Urban One, Inc. · NASDAQ:UONE
Urban One — Radio One — Debt Investor Presentation (March 2017)
41 slides from Urban One's debt investor presentation, Mar 16, 2017
Slide 1: The Urban Media Specialist Public Lender Presentation
ONE MARCH 16, 2017 THE URBAN MEDIA SPECIALIST PUBLIC LENDER PRESENTATION
Slide 2: Disclaimer
Disclaimer ‘SPECIAL NOTICE REGARDING PUBLICLY AVAILABLE INFORMATION: THE COMPANY (AS DEFINED BELOW] HAS CONFRMED THAT THE INFORMATION CONTAINED IN THIS PRESENTATION IS EITHER PUBLICLY AVAILABLE OR DOES NOT CONSTITUTE MATERIAL NON-PUBLIC INFORMATION WITH RESPECT TO THE COMPANY OR ITS SECURITIES. THE
Slide 3: Today's presenters
Today’s presenters Alfred C. Liggins, itt Chief Executive Offices, President Peter Thompson Chief Financial Offices, Executwe Vice President ~~) Mr. Liggins has been CEO of Radio One since 1997 and President since 1989 Mr. Liggins joined Radio One in 1985 as an account manager at WOL-AM Mr. Liggins
Slide 4: Agenda
= Transaction overview = Business overview and credit highlights = Financial overview = Questions & answers = Appendix
Slide 5: Transaction overview
Transaction overview
Slide 6: Transaction overview
Transaction overview Sources & uses Proforma captalation {Sinrailions) (Ginmians) Bead Somrces arpsypois Ad, 1/34/2016 eae) Gen Cashand cash equivalems ssa Ga) saaa Cashfrom balance sheet 14 . Tota sources Gna Vem Mi die et ~ 7 Term Laan 8 due 2018 Bas (344.3) “8 ig New Teem Laon & ~ 3800 20.0 Seer
Slide 7: Summary of key terms
Summary of key terms Borrower Radio Ong, Inc mount $350 milion a Firstlien security on substantially all assets with customary and other exceptionsto be agreed (and subject toABL intercreditor Security agreement) ee Each ofthe Borrower's existing and future, direct and indirect, material dornestic s
Slide 8: Organizational structure
Organizational structure $25 million ABL Facility due 2021 $350 million New Term Loan B $350 million Senior Secured Notes due 2022 $315 million Subordinated Notes due 2020 $11.9 million Comeast Promissory Note due 2019 Radio One, Inc. Radio Assets TV One Interactive One Reach Media National Harbor (
Slide 9: Indicative transaction timeline
Indicative transaction timeline March 2017 April 2017 s M T w a F s s M T w T F s 1 2 4 5 6 7 8 9 10 a 2 8 4 5 6 7 12 13 4 615 ER 18 9 to 4 12 1330 1415 19 20 21 2 2B 248 16 617 Ss 2 2 2 26 a 28 2 EE = 2 248, 26 7 2 (8 30 March 16% Lender presentation meeting March 30" Receive commitments April 18 E
Slide 10: Business overview and credit highlights
Business overview and credit highlights
Slide 11: The evolution of Radio One
The evolution of Radio One = Cathy Hughes FY = Radio One and = Completes bar ete fy Comcast acquisition of , FY announce Jv to Comcast's 47.9% AWOL AMA O0 ey form TV One stake in TV One in Washington, Be = Acquires FN = Launches WMMUJ-FM in Fy TV one in Washington, FA 22 milion Be, = Ratio One my no
Slide 12: Urban One, Inc.
Urban One, Inc. We have evolved from a radio broadcaster to a multi-media company targeting the African-American consumer = Planned name change to Urban One, Inc. in May 2017 = Vertically integrated model offering “One Solution” for brands to engage the African-American audience through integrated m
Slide 13: Integrated media company focused on African-American culture
Integrated media company focused on African- American culture ON= Leading Local Radio #2 Cable Network #1 Syndicated Radio #1 Digital Portfolio in target demographic intargetdemographic in target demographic in target demographic 17m 23m 21m 23m Weekly Monthly Reach Weekly UV Monthly 55 Radio Statio
Slide 14: Key credit highlights
Key credit highlights Diversified multi- media company Compelling target demographics Multiple growth opportunities Diversified blue chip advertiser base Large and stable free cash flow Attractive portfolio of assets/collateral Experienced management team Leading TV, radio and internet brands target
Slide 15: Radio is the leading reach platform in the U.S.
Radio is the leading reach platform in the U.S. Radio Reaches over 93% of adult consumers on a weekly basis = Over 268 million people listen to radio each week = 95% of adults 35-49 listen to radio each week and 72% of them work full-time Over 92% of African-Americans, or 32 million individuals, are
Slide 16: Radio One overview
Radio One overview RADIO The largest radio broadcaster primarily targeting the African-American community WHARF WENZFM = WERG-FM wrte-Fi EEE WERE-AM WIRE WNOU-FM. WKMGFM. WPZR-FM WZAKFM. WOLB-AM. Wrican WeRICcHA WOM KF WIMo-AN WWIN-AN WDNECD!! 7s WIYD-FM WeHE-ANM \WPPZ-FM S worrrn ¢ ‘WeHEEM ‘wF-Fa |
Slide 17: Leading positions in key radio markets
Leading positions in key radio markets Radio One Number of Stations! Average African. Estimated Metro Populations Audience American Market FM, AM Share” Rani? Total (mm) —% African-American Atlanta 4 13.8 2 4A? 341% ‘Washington, DC 3 2 12.3 4 49 267% Houston 3 3 121 5 57 17.4% Philadelphia 3 om 66 7
Slide 18: TV One overview
TV One overview N= #2 cable network targeting African-Americans —Highest composition of African-American viewers (8596 of audience) —CurrentNielsen subscribers of 59.5 million 24 hour network encompassing rich diversity of black life in America —Inan increasingly competitive environment for AA viewi
Slide 19: TV One historical performance
TV One historical performance Annual year-end Nielsen subscribers Revenue composition Teme) Biri) 2011 2012 2013 20142015 2016 Advertising revenue mAffilaterevenue Subscriber monetization trends ($/subscriber) Adjusted EBITDA and margin (Eivrilior) { aacieacage 354% | as /aup $1.73 $1.78 36.8% | as
Slide 20: TV One distribution agreements
TV One distribution agreements TV One has strong long-term distribution agreements with very high retention rate 12/31/16 Subscribers Subscriber Upside Potential Term = = \ Bl 19.7 Jun-26 atat DIRECTV. RA 4 16.0 2.0 Jan-25 COMCAST Crash, 8.4 10-15 Mar-23 verizon’ 38 sep-20 1.6 Dec-18 31 Sep-21 eC ae
Slide 21: Reach Media overview
Reach Media overview REACH ‘ead — Reach syndicated radio shows dom inate urban adult contemporary, urban and inspirational programming n-American programming & content g radio show syndication network of Afri — TheTom Joyner Morning Show — Get Up! Mornings with Erica Cam pbell ~ TheD.L. Hughley Show
Slide 22: Interactive One overview
Interactive One overview Fast-growing and valuable audience of 23 million monthly unique visitors * Coveted hard-to-reach audience = Growth in users as target audience continues to expand Significant growth opportunities = Highly engaged on platform = In 2H 2016 Interactive One created the Millennia
Slide 23: MGM National Harbor investment
MGM National Harbor investment Further diversifies Radio One’s platform in the entertainment industry while still focusing on its core demographic = MGM National Harbor completed in 4Q 2016 Radio One Headquarters Silver Spring, Maryland " Radio One has invested $40 million from cash as of 4Q 2016 =
Slide 24: Compelling demographic and consumer trends
Compelling demographic and consumer trends Large US African-American population base in 2016 ~43.1 million 13.3% of US population African-American consumer spending in 2016 ~$1.2 trillion 92% °% of African-Americans who listen to Radio weekly 13+ hours per week on average (Most of any ethnicity) 201
Slide 25: Uniquely vertically integrated multi-media platform
Uniquely vertically integrated multi-media platform Radio One is the only minority owned media entity at scale that targets the African-American community, which makes us more credible with the audience and helps advertisers reach minority spend targets source! January 2217 Mult-Patfonm comscom, ral
Slide 26: Diversified blue chip advertiser base
Diversified blue chip advertiser base P @ocpsi P AA. Citta = & University of Phoenix» A - COMCAST GEICO SS Arar UBER VETIZONY {olwon.Gohwuon PeG Walmart >'<
Slide 27: Cross-platform sales and marketing
Cross-platform sales and marketing Television Branded Content Influencer one fay Solution Intelligence Digital
Slide 28: Urban One — The urban media specialist
Urban One — The urban media specialist 27
Slide 29: Financial overview
Financial overview
Slide 30: Historical performance and 2017 outlook
Historical performance and 2017 outlook Historical performance = Radio One generated revenue and Adjusted EBITDA CAGR of 1.8% and 5.0% between 2012 and 2016 = Evolved from a radio broadcaster to a diverse multi-media company targeting the African-American consumer = Strong TV performance more than o
Slide 31: Recent financial performance
Recent financial performance RADIO Saint Revenue Adjusted EBITDA ONE 0g 409 = Radio and Reach now under single leadership = Ongoing cost saving efforts = Ratings improvementsin key markets 2014 2015 2016 2014 2015 2016 Segment Revenue Adjusted EBITDA MEDIA _ gence se = Portfolio of syndicated talent
Slide 32: Recent financial performance (continued)
Recent financial performance (continued) Segment Revenue Adjusted EBITDA |= Tee ON= _ = Strong continued growth | 2 i. sisa 5192 $67 = Increasing subscriber monetization $157 $53 = Key distribution agreements renewed LTT 2014 2015 2016 2014 2015 2016 Segment Revenue Adjusted EBITDA One a = Breakeven
Slide 33: Strong free cash flow and ample liquidity
Strong free cash flow and ample liquidity Cash flow profile strengths Cash flow available for debt repayment and investments = Low capex requirements Substantial NOLs minimize cash taxes Stable cash flow generation — Contracted affiliate fees nearly 25% of total revenue in 2016 Ample liquidity: = $4
Slide 34: Attractive portfolio of assets / collateral
Attractive portfolio of assets / collateral = $77 million Adjusted EBITDA = $76 million Adjusted EBITDA Reach Med = $9 million Adjusted EBITDA Interactive One = 15 million fans and followers MGM National Harbor = $40 million invested FM Tower assets = $25 million sale-leaseback opportunity Tax asset
Slide 35: Key credit highlights
Key credit highlights Diversified multimedia company Compelling target demographics Multiple growth opportunities Diversified blue chip advertiser base Large and stable free cash flow Attractive portfolio of assets / collateral Experienced management team
Slide 36: Questions & answers
Questions & answers
Slide 37: Appendix
Appendix
Slide 38: Adjusted EBITDA reconciliation
Adjusted EBITDA reconciliation For the years ended December 31, (Sin thousands) 20148 20158 20168 Net income attributable to common stockholders, as reported ($62,670) ($74,022) ($423) Interestincome (366) (102) (214) Interest expense 79,810 80,038 81,636 Provision for income taxes 34,814 15,058 9,5
Slide 39: Radio One - The Urban Media Specialist
RADIO ONE THE URBAN MEDIA SPECIALIST http://home.radio-one.com/
Slide 40: Notice to and undertaking by recipients
Notice to and undertaking by recipients 1. Confident ity ‘As wed herein: (a) "Evaluation Material" refers ta this Presentation and any other infarmatian regarding the Company arthe Faclties fumished ar communicated ta the Redpiemt by ar on behalf of ‘the Company in cannectian with the cities whether
Slide 41: Notice to and undertaking by recipients (continued)
Notice to and undertaking by recipients (continued) ‘The Evaluation Material has been prepared to assist interested partis in making their own evaluation of the Company and the Facilities and does not purport ta be al-indusive arto contain all ofthe infarmation that aprospecive participant may cansi