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Townsquare Beats Q2 Adjusted EBITDA Guide听as Adjusted EBITDA Excluding Political Increases +4% YOY

Digital Represents 55% of 1H鈥�25 Net Revenue and 56% of 1H鈥�25 Segment Profit
Repurchased $10 Million of Debt in Q2鈥�25 and $13 Million of Debt Since the February 2025 Refinancing

PURCHASE, N.Y., Aug. 06, 2025 (GLOBE NEWSWIRE) -- Townsquare Media, Inc. (NYSE: TSQ) (鈥淭ownsquare鈥�, the "Company," "we," "us," or "our") announced today its financial results for the second quarter ended June听30, 2025.

鈥淚 am pleased to share that Townsquare鈥檚 second quarter results met or exceeded our previously issued guidance. Due to our robust local presence and holistic set of local and digital marketing solutions available to our local clients, we were able to navigate revenue pressures caused by April鈥檚 Liberation Day and achieve our total net revenue guidance, while continuing to thoughtfully manage our expense base and deliver Adjusted EBITDA above our second quarter guidance. In the second quarter, net revenue decreased -1.6% year-over-year excluding political, and -2.3% in total, meeting our guidance, and Adjusted EBITDA increased +3.8% year-over-year excluding political, and +0.7% in total, exceeding our guidance. In addition, our second quarter net income improved by $50.9听尘颈濒濒颈辞苍 year-over-year to $2.0听尘颈濒濒颈辞苍,鈥� commented Bill Wilson, Chief Executive Officer of Townsquare Media, Inc. 鈥淒igital is and will continue to be Townsquare鈥檚 growth engine, and we believe Townsquare鈥檚 ability to drive profitable, sustainable digital growth is a key differentiator for our Company. In the first six months of 2025, Townsquare鈥檚 total Digital net revenue increased +4.1% year-over-year, with growth in each of our Digital segments (Digital Advertising net revenue increased +4.8% and Subscription Digital Marketing Solutions net revenue increased +2.8%). In addition, our Digital segments delivered strong Segment Profit growth in the first six months of 2025, which increased +9.4% in total as compared to the prior year, operating at a 27% profit margin. In total, Digital represented 55% of our total net revenue and 56% of our total Segment Profit in the first half of the year.鈥�

Mr. Wilson continued, 鈥淲e are proud that our business model gives us the ability to deliver solid and consistent results, while also producing strong cash flow, which we have been applying towards organic investment in our business and debt paydown, and which we will continue to do for the remainder of the year. Due to our strong cash generation and successful refinancing earlier this year, we retain financial flexibility moving forward and we are confident in our ability to build shareholder value for our investors through long-term net revenue, Adjusted EBITDA and cash flow growth, net leverage reduction, and future dividend payments,鈥� concluded Mr. Wilson.

The Company announced today that its Board of Directors approved a quarterly cash dividend of $0.20 per share. The dividend will be payable on November 3, 2025 to shareholders of record as of the close of business on October 27, 2025. As of the last closing price that reflects a dividend yield of approximately 12%.

Segment Reporting
We have three reportable operating segments, Digital Advertising, Subscription Digital Marketing Solutions, and Broadcast Advertising. The Digital Advertising segment, marketed externally as Townsquare Ignite, includes digital advertising on our digital programmatic advertising platform and our owned and operated digital properties, and our first party data digital management platform. The Subscription Digital Marketing Solutions segment includes our subscription digital marketing solutions business, Townsquare Interactive. The Broadcast Advertising segment includes our local, regional, and national advertising products and solutions delivered via terrestrial radio broadcast, and other miscellaneous revenue that is associated with our broadcast advertising platform. The remainder of our business is reported in the Other category, which includes our live events business.

Second Quarter Results*

• As compared to the second quarter of 2024:
  • Net revenue decreased 2.3%, and 1.6% excluding political
  • Net income (loss) increased $50.9听尘颈濒濒颈辞苍 from net loss of $48.9 million to net income of $2.0听尘颈濒濒颈辞苍
  • Adjusted EBITDA increased 0.7%
  • Total Digital net revenue increased 2.1%
    • Digital Advertising net revenue increased 2.4%
    • Subscription Digital Marketing Solutions (鈥淭ownsquare Interactive鈥�) net revenue increased 1.4%
  • Total Digital Segment Profit increased 4.3%
    • Digital Advertising Segment Profit decreased 1.0%
    • Subscription Digital Marketing Solutions Segment Profit increased 15.2%
  • Broadcast Advertising net revenue decreased 9.2%, and 7.8% excluding political
• Net income per diluted share was $0.09 and Adjusted Net Income per diluted share was $0.22
• Repaid $9.9 million of our Senior Secured Credit Facility, including $7.0 million of the Revolver and $2.9 million of Term Loan
  

Year-to-Date Highlights*

• As compared to the six months ended June听30, 2024:
  • Net revenue decreased 1.7%, and 1.1% excluding political
  • Net income (loss) increased $47.8 million from net loss of $47.3 million to net income of $0.5 million
  • Adjusted EBITDA increased 1.8%
  • Total Digital net revenue increased 4.1%
    • Digital Advertising net revenue increased 4.8%
    • Subscription Digital Marketing Solutions net revenue increased 2.8%
  • Total Digital Segment Profit increased 9.4%
    • Digital Advertising Segment Profit increased 4.1%
    • Subscription Digital Marketing Solutions Segment Profit increased 18.6%
  • Broadcast Advertising net revenue decreased 9.2%, and 8.0%, excluding political
• Entered into a five-year $490听尘颈濒濒颈辞苍 Credit Agreement, including a $470听尘颈濒濒颈辞苍 Senior Secured Term Loan Facility and a $20听尘颈濒濒颈辞苍 Revolving Credit Facility
• Redeemed all of the Company鈥檚 outstanding 2026 Senior Secured Notes of $467.4 million
• Repaid $12.9 million of our Senior Secured Credit Facility, including $10.0 million of the Revolver and $2.9 million of Term Loan

*See below for discussion of non-GAAP measures.

Guidance
For the third quarter of 2025, net revenue is expected to be between $106.5 million and $108.5 million, and Adjusted EBITDA is expected to be between $22.0 million and $23.0 million.

For the full year 2025, net revenue is expected to be between $435 million and $440 million, and Adjusted EBITDA is expected to be between $90 million and $94 million, both within our original guidance ranges.

Quarter Ended June听30, 2025 Compared to the Quarter Ended June听30, 2024

Net Revenue
Net revenue for the three months ended June 30, 2025 decreased $2.8 million, or 2.3%, to $115.4 million as compared to $118.2 million in the same period in 2024. Broadcast Advertising net revenue decreased $4.9 million, or 9.2%, as compared to the second quarter of 2024, due to decreases in the purchases of advertising by our clients. This decrease was partially offset by an increase in Digital Advertising net revenue of $1.0 million, or 2.4%, and a $0.3 million, or 1.4%, increase in Subscription Digital Marketing Solutions net revenue, each as compared to the same period in 2024, due to purchases of new advertising, and an increase in Other net revenue of $0.9 million, or 19.9%, due to the performance of certain events.

Excluding political revenue of $0.6 million and $1.5 million for the three months ended June 30, 2025 and 2024, respectively, net revenue decreased $1.9 million, or 1.6%, to $114.9 million, Broadcast Advertising net revenue decreased $4.1 million, or 7.8%, to $48.2 million, and Digital Advertising net revenue increased $1.1 million, or 2.5%, to $42.4 million.

Net Income (Loss)
For the three months ended June 30, 2025, we reported net income of $2.0听尘颈濒濒颈辞苍, an increase of $50.9听尘颈濒濒颈辞苍 as compared to net loss of $48.9听尘颈濒濒颈辞苍 in the same period last year. The increase was due to a $31.1听尘颈濒濒颈辞苍 decrease in non-cash impairment charges, a $5.9听尘颈濒濒颈辞苍 increase in gain on sale and retirement of assets and a $4.5听尘颈濒濒颈辞苍 decrease in stock-based compensation, partially offset by a $3.4听尘颈濒濒颈辞苍 increase in interest expense. Adjusted Net Income increased 55.9%, or $1.3听尘颈濒濒颈辞苍 to $3.6听尘颈濒濒颈辞苍, as compared to Adjusted Net Income of $2.3听尘颈濒濒颈辞苍 for the same period last year.

Adjusted EBITDA
Adjusted EBITDA for the three months ended June 30, 2025 increased $0.2听尘颈濒濒颈辞苍, or 0.7%, to $26.4 million, as compared to $26.2 million in the same period last year. Adjusted EBITDA (Excluding Political) increased $1.0听尘颈濒濒颈辞苍, or 3.8%, to $25.9 million, as compared to $25.0 million in the same period last year.

Six Months Ended June听30, 2025 Compared to the Six Months Ended June听30, 2024

Net Revenue
Net revenue for the six months ended June 30, 2025, decreased $3.7 million, or 1.7%, to $214.1 million as compared to $217.9 million in the same period in 2024. Broadcast Advertising net revenue decreased $9.1 million, or 9.2%, due to decreases in the purchases of advertising by our clients. This decrease was partially offset by an increase in Digital Advertising net revenue of $3.6 million, or 4.8%, an increase in Subscription Digital Marketing Solutions net revenue of $1.0 million, or 2.8%, and an increase in Other net revenue of $0.7 million, or 11.5%, each as compared to the same period a year ago.

Excluding political revenue of $1.1 million and $2.5 million for the six months ended June 30, 2025 and 2024, respectively, net revenue decreased $2.3 million, or 1.1% to $213.0 million, Broadcast Advertising net revenue decreased $7.8 million, or 8.0%, to $89.0 million, and Digital Advertising net revenue increased $3.7 million, or 4.9%, to $79.1 million.

Net Income (Loss)
For the six months ended June 30, 2025, we reported net income of $0.5 million, an increase of $47.8 million as compared to a net loss of $47.3 million in the same period last year. The increase was due to a $32.8 million decrease in non-cash impairment charges, a $5.9听尘颈濒濒颈辞苍 increase in gain on sale and retirement of assets and a $3.2听尘颈濒濒颈辞苍 decrease in stock-based compensation. These increases in operating income were partially offset by a $4.8听尘颈濒濒颈辞苍 decrease in other income (loss) primarily due to a $4.0 million gain on the third-party acquisition of an investee in 2024, a $4.6听尘颈濒濒颈辞苍 increase in interest expense, and a $1.5听尘颈濒濒颈辞苍 loss on the early repayment of our 2026 Notes in February 2025. Adjusted Net Income is $2.8 million for both periods.

Adjusted EBITDA
Adjusted EBITDA for the six months ended June 30, 2025 increased $0.8 million, or 1.8% to $44.6 million, as compared to $43.8 million in the same period last year. Adjusted EBITDA (Excluding Political) increased $2.0 million, or 4.8%, to $43.6 million, as compared to $41.6 million in the same period last year.

Liquidity and Capital Resources
As of June听30, 2025, we had a total of $3.2听尘颈濒濒颈辞苍 of cash and cash equivalents and $467.1听尘颈濒濒颈辞苍 of outstanding indebtedness, representing 4.62x and 4.58x gross and net leverage, respectively, based on Adjusted EBITDA for the twelve months ended June听30, 2025, of $101.2听尘颈濒濒颈辞苍.

The table below presents a summary, as of August听1, 2025, of our outstanding common stock (net of treasury shares).

Conference Call
Townsquare Media, Inc. will host a conference call to discuss certain second quarter 2025 financial results and 2025 guidance on Wednesday, August听6, 2025 at 8:00 a.m. Eastern Time. The conference call dial-in number is 1-800-717-1738 (U.S. & Canada) or 1-646-307-1865 (International) and the conference ID is 鈥淭ownsquare.鈥� A live webcast of the conference call will also be available on the investor relations page of the Company鈥檚 website at www.townsquaremedia.com.

A replay of the conference call will be available through August 13, 2025. To access the replay, please dial 1-844-512-2921 (U.S. and Canada) or 1-412-317-6671 (International) and enter confirmation code 1173163. A web-based archive of the conference call will also be available at the above website.

About Townsquare Media, Inc.
Townsquare is a community-focused digital and broadcast media and digital marketing solutions company principally focused outside the top 50 markets in the U.S. Townsquare Ignite, our robust digital advertising division, specializes in helping businesses of all sizes connect with their target audience through data-driven, results based strategies, by utilizing a) our proprietary digital programmatic advertising technology stack with an in-house demand and data management platform and b) our owned and operated portfolio of more than 400 local news and entertainment websites and mobile apps along with a network of leading national music and entertainment brands, collecting valuable first party data. Townsquare Interactive, our subscription digital marketing services business, partners with SMBs to help manage their digital presence by providing a SAAS business management platform, website design, creation and hosting, search engine optimization and other digital services. And through our portfolio of local radio stations strategically situated outside the Top 50 markets in the United States, we provide effective advertising solutions for our clients and relevant local content for our audiences. For more information, please visit www.townsquaremedia.com, www.townsquareinteractive.com and www.townsquareignite.com.

Forward-Looking Statements
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 鈥渁im,鈥� 鈥渁nticipate,鈥� 鈥渆stimate,鈥� 鈥渆xpect,鈥� 鈥渇orecast,鈥� 鈥渙utlook,鈥� 鈥減otential,鈥� 鈥減roject,鈥� 鈥減rojection,鈥� 鈥減lan,鈥� 鈥渋ntend,鈥� 鈥渟eek,鈥� 鈥渂elieve,鈥� 鈥渕ay,鈥� 鈥渃ould,鈥� 鈥渨ould,鈥� 鈥渨ill,鈥� 鈥渟hould,鈥� 鈥渃an,鈥� 鈥渃an have,鈥� 鈥渓ikely,鈥� the negatives thereof and other words and terms. Actual events or results may differ materially from the results anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, factors that could cause actual results to differ materially from those estimated by us include the impact of general economic conditions in the United States, or in the specific markets in听which we currently do business including supply chain disruptions, inflation, labor shortages and the effect on advertising activity, industry conditions, including existing competition and future competitive technologies, the popularity of radio as a broadcasting and advertising medium, cancellations, disruptions or postponements of advertising schedules in response to national听or world events, our ability to develop and maintain digital technologies and hire and retain technical and sales talent, our dependence on key personnel, our capital expenditure requirements, our continued ability to identify suitable acquisition targets, and consummate and integrate听any future acquisitions, legislative or regulatory requirements, risks and uncertainties relating to our leverage and changes in interest rates, our ability to obtain financing at times, in amounts and at rates considered appropriate by us, our ability to access the capital markets as and when needed and on terms that we consider听favorable to us and other factors discussed in this section entitled 鈥淢anagement鈥檚 Discussion and Analysis of Financial Condition and Results of Operations鈥� in this report and under 鈥淩isk Factors鈥� in our 2024 Annual Report on Form 10-K, for the year ended December 31, 2024, filed with the SEC on March 17, 2025, as well as other risks discussed from time to time in our filings with the SEC. Many of these factors are beyond our ability to predict or control. In addition, as a result of these and other factors, our past financial performance should not be relied on as an indication of future performance. The cautionary statements referred to in this section also should be considered in connection with any subsequent written or oral forward-looking statements that may be issued by us or persons acting on our behalf. The forward-looking statements included in this report are made only as of the date hereof or as of the date specified herein. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Non-GAAP Financial Measures and Definitions
In this press release, we refer to Adjusted EBITDA, Adjusted EBITDA (Excluding Political), Adjusted Net Income and Adjusted Net Income Per Share which are financial measures that have not been prepared in accordance with generally accepted accounting principles in the United States (鈥淕AAP鈥�).

We define Adjusted EBITDA as net income before the deduction of income taxes, interest expense, net, (gain) loss on repurchases and extinguishment of debt, transaction and business realignment costs, depreciation and amortization, stock-based compensation, impairments, net (gain) loss on sale and retirement of assets and other expense (income), net. We define Adjusted EBITDA (Excluding Political) as Adjusted EBITDA less political net revenue, net of a fifteen percent deduction to account for estimated national representative firm fees, music licensing fees and sales commissions expense. Adjusted Net Income is defined as net income before the deduction of transaction and business realignment costs, impairments, gains on sale of investments, change in fair value of investment, net loss (gain) on sale and retirement of assets, (gain) loss on repurchases and extinguishment of debt and net income attributable to non-controlling interest, net of income taxes stated at the Company's applicable statutory effective tax rate. Adjusted Net Income Per Share is defined as Adjusted Net Income divided by the weighted average shares outstanding. We define Net Leverage as our total outstanding indebtedness, net of our total cash balance as of June听30, 2025, divided by our Adjusted EBITDA for the twelve months ended June听30, 2025. These measures do not represent, and should not be considered as alternatives to or superior to, financial results and measures determined or calculated in accordance with GAAP. In addition, these non-GAAP measures are not based on any comprehensive set of accounting rules or principles. You should be aware that in the future we may incur expenses or charges that are the same as or similar to some of the adjustments in the presentation, and we do not infer that our future results will be unaffected by unusual or nonrecurring items. In addition, these non-GAAP measures may not be comparable to similarly-named measures reported by other companies.

We use Adjusted EBITDA and Adjusted EBITDA (Excluding Political) to facilitate company-to-company operating performance comparisons by backing out potential differences caused by variations in capital structures (affecting interest expense), taxation and the age and book depreciation of facilities and equipment (affecting relative depreciation expense), which may vary for different companies for reasons unrelated to operating performance, and to facilitate year over year comparisons, by backing out the impact of political revenue which varies depending on the election cycle and may be unrelated to operating performance. We use Adjusted Net Income and Adjusted Net Income Per Share to assess total company operating performance on a consistent basis. We use Net Leverage to measure the Company鈥檚 ability to handle its debt burden. We believe that these measures, when considered together with our GAAP financial results, provide management and investors with a more complete understanding of our business operating results, including underlying trends, by excluding the effects of (gain) loss on repurchases and extinguishment of debt, transaction costs, net loss (gain) on sale and retirement of assets and investments, business realignment costs and impairments. Further, while discretionary bonuses for members of management are not determined with reference to specific targets, our board of directors may consider Adjusted EBITDA, Adjusted EBITDA (Excluding Political), Adjusted Net Income, Adjusted Net Income Per Share, and Net Leverage when determining discretionary bonuses.

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

⁽¹⁾ Represents total advertising services provided by the Company in exchange for property and equipment during each of the six months ended June 30, 2025 and 2024, respectively.

** not meaningful

The following table presents Net revenue by segment and Segment Profit, for the three and six months ended June 30, 2025, and 2024, respectively (in thousands):

The following table reconciles Net revenue to Net revenue, excluding political revenue on a GAAP basis by segment for the three and six months ended June 30, 2025, and 2024, respectively (in thousands):

The following table reconciles net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted Net income for the three and six months ended June 30, 2025, and 2024, respectively (in thousands, except per share data):

⁽¹⁾ Income tax provision for the three and six months ended June 30, 2025 and 2024, respectively, was calculated using the Company's statutory effective tax rate.

The following table reconciles net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted EBITDA, Adjusted EBITDA (Excluding Political), and Adjusted EBITDA Less Interest, Capex and Taxes for the three and six months ended June 30, 2025, and 2024, respectively (dollars in thousands):

^(a) Other includes net (gain) loss on sale and retirement of assets and other (income) expense, net.

The following table reconciles net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted EBITDA on a quarterly basis for the twelve months ended June 30, 2025 (dollars in thousands):

^(a) Other includes net (gain) loss on sale and retirement of assets and other (income) expense, net.

The following tables provide the calculation of Segment Profit for the three months ended June 30, 2025, and 2024 (in thousands). Segment Profit represents net revenue less direct operating expenses, excluding depreciation, amortization, and stock-based compensation:

The following tables provide the calculation of Segment Profit for the six months ended June 30, 2025, and 2024 (in thousands). Segment Profit represents net revenue less direct operating expenses, excluding depreciation, amortization, and stock-based compensation: