Urban One, Inc. Reports Fourth Quarter Results

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Mar 06, 2019, 06:45 ET

WASHINGTON, March 6, 2019 /PRNewswire/ -- Urban One, Inc. (NASDAQ: UONEK and UONE) today reported its results for the quarter ended December 31, 2018. Net revenue was approximately $113.5 million, an increase of 4.1% from the same period in 2017. Broadcast and digital operating income¹ was approximately $44.6 million, an increase of 0.5% from the same period in 2017. The Company reported operating income of approximately $9.4 million for the three months ended December 31, 2018, compared to approximately $20.6 million for the same period in 2017. Net income was approximately $116.9 million or $2.62 per share (basic) and $2.49 per share (diluted) compared to approximately $121.3 million or $2.63 per share (basic) and $2.50 per share (diluted) for the same period in 2017. Adjusted EBITDA² was approximately $35.3 million for the three months ended December 31, 2018, compared to $38.7 million for the same period in 2017.

Alfred C. Liggins, III, Urban One's CEO and President stated, "I was pleased that we came in slightly ahead of our Adjusted EBITDA guidance, led by extremely strong radio performance. Our radio segment revenue was up by 16.5% including political advertising, and by 8.8% excluding political. For the quarter, we outperformed the radio markets in which we operate by 850 bps. Our Cable TV operation posted strong growth in advertising revenues, up 9.3%, driven by increased direct response rates, and additional ad units, which was offset by a modest decline in affiliate revenues (-2.0%). Our digital revenues underperformed expectations, and we have taken significant steps to remediate. I expect improved performance from the division in 2019. In December, we substantially completed the refinancing of our 2020 Notes, which significantly extends the Company's debt maturity profile. On January 19, 2019 we successfully launched our new Women's lifestyle channel, Cleo TV, which will further enhance our ability to entertain and inform our core consumers."

RESULTS OF OPERATIONS

		Three Months Ended December 31,		Year Ended December 31,
		2018	2017	2018	2017
STATEMENT OF OPERATIONS		(unaudited)		(unaudited)
		(in thousands, except share data)		(in thousands, except share data)

	NET REVENUE	$ 113,541	$ 109,036	$ 439,098	$ 440,041
	OPERATING EXPENSES
	Programming and technical, excluding stock-based compensation	31,842	30,619	125,316	130,417
	Selling, general and administrative, excluding stock-based compensation	37,136	34,096	148,967	147,923
	Corporate selling, general and administrative, excluding stock-based compensation	11,056	12,525	32,019	41,171
	Stock-based compensation	1,076	2,701	4,711	4,647
	Depreciation and amortization	8,320	8,468	33,189	34,016
	Impairment of long-lived assets	14,700	-	21,256	29,148
	Total operating expenses	104,130	88,409	365,458	387,322
	Operating income	9,411	20,627	73,640	52,719
	INTEREST INCOME	46	40	240	200
	INTEREST EXPENSE	19,244	19,273	76,667	79,420
	GAIN ON SALE-LEASEBACK	-	-	-	(14,411)
	LOSS (GAIN) ON RETIREMENT OF DEBT	2,794	(1,174)	1,809	5,219
	OTHER INCOME, net	(2,152)	(1,863)	(8,002)	(6,608)
	(Loss) income before benefit from income taxes and noncontrolling interest in income of subsidiaries	(10,429)	4,431	3,406	(10,701)
	BENEFIT FROM INCOME TAXES	(127,844)	(117,196)	(138,758)	(123,163)
	CONSOLIDATED NET INCOME	117,415	121,627	142,164	112,462
	NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS	493	343	1,163	575
	CONSOLIDATED NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS	$ 116,922	$ 121,284	$ 141,001	$ 111,887

	AMOUNTS ATTRIBUTABLE TO COMMON STOCKHOLDERS
	CONSOLIDATED NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS	$ 116,922	$ 121,284	$ 141,001	$ 111,887

	Weighted average shares outstanding - basic³	44,663,033	46,198,362	45,647,696	47,169,682
	Weighted average shares outstanding - diluted⁴	46,874,741	48,527,664	48,000,957	49,632,884


	Three Months Ended December 31,		Year Ended December 31,
	2018	2017	2018	2017
PER SHARE DATA - basic and diluted:	(unaudited)	(unaudited)	(unaudited)	(unaudited)
	(in thousands, except per share data)		(in thousands, except per share data)

Consolidated net income attributable to common stockholders (basic)	$ 2.62	$ 2.63	$ 3.09	$ 2.37

Consolidated net income attributable to common stockholders (diluted)	$ 2.49	$ 2.50	$ 2.94	$ 2.25

SELECTED OTHER DATA
Broadcast and digital operating income ¹	$ 44,563	$ 44,321	$ 164,815	$ 161,701
Broadcast and digital operating income margin (% of net revenue)	39.2%	40.6%	37.5%	36.7%

Broadcast and digital operating income reconciliation:

Consolidated net income attributable to common stockholders	$ 116,922	$ 121,284	$ 141,001	$ 111,887
Add back non-broadcast and digital operating income items included in consolidated net income:
Interest income	(46)	(40)	(240)	(200)
Interest expense	19,244	19,273	76,667	79,420
Benefit from income taxes	(127,844)	(117,196)	(138,758)	(123,163)
Corporate selling, general and administrative expenses	11,056	12,525	32,019	41,171
Stock-based compensation	1,076	2,701	4,711	4,647
Gain on sale-leaseback	-	-	-	(14,411)
Loss (gain) on retirement of debt	2,794	(1,174)	1,809	5,219
Other income, net	(2,152)	(1,863)	(8,002)	(6,608)
Depreciation and amortization	8,320	8,468	33,189	34,016
Noncontrolling interest in income of subsidiaries	493	343	1,163	575
Impairment of long-lived assets	14,700	-	21,256	29,148
Broadcast and digital operating income	$ 44,563	$ 44,321	$ 164,815	$ 161,701

Adjusted EBITDA²	$ 35,335	$ 38,744	$ 140,622	$ 137,098

Adjusted EBITDA reconciliation:

Consolidated net income attributable to common stockholders:	$ 116,922	$ 121,284	$ 141,001	$ 111,887
Interest income	(46)	(40)	(240)	(200)
Interest expense	19,244	19,273	76,667	79,420
Benefit from income taxes	(127,844)	(117,196)	(138,758)	(123,163)
Depreciation and amortization	8,320	8,468	33,189	34,016
EBITDA	$ 16,596	$ 31,789	$ 111,859	$ 101,960
Stock-based compensation	1,076	2,701	4,711	4,647
Gain on sale-leaseback	-	-	-	(14,411)
Loss (gain) on retirement of debt	2,794	(1,174)	1,809	5,219
Other income, net	(2,152)	(1,863)	(8,002)	(6,608)
Noncontrolling interest in income of subsidiaries	493	343	1,163	575
Employment Agreement Award, incentive plan award expenses and other compensation	(1,173)	5,210	(3,654)	9,084
Contingent consideration from acquisition	684	(226)	2,399	(226)
Severance-related costs	411	373	2,032	1,629
Cost method investment income from MGM National Harbor	1,906	1,591	7,049	6,081
Impairment of long-lived assets	14,700	-	21,256	29,148
Adjusted EBITDA	$ 35,335	$ 38,744	$ 140,622	$ 137,098

		December 31, 2018	December 31, 2017
		(unaudited)
		(in thousands)
SELECTED BALANCE SHEET DATA:
	Cash and cash equivalents and restricted cash	$ 15,890	$ 37,811
	Intangible assets, net	916,824	971,484
	Total assets	1,237,409	1,316,755
	Total debt (including current portion, net of original issue discount and issuance costs)	912,463	970,666
	Total liabilities	1,048,477	1,263,320
	Total stockholders' equity	178,700	42,655
	Redeemable noncontrolling interest	10,232	10,780

		December 31, 2018	Applicable Interest Rate
		(in thousands)
SELECTED LEVERAGE DATA:
	2017 Credit Facility, net of original issue discount and issuance costs of approximately $6.8 million (subject to variable rates) (a)	$ 317,154	6.53%
	9.25% senior subordinated notes due February 2020, net of original issue discount and issuance costs of $0 (fixed rate) (b)	2,037	9.25%
	7.375% senior secured notes due April 2022, net of original issue discount and issuance costs of approximately $3.3 million (fixed rate)	346,675	7.375%
	Comcast Note due April 2019 (fixed rate) (b)	11,872	10.47%
	2018 Credit Facility, net of original issue discount and issuance costs of approximately $4.7 million (fixed rate)	187,314	12.875%
	MGM National Harbor Loan, net of original issue discount and issuance costs of approximately $2.7 million (fixed rate)	47,411	11.00%

(a)	Subject to variable Libor plus a spread that is incorporated into the applicable interest rate set forth above.
(b)	On February 15, 2019, the remaining 2020 Notes were redeemed and the Comcast Note was paid in full and retired.

Cautionary Note Regarding Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements represent management's current expectations and are based upon information available to Urban One at the time of this release. These forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond Urban One's control, that may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially are described in Urban One's reports on Forms 10-K, 10-Q, 8-K and other filings with the Securities and Exchange Commission (the "SEC"). Urban One does not undertake any duty to update any forward-looking statements.

Net revenue consists of gross revenue, net of local and national agency and outside sales representative commissions. Agency and outside sales representative commissions are calculated based on a stated percentage applied to gross billing.

	Three Months Ended December 31,
	2018		2017		$ Change		% Change
	(Unaudited)
	(in thousands)
Net Revenue:
Radio Advertising	$	53,238	$	51,330	$	1,908	3.7%
Political Advertising		4,268		835		3,433	411.1%
Digital Advertising		8,071		10,382		(2,311)	-22.3%
Cable Television Advertising		20,218		18,502		1,716	9.3%
Cable Television Affiliate Fees		25,764		26,289		(525)	-2.0%
Event Revenues & Other		1,982		1,698		284	16.7%

Net Revenue (as reported)	$	113,541	$	109,036	$	4,505	4.1%

Net revenue increased to approximately $113.5 million for the quarter ended December 31, 2018, from approximately $109.0 million for the same period in 2017. Net revenues from our radio broadcasting segment increased 16.5% compared to the same period in 2017. We experienced net revenue growth most significantly in our Atlanta, Baltimore, Charlotte, Cleveland, Detroit, Indianapolis, Raleigh, St. Louis and Washington DC markets, with our Richmond market experiencing a decline for the quarter. We recognized approximately $45.9 million of revenue from our cable television segment during the three months ended December 31, 2018, compared to approximately $45.2 million for the same period in 2017, with an increase primarily in advertising sales. Net revenue from our Reach Media segment decreased 5.9% for the quarter ended December 31, 2018, compared to the same period in 2017. Finally, net revenues for our digital segment decreased approximately $2.3 million for the three months ended December 31, 2018, compared to the same period in 2017, primarily due to a decrease in direct revenues driven by client attrition and reduced demand among other factors.

Operating expenses, excluding depreciation and amortization, stock-based compensation and impairment of long-lived assets, increased to approximately $80.0 million for the quarter ended December 31, 2018, up 3.6% from the approximately $77.2 million incurred for the comparable quarter in 2017. The overall operating expense increase was driven primarily by higher programming and technical expenses as well as higher selling, general and administrative expenses, which were partially offset by a decrease in corporate selling, general and administrative expenses. Our cable broadcasting and radio broadcasting segments generated a combined increase of approximately $4.4 million in higher selling, general and administrative expenses for the three months ended December 31, 2018, compared to the same period in 2017. Our cable television segment generated higher marketing and promotional expenses for the three months ended December 31, 2018, due to the timing of certain campaigns. The radio broadcasting segment also incurred higher marketing and promotional expenses in the fourth quarter in addition to higher compensation costs.

Depreciation and amortization expense decreased 1.7% for the quarter ended December 31, 2018, primarily due to the mix of assets approaching or near the end of their useful lives.

Interest expense decreased to approximately $19.2 million for the quarter ended December 31, 2018, compared to approximately $19.3 million for the same period in 2017. The Company made cash interest payments of approximately $27.1 million on its outstanding debt for the quarter ended December 31, 2018, compared to cash interest payments of approximately $18.9 million on its outstanding debt for the quarter ended December 31, 2017. On December 20, 2018, the Company closed on a new $192.0 million unsecured credit facility (the "2018 Credit Facility") and a new $50.0 million loan secured by its interest in the MGM National Harbor Casino (the "MGM National Harbor Loan"). During the quarter ended December 31, 2018, in conjunction with entering into the 2018 Credit Facility and MGM National Harbor Loan, the Company repurchased approximately $243.0 million of its 2020 Notes at an average price of approximately 100.88% of par.

During the quarter ended December 31, 2018, the Company recorded a loss on retirement of debt of approximately $2.8 million. This amount includes a write-off of previously capitalized debt financing costs and original issue discount associated with the 2020 Notes in the amount of $649,000 and also includes approximately $2.1 million associated with the premium paid to the bondholders. By comparison, the gain on retirement of debt of approximately $1.2 million for the quarter ended December 31, 2017, was due to the redemption of approximately $20 million of our 2020 Notes at a discount.

The impairment of long-lived assets for the three months ended December 31, 2018, was related to a non-cash impairment charge recorded to reduce the carrying value of our Atlanta market goodwill.

For the three months ended December 31, 2018, we recorded a benefit from income taxes of approximately $127.8 million on a pre-tax loss from operations of approximately $10.4 million, that results in a tax rate of (1,225.9)%. The tax benefit is primarily attributable to deferred tax benefits from federal and state net operating losses of approximately $128.5 million that will be recognized in a future period, and the Company also recorded current state tax expense of approximately $671,000. For the quarter ended December 31, 2017, we recorded a benefit from income taxes of approximately $117.2 million primarily attributable to the reduction of the deferred tax liability due to the federal tax rate change from 35% to 21%, and other tax impacts due to the 2017 Tax Cut and Jobs Act. The Company received a net tax refund of $131,000 and $89,000 for the quarters ended December 31, 2018 and 2017, respectively.

Other income, net, was approximately $2.2 million and $1.9 million for the quarters ended December 31, 2018 and 2017, respectively. For the three months ended December 31, 2018 and 2017, the Company recognized approximately $1.9 million and $1.6 million, respectively, of cost method investment income from its MGM investment.

The increase in noncontrolling interests in income of subsidiaries was due primarily to higher net income recognized by Reach Media during the three months ended December 31, 2018, compared to the same period in 2017.

Other pertinent financial information includes capital expenditures of $709,000 and approximately $2.9 million for the quarters ended December 31, 2018 and 2017, respectively.

During the three months ended December 31, 2018, the Company did not repurchase any Class A common stock and repurchased 914,086 shares of Class D common stock in the amount of approximately $2.0 million. During the quarter ended December 31, 2017, the Company did not repurchase any Class A common stock and repurchased 312,409 shares of Class D common stock in the amount of $597,000.

The Company, in connection with its 2009 stock plan, is authorized to purchase shares of Class D common stock to satisfy employee tax obligations in connection with the vesting of share grants under the plan. During the three months ended December 31, 2018, the Company executed a Stock Vest Tax Repurchase of 13,162 shares of Class D Common Stock in the amount of $27,000. During the quarter ended December 31, 2017, the Company repurchased 8,961 shares of Class D common stock, to satisfy employee tax obligations, in the amount of $19,000.

Supplemental Financial Information:

For comparative purposes, the following more detailed, unaudited statements of operations for the three months and years ended December 31, 2018 and 2017 are included.

				Three Months Ended December 31, 2018
				(in thousands, unaudited)


						Radio		Reach				Cable		Corporate/
				Consolidated		Broadcasting		Media		Digital		Television		Eliminations

STATEMENT OF OPERATIONS:

	NET REVENUE		$	113,541	$	50,841	$	9,264	$	8,123	$	45,883	$	(570)
	OPERATING EXPENSES:
	Programming and technical			31,842		10,327		4,493		3,033		14,092		(103)
	Selling, general and administrative			37,136		21,376		743		5,723		9,762		(468)
	Corporate selling, general and administrative			11,056		-		1,117		-		3,177		6,762
	Stock-based compensation			1,076		136		11		31		1		897
	Depreciation and amortization			8,320		894		61		472		6,569		324
	Impairment of long-lived assets			14,700		14,700		-		-		-		-
	Total operating expenses			104,130		47,433		6,425		9,259		33,601		7,412
	Operating income (loss)			9,411		3,408		2,839		(1,136)		12,282		(7,982)
	INTEREST INCOME			46		-		-		-		-		46
	INTEREST EXPENSE			19,244		338		-		-		1,919		16,987
	LOSS ON RETIREMENT OF DEBT			2,794		-		-		-		-		2,794
	OTHER INCOME, net			(2,152)		(233)		-		-		-		(1,919)
		(Loss) income before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		(10,429)		3,303		2,839		(1,136)		10,363		(25,798)
	(BENEFIT FROM) PROVISION FOR INCOME TAXES			(127,844)		4,811		681		643		2,144		(136,123)
	CONSOLIDATED NET INCOME (LOSS)			117,415		(1,508)		2,158		(1,779)		8,219		110,325
	NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS			493		-		-		-		-		493
	NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS		$	116,922	$	(1,508)	$	2,158	$	(1,779)	$	8,219	$	109,832

	Adjusted EBITDA²		$	35,335	$	19,398	$	2,911	$	142	$	19,116	$	(6,232)

				Three Months Ended December 31, 2017
				(in thousands, unaudited)


						Radio		Reach				Cable		Corporate/
				Consolidated		Broadcasting		Media		Digital		Television		Eliminations

STATEMENT OF OPERATIONS:

	NET REVENUE		$	109,036	$	43,634	$	9,847	$	10,401	$	45,182	$	(28)
	OPERATING EXPENSES:
	Programming and technical			30,619		9,516		5,530		3,177		12,417		(21)
	Selling, general and administrative			34,096		18,571		1,322		6,037		8,192		(26)
	Corporate selling, general and administrative			12,525		-		569		-		1,854		10,102
	Stock-based compensation			2,701		345		38		-		5		2,313
	Depreciation and amortization			8,468		942		56		537		6,567		366
	Total operating expenses			88,409		29,374		7,515		9,751		29,035		12,734
	Operating income (loss)			20,627		14,260		2,332		650		16,147		(12,762)
	INTEREST INCOME			40		-		-		-		(5)		45
	INTEREST EXPENSE			19,273		356		-		-		1,918		16,999
	GAIN ON RETIREMENT OF DEBT			(1,174)		-		-		-		-		(1,174)
	OTHER INCOME, net			(1,863)		(219)		-		-		-		(1,644)
		Income (loss) before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		4,431		14,123		2,332		650		14,224		(26,898)
	(BENEFIT FROM) PROVISION FOR INCOME TAXES			(117,196)		9,129		917		(35)		5,271		(132,478)
	CONSOLIDATED NET INCOME			121,627		4,994		1,415		685		8,953		105,580
	NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS			343		-		-		-		-		343
	NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS		$	121,284	$	4,994	$	1,415	$	685	$	8,953	$	105,237

	Adjusted EBITDA²		$	38,744	$	15,669	$	2,439	$	1,134	$	23,351	$	(3,849)

				Year Ended December 31, 2018
				(in thousands, unaudited)


						Radio		Reach				Cable		Corporate/
				Consolidated		Broadcasting		Media		Digital		Television		Eliminations

STATEMENT OF OPERATIONS:

	NET REVENUE		$	439,098	$	182,765	$	42,984	$	31,577	$	184,298	$	(2,526)
	OPERATING EXPENSES:
	Programming and technical			125,316		40,165		17,294		13,289		55,054		(486)
	Selling, general and administrative			148,967		76,648		15,205		24,208		34,963		(2,057)
	Corporate selling, general and administrative			32,019		-		3,512		6		9,076		19,425
	Stock-based compensation			4,711		614		53		114		11		3,919
	Depreciation and amortization			33,189		3,484		250		1,907		26,259		1,289
	Impairment of long-lived assets			21,256		21,256		-		-		-		-
	Total operating expenses			365,458		142,167		36,314		39,524		125,363		22,090
	Operating income (loss)			73,640		40,598		6,670		(7,947)		58,935		(24,616)
	INTEREST INCOME			240		-		-		-		-		240
	INTEREST EXPENSE			76,667		1,363		-		-		7,676		67,628
	LOSS ON RETIREMENT OF DEBT			1,809		-		-		-		-		1,809
	OTHER INCOME, net			(8,002)		(876)		-		-		(2)		(7,124)
		Income (loss) before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		3,406		40,111		6,670		(7,947)		51,261		(86,689)
	(BENEFIT FROM) PROVISION FOR INCOME TAXES			(138,758)		13,561		1,622		13		12,285		(166,239)
	CONSOLIDATED NET INCOME (LOSS)			142,164		26,550		5,048		(7,960)		38,976		79,550
	NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS			1,163		-		-		-		-		1,163
	NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS		$	141,001	$	26,550	$	5,048	$	(7,960)	$	38,976	$	78,387

	Adjusted EBITDA²		$	140,622	$	66,679	$	6,986	$	(3,101)	$	86,975	$	(16,917)

				Year Ended December 31, 2017
				(in thousands, unaudited)


						Radio		Reach				Cable		Corporate/
				Consolidated		Broadcasting		Media		Digital		Television		Eliminations

STATEMENT OF OPERATIONS:

	NET REVENUE		$	440,041	$	176,716	$	45,529	$	30,754	$	187,480	$	(438)
	OPERATING EXPENSES:
	Programming and technical			130,417		35,574		21,797		12,686		60,430		(70)
	Selling, general and administrative			147,923		75,645		16,228		19,564		36,813		(327)
	Corporate selling, general and administrative			41,171		-		3,183		4		7,350		30,634
	Stock-based compensation			4,647		594		43		-		209		3,801
	Depreciation and amortization			34,016		3,761		214		2,153		26,263		1,625
	Impairment of long-lived assets			29,148		29,148		-		-		-		-
	Total operating expenses			387,322		144,722		41,465		34,407		131,065		35,663
	Operating income (loss)			52,719		31,994		4,064		(3,653)		56,415		(36,101)
	INTEREST INCOME			200		-		-		-		(5)		205
	INTEREST EXPENSE			79,420		1,438		-		-		7,675		70,307
	GAIN ON SALE-LEASEBACK			(14,411)		(14,411)		-		-		-		-
	LOSS ON RETIREMENT OF DEBT			5,219		-		-		-		-		5,219
	OTHER INCOME, net			(6,608)		(605)		-		-		-		(6,003)
		(Loss) income before (benefit from) provision for income taxes and noncontrolling interest in income of subsidiaries		(10,701)		45,572		4,064		(3,653)		48,735		(105,419)
	(BENEFIT FROM) PROVISION FOR INCOME TAXES			(123,163)		21,420		1,567		45		18,373		(164,568)
	CONSOLIDATED NET INCOME (LOSS)			112,462		24,152		2,497		(3,698)		30,362		59,149
	NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS			575		-		-		-		-		575
	NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS		$	111,887	$	24,152	$	2,497	$	(3,698)	$	30,362	$	58,574

	Adjusted EBITDA²		$	137,098	$	66,208	$	4,549	$	(1,507)	$	83,862	$	(16,014)

Urban One, Inc. will hold a conference call to discuss its results for the fourth fiscal quarter of 2018. The conference call is scheduled for Wednesday, March 06, 2019 at 10:00 a.m. EST. To participate on this call, U.S. callers may dial toll-free 1-800-288-8968; international callers may dial direct (+1) 612-234-9960.

A replay of the conference call will be available from 12:00 p.m. EST March 06, 2019 until 11:59 a.m. EST March 08, 2019. Callers may access the replay by calling 1-800-475-6701; international callers may dial direct (+1) 320-365-3844. The replay Access Code is 464225.

Access to live audio and a replay of the conference call will also be available on Urban One's corporate website at www.urban1.com. The replay will be made available on the website for seven days after the call.

Urban One, Inc. (urban1.com), together with its subsidiaries, is the largest diversified media company that primarily targets Black Americans and urban consumers in the United States. The Company owns TV One, LLC (tvone.tv), a television network serving more than 59 million households, offering a broad range of original programming, classic series and movies designed to entertain, inform and inspire a diverse audience of adult Black viewers. As one of the nation's largest radio broadcasting companies, Urban One currently owns and/or operates 60 broadcast stations (including all HD stations, translator stations and the low power television station we operate) branded under the tradename "Radio One" in 15 urban markets in the United States. Through its controlling interest in Reach Media, Inc. (blackamericaweb.com), the Company also operates syndicated programming including the Tom Joyner Morning Show, the Rickey Smiley Morning Show, the Russ Parr Morning Show and the DL Hughley Show. In addition to its radio and television broadcast assets, Urban One owns iOne Digital (ionedigital.com), our wholly owned digital platform serving the African-American community through social content, news, information, and entertainment websites, including its Cassius, Bossip, HipHopWired and MadameNoire digital platforms and brands. We also have invested in a minority ownership interest in MGM National Harbor, a gaming resort located in Prince George's County, Maryland. Through our national multi-media operations, we provide advertisers with a unique and powerful delivery mechanism to the African-American and urban audiences.

Notes:

1 "Broadcast and digital operating income" consists of net (loss) income before depreciation and amortization, corporate selling, general and administrative expenses, stock-based compensation, income taxes, noncontrolling interest in income (loss) of subsidiaries, interest expense, impairment of long-lived assets, other (income) expense, loss (gain) on retirement of debt, gain on sale-leaseback and interest income. Broadcast and digital operating income is not a measure of financial performance under generally accepted accounting principles. Nevertheless, broadcast and digital operating income is a significant measure used by our management to evaluate the operating performance of our core operating segments because broadcast and digital operating income provides helpful information about our results of operations apart from expenses associated with our fixed assets and long-lived intangible assets, income taxes, investments, debt financings and retirements, overhead, stock-based compensation, impairment charges, and asset sales. Our measure of broadcast and digital operating income is similar to industry use of station operating income; however, it reflects our more diverse business and therefore is not completely analogous to "station operating income" or other similarly titled measures used by other companies. Broadcast and digital operating income does not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as an alternative to those measurements as an indicator of our performance. A reconciliation of net income (loss) to broadcast and digital operating income has been provided in this release.

2 "Adjusted EBITDA" consists of net loss plus (1) depreciation, amortization, income taxes, interest expense, noncontrolling interest in (loss) income of subsidiaries, impairment of long-lived assets, stock-based compensation, (gain) loss on retirement of debt, gain on sale-leaseback, Employment Agreement and incentive plan award expenses and other compensation, contingent consideration from acquisition, severance-related costs, cost investment income, less (2) other income and interest income. Net income before interest income, interest expense, income taxes, depreciation and amortization is commonly referred to in our business as "EBITDA." Adjusted EBITDA and EBITDA are not measures of financial performance under generally accepted accounting principles. However, we believe Adjusted EBITDA is often a useful measure of a company's operating performance and is a significant measure used by our management to evaluate the operating performance of our business because Adjusted EBITDA excludes charges for depreciation, amortization and interest expense that have resulted from our acquisitions and debt financing, our taxes, impairment charges, and gain on retirements of debt. Accordingly, we believe that Adjusted EBITDA provides useful information about the operating performance of our business, apart from the expenses associated with our fixed assets and long-lived intangible assets or capital structure. EBITDA is frequently used as one of the measures for comparing businesses in the broadcasting industry, although our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies, including, but not limited to the fact that our definition includes the results of all four segments (radio broadcasting, Reach Media, digital and cable television). Adjusted EBITDA and EBITDA do not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as alternatives to those measurements as an indicator of our performance. A reconciliation of net income (loss) to EBITDA and Adjusted EBITDA has been provided in this release.

3 For the three months ended December 31, 2018 and 2017, Urban One had 44,663,033 and 46,198,362 shares of common stock outstanding on a weighted average basis (basic), respectively. For the years ended December 31, 2018 and 2017, Urban One had 45,647,696 and 47,169,682 shares of common stock outstanding on a weighted average basis (basic), respectively.

4 For the three months ended December 31, 2018 and 2017, Urban One had 46,874,741 and 48,527,664 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively. For the years ended December 31, 2018 and 2017, Urban One had 48,000,957 and 49,632,884 shares of common stock outstanding on a weighted average basis (fully diluted for outstanding stock awards), respectively.

SOURCE Urban One, Inc.