	0	19,239	35	4,902	0	21,631	24,176	16,970
Other operating income, net	(4,693)	6,914	100,754	(8,974)	(5,678)	47,172	(1,628)	165	94,001	40,031	22,998
Operating income (loss)	376,964	267,126	412,199	93,142	347,770	347,436	303,567	82,813	1,149,431	1,081,586	1,000,782
Interest expense	456,847	453,921	452,957	441,771	437,261	432,616	440,605	431,114	1,805,496	1,741,596	1,649,451
Loss on investments, net	0	(5,000)	0	579	0	0	0	0	(4,421)	0	130,879
Equity in earnings (loss) of nonconsolidated affiliates	314	(857)	(690)	331	(29)	3,955	(16)	(13,326)	(902)	(9,416)	(77,696)
Loss on extinguishment of debt	0	0	0	(2,201)	12,912	(4,840)	(47,503)	(3,916)	(2,201)	(43,347)	(87,868)
Other income (expense), net	(5,070)	(17,976)	16,211	19,891	(7,211)	2,617	12,157	1,541	13,056	9,104	(21,980)
Loss before income taxes	(84,639)	(210,628)	(25,237)	(330,029)	(83,819)	(83,448)	(172,400)	(364,002)	(650,533)	(703,669)	(705,334)
Income tax benefit (expense)	(5,434)	(2,841)	(22,077)	(56,605)	33,654	(24,376)	621	(68,388)	(86,957)	(58,489)	121,817
Consolidated net income (loss)	(90,073)	(213,469)	(47,314)	(386,634)	(50,165)	(107,824)	(171,779)	(432,390)	(737,490)	(762,158)	(583,517)
Less amount attributable to noncontrolling interest	3,199	8,448	7,152	(1,668)	17,923	7,028	14,852	(8,200)	17,131	31,603	23,366
Net income (loss) attributable to the Company	$ (93,272)	$ (221,917)	$ (54,466)	$ (384,966)	$ (68,088)	$ (114,852)	$ (186,631)	$ (424,190)	$ (754,621)	$ (793,761)	$ (606,883)

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Certain Relationships And Related Party Transactions (Narrative) (Detail) - USD ($) $ in Millions		1 Months Ended	12 Months Ended
	Apr. 02, 2015	Jan. 31, 2015	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 03, 2015	Aug. 09, 2010
Certain Relationships And Related Party Transactions [Abstract]
Management agreement maturity date			2018
Management fee, rate per year			$ 15.0
Management fees and reimbursable expenses			$ 15.4	$ 15.2	$ 15.8
Common Class A [Member]
Certain Relationships And Related Party Transactions [Abstract]
Total authorized stock repurchase amount				$ 34.2			$ 100.0
CC Finco, LLC [Member] | Common Class A [Member]
Certain Relationships And Related Party Transactions [Abstract]
Shares purchase amout during the period		2,000,000
Shares purchased during the period, value	$ 22.2	$ 20.4
Additional shares purchased	2,172,946
Collective Holdings Percentage Of Oustanding Shares	90.00%
C C O H [Member] | Common Class B [Member]
Certain Relationships And Related Party Transactions [Abstract]
Contribution of shares related parties						100,000,000

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Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Allowance For Doubtful Accounts [Member]
Movement In Valuation Allowances And Reserves [Roll Forward]
Valuation allowance and qualifying accounts, beginning balance	$ 32,396	$ 47,745	$ 55,040
Charges to costs, expenses and other	30,579	14,167	20,243
Write-off of accounts receivable	26,310	27,014	28,272
Adjustments and other	(1,776)	(2,502)	734
Valuation allowance and qualifying accounts, ending balance	34,889	32,396	47,745
Valuation Allowance Of Deferred Tax Assets [Member]
Movement In Valuation Allowances And Reserves [Roll Forward]
Valuation allowance and qualifying accounts, beginning balance	655,658	327,623	183,686
Charges to costs, expenses and other	314,098	356,583	149,107
Write-off of accounts receivable	(457)	(230)	(5)
Adjustments and other	(24,723)	(28,318)	(5,165)
Valuation allowance and qualifying accounts, ending balance	944,576	655,658	$ 327,623
Valuation Allowance Of Deferred Tax Assets [Member] | Federal and state tax authority [Member]
Movement In Valuation Allowances And Reserves [Roll Forward]
Operating Loss Carryforwards, Valuation Allowance	$ 305,300	$ 339,800