TOWNSQUARE ACQUIRING LOCAL MEDIA ASSETS FROM CHERRY CREEK

Furthers Goal of Being the #1 Digital First Local Media Company in Markets Outside of the Top 50 in the United States

 PURCHASE, N.Y., March 24, 2022 /PRNewswire/ -- Townsquare Media, Inc. (NYSE: TSQ) ("Townsquare", the "Company," "we," "us," or "our") announced today that it has executed definitive documentation to acquire Cherry Creek Broadcasting LLC ("Cherry Creek") for $18.75 million. Simultaneously, and due to FCC ownership limitations, Townsquare will divest six radio stations in Missoula, MT, to Anderson Broadcasting, Legacy Broadcasting (a non-profit organization), and Missoula Community Radio (also a non-profit organization), and place two radio stations in Tri-Cities, WA in a divestiture trust. Pro forma for the acquisition and divestitures (collectively known as the "Transaction"), Townsquare will add assets including 35 local radio stations in nine markets, increasing its portfolio of market leading local radio stations to 356 in 74 markets. This Transaction solidifies Townsquare's position as the the only local media and digital marketing solutions company of scale focused principally on markets outside of the Top 50 in the United States, a vital differentiator for our Company.

"We are very excited to announce the acquisition of Cherry Creek's market leading local media brands. The acquisition includes many local heritage brands with strong competitive positions, meaningful audience share, and very talented local teams," commented Townsquare Chief Executive Officer, Bill Wilson. "This represents an excellent opportunity to deploy our Digital First Local Media strategy across a broader footprint, bringing our national scale, strong digital platform, and resources to the local communities and local businesses in these markets, building upon the strong relationships these local teams have already built with their communities.  We look forward to accelerating the digital growth in these markets as we implement our flywheel of powerful and effective marketing and advertising (digital and radio) solutions and technology platforms, in combination with our highly relevant, localized content on-air and online.  We believe this acquisition furthers our goal of being the #1 Digital First Local Media Company in markets outside of the Top 50 in the United States." 

"This acquisition represents a compelling use of capital that aligns with our priorities of investing in our local business through both organic investments and prudent acquisitions that support our revenue and profit growth," added Townsquare Chief Financial Officer, Stuart Rosenstein. "This acquisition is net leverage neutral and due to the strong cash generation of our business and the acquired assets, will not impact our ability to reach our goal of 4x net leverage by year end."

In connection with the Transaction, Townsquare is acquiring assets including 35 radio stations in nine markets (Butte, MT; Great Falls, MT; Missoula, MT; Montrose, CO; Sierra Vista, AZ; St. George-Cedar City, UT; Tri-Cities, WA; Wenatchee, WA; and Williston, ND).  The Transaction will be funded with cash on hand. 

The Transaction is expected to close in the third quarter of 2022, pending regulatory approval.  McDermott, Will & Emery and Wilkinson Barker Knauer served respectively as transaction and FCC counsel to Townsquare in connection with the Transaction.  Kalil & Co., Inc. acted as exclusive broker for Cherry Creek.

Townsquare is a community-focused digital media and digital marketing solutions company with market leading local radio stations, principally focused outside the top 50 markets in the U.S. Our assets include a subscription digital marketing services business, Townsquare Interactive, providing website design, creation and hosting, search engine optimization, social media and online reputation management as well as other digital monthly services for approximately 26,800 SMBs; a robust digital advertising division, Townsquare Ignite, a powerful combination of a) an owned and operated portfolio of more than 330 local news and entertainment websites and mobile apps along with a network of leading national music and entertainment brands, collecting valuable first party data, and b) a proprietary digital programmatic advertising technology stack with an in-house demand and data management platform; and a portfolio of 321 local terrestrial radio stations in 67 U.S. markets strategically situated outside the Top 50 markets in the United States. Our portfolio includes local media brands such as WYRK.com, WJON.com and NJ101.5.com, and premier national music brands such as XXLmag.com, TasteofCountry.com, UltimateClassicRock.com, and Loudwire.com. For more information, please visit www.townsquaremedia.com, www.townsquareinteractive.com, and www.townsquareignite.com.

Except for the historical information contained in this press release, the matters addressed are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements often discuss our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as "aim," "anticipate," "estimate," "expect," "forecast," "outlook," "potential," "project," "projection," "plan," "intend," "seek," "believe," "may," "could," "would," "will," "should," "can," "can have," "likely," the negatives thereof and other words and terms. By nature, forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those projected or implied by the forward-looking statement. Forward-looking statements are based on current expectations and assumptions and currently available data and are neither predictions nor guarantees of future events or performance. You should not place undue reliance on forward-looking statements, which speak only as of the date hereof or as of the date specified herein. Risks and uncertainties that could have a material impact on our business and financial results include, but are not limited to, general economic conditions in the United States, or in the specific markets in which we currently do business, industry conditions, legislative or regulatory requirements, the continuation or worsening of the effects from the COVID-19 pandemic, its scope, duration and impact on our business, financial results, cash flows and liquidity, as well as the impact on our clients and customers, the success of our mitigation efforts in response to the COVID-19 pandemic, our performance in any recovery from the COVID-19 pandemic, the performance of financial and credit markets, our ability to comply with the covenants and obligations under our outstanding debt, including meeting required payments of principal and interest, our ability to access debt or equity capital on attractive terms or at all, potential downgrades to our credit ratings, and certain other events, including future disease outbreaks and pandemics. See "Risk Factors" and "Forward-Looking Statements" included in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 16, 2022, for a discussion of additional factors that could cause our actual results to differ from those expressed or implied by forward-looking statements. Townsquare Media, Inc. assumes no responsibility to update any forward-looking statement as a result of new information, future events or otherwise.

Investor Relations
Claire Yenicay
(203) 900-5555
[email protected]

SOURCE Townsquare Media, Inc.

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