Townsquare Reports Third Quarter 2026 Results

(MENAFN- GlobeNewsWire - Nasdaq) Q3 Digital Advertising Revenue YoY Growth Accelerates to 13%
Digital Represents 57% of September YTD Net Revenue and 56% of Segment Profit

PURCHASE, N.Y., Nov. 04, 2026 (GLOBE NEWSWIRE) -- Townsquare Media, Inc. (NYSE: TSQ) (“Townsquare”, the“Company,”“we,”“us” or“our”) announced today its financial results for the third quarter ended September 30, 2026.

“Townsquare's third quarter results reflect the continued strength of our Digital Advertising platform,” commented Bill Wilson, Chief Executive Officer of Townsquare Media, Inc.“Third quarter net revenue of $110.9 million increased 3.9% year-over-year and exceeded our guidance range, Adjusted EBITDA of $22.6 million increased 2.7% year-over-year and was within our guidance range, and net loss narrowed by $1.5 million year-over-year to $4.0 million. These results were driven by the growth of Townsquare Ignite, our Digital Advertising business, and by political revenue that is tracking ahead of our expectations. Digital Advertising net revenue grew 12.7% year-over-year, accelerating for the third consecutive quarter, led by programmatic revenue growth of 22.5%. Our Media Partnerships business now serves 18 partners and extends our digital programmatic advertising platform to 122 markets across the United States, and we expect Media Partnerships revenue to more than double in 2026. In addition, Townsquare Interactive delivered strong profitability, with Segment Profit margins of 36% in Q3, as we rebuild and grow our sales team.”

Mr. Wilson continued,“At the same time, we want to be candid about the challenges we face. Our local clients continue to feel pressure from higher operating costs and interest rates, and they are scrutinizing every marketing dollar, particularly those spent on traditional media. Excluding political, Broadcast Advertising net revenue declined 5.2% in the third quarter. We expect those declines to deepen in the fourth quarter, partly as political advertising crowds out other inventory. In addition, while Townsquare Interactive's profit remains strong, lower-than-anticipated sales velocity means it will not return to sequential revenue growth in Q4 2026 as we had projected.”

“Given these challenges, and the meaningful direct impact of higher interest rates on our floating-rate debt, we have made the decision, together with our Board, to suspend our quarterly dividend,” concluded Mr. Wilson,“We do not believe that the market is ascribing value to the dividend and we believe this cash can generate greater value for shareholders elsewhere. Suspending the dividend will preserve approximately $14 million of cash annually, which we will use for general corporate liquidity and to opportunistically pursue higher-return opportunities. We believe this is the prudent course for Townsquare and our stakeholders, and that it positions us to continue investing in our digital growth engine while strengthening our financial flexibility.”

In November 2026, the Company's Board of Directors approved the suspension of its quarterly cash dividend in order to redirect capital toward general corporate liquidity and strategic growth opportunities. The previously declared quarterly dividend of $0.20 per share was paid on November 2, 2026 to stockholders of record as of October 26, 2026. Any future declaration of dividends will be at the discretion of the Board of Directors.

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.

Third Quarter Results*

• As compared to the third quarter of 2025:
  • Net revenue increased 3.9%, and 1.4% excluding political
  • Net loss decreased $1.5 million to a net loss of $4.0 million
  • Adjusted EBITDA increased 2.7%, and decreased 7.9% excluding political
  • Total Digital net revenue increased 6.0%
    • Digital Advertising net revenue increased 12.7%
    • Subscription Digital Marketing Solutions (“Townsquare Interactive”) net revenue decreased 8.5%
  • Total Digital Segment Profit decreased 1.1%
    • Digital Advertising Segment Profit decreased 1.7%
    • Subscription Digital Marketing Solutions Segment Profit decreased 0.2%
  • Broadcast Advertising net revenue increased 0.4%, and decreased 5.2% excluding political
  • Broadcast Advertising Segment Profit increased 9.0%

• Net loss per diluted share was $(0.23) and Adjusted Net Income per diluted share was $0.12
  

Year-to-Date Highlights*

• As compared to the nine months ended September 30, 2025:
  • Net revenue increased 0.7%, and decreased 0.4% excluding political
  • Net loss increased $37.8 million to a net loss of $42.8 million
  • Adjusted EBITDA decreased 4.2%, and 8.9% excluding political
  • Total Digital net revenue increased 4.3%
    • Digital Advertising net revenue increased 10.3%
    • Subscription Digital Marketing Solutions net revenue decreased 8.3%
  • Total Digital Segment Profit decreased 1.4%
    • Digital Advertising Segment Profit decreased 2.0%
    • Subscription Digital Marketing Solutions Segment Profit decreased 0.4%
  • Broadcast Advertising net revenue decreased 3.8%, and 6.4% excluding political
  • Broadcast Advertising Segment Profit decreased 2.7%
• Net loss per diluted share was $(2.47) and Adjusted Net Income per diluted share was $0.18
  

*See below for discussion of non-GAAP measures.

Guidance
For the fourth quarter of 2026, net revenue is expected to be between $107 million and $109 million, and Adjusted EBITDA is expected to be between $23 million and $25 million.

For the full year 2026, net revenue is expected to be between $430 million and $432 million, and Adjusted EBITDA is expected to be between $87 million and $89 million, both within our original guidance ranges.

Quarter Ended September 30, 2026 Compared to the Quarter Ended September 30, 2025

Net Revenue
Net revenue for the three months ended September 30, 2026 increased $4.2 million, or 3.9%, as compared to the same period in 2025. Digital Advertising net revenue increased $5.1 million, or 12.7%, due to increases in the purchases of advertising by our clients. Other net revenue increased $0.5 million, or 51.8%, due to the timing of certain events in the current period as compared to the same period a year ago, and Broadcast Advertising net revenue increased $0.2 million, or 0.4%, due to an increase in political revenue. These increases were partially offset by a $1.6 million, or 8.5%, decrease in Subscription Digital Marketing Solutions net revenue, due to reduced sales velocity as a result of lower sales headcount.

Excluding political revenue of $2.9 million and $0.2 million for the three months ended September 30, 2026 and 2025, respectively, net revenue increased $1.5 million, or 1.4%, to $108.0 million. Digital Advertising net revenue increased $5.0 million, or 12.4%, to $45.2 million, and Broadcast Advertising net revenue decreased $2.4 million, or 5.2%, to $44.4 million.

Net Loss
For the three months ended September 30, 2026, we reported a net loss of $4.0 million, a decrease of $1.5 million or 27.5%, as compared to a net loss of $5.5 million in the same period in 2025. The decrease was primarily due to a $5.8 million decrease in transaction and business realignment costs, a $0.9 million increase in income tax benefit, a $0.7 million decrease in interest expense, net, a $0.7 million favorable change in other (income) expense, net, and a $0.7 million increase in segment profit, partially offset by a $5.0 million increase in total non-cash impairment charges and a $1.6 million decrease in net gain on sales and retirement of assets. Adjusted Net Income increased $1.4 million, or 168.8%, to $2.3 million, as compared to $0.9 million for the same period of 2025.

Adjusted EBITDA
Adjusted EBITDA for the three months ended September 30, 2026 increased $0.6 million, or 2.7%, to $22.6 million, as compared to $22.0 million for the same period in 2025. Adjusted EBITDA (Excluding Political) decreased $1.7 million, or 7.9%, to $20.1 million, as compared to $21.9 million for the same period in 2025.

Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025

Net Revenue
Net revenue for the nine months ended September 30, 2026 increased $2.2 million, or 0.7%, as compared to the same period in 2025. Digital Advertising net revenue increased $12.3 million, or 10.3%, due to increases in the purchases of advertising by our clients. This increase was partially offset by a $5.2 million, or 3.8%, decrease in Broadcast Advertising net revenue due to decreases in the purchases of advertising by our clients, a $4.7 million, or 8.3%, decrease in Subscription Digital Marketing Solutions net revenue due to reduced sales velocity, and a $0.2 million, or 2.6%, decrease in Other net revenue.

Excluding political revenue of $4.9 million and $1.3 million for the nine months ended September 30, 2026 and 2025, respectively, net revenue decreased $1.4 million, or 0.4%, to $318.2 million, Broadcast Advertising net revenue decreased $8.8 million, or 6.4%, to $127.7 million, and Digital Advertising net revenue increased $12.2 million, or 10.3%, to $131.6 million.

Net Loss
For the nine months ended September 30, 2026, we reported a net loss of $42.8 million, an increase of $37.8 million as compared to a net loss of $5.0 million in the same period last year. The increase in net loss was primarily due to a $38.7 million increase in total non-cash impairment charges, a $7.2 million decrease in net gain on sales and retirement of assets and a $2.8 million decrease in segment profit. These amounts were partially offset by a $6.3 million decrease in transaction and business realignment costs, a $1.7 million decrease in income tax provision, and the absence of a $1.2 million loss on the early extinguishment of debt recognized in 2025. Adjusted Net Income decreased $0.3 million to $3.3 million, as compared to $3.6 million for the same period in 2025.

Adjusted EBITDA
Adjusted EBITDA for the nine months ended September 30, 2026 decreased $2.8 million, or 4.2%, to $63.8 million, as compared to $66.6 million in the same period last year. Adjusted EBITDA (Excluding Political) decreased $5.9 million, or 8.9%, to $59.6 million, as compared to $65.5 million for the same period in 2025.

Liquidity and Capital Resources
As of September 30, 2026, we had a total of $4.6 million of cash and cash equivalents and $467.5 million of outstanding indebtedness, representing 5.48x and 5.43x gross and net leverage, respectively, based on Adjusted EBITDA for the twelve months ended September 30, 2026 of $85.3 million.

The table below presents a summary, as of October 30, 2026, of our outstanding common stock (net of treasury shares).

Security		Number Outstanding		Description
Class A common stock		16,922,126		One vote per share.
Class B common stock		815,296		10 votes per share.1
Class C common stock		500,000		No votes.1
Total		18,237,422
1 Each share converts into one share of Class A common stock upon transfer or at the option of the holder, subject to certain conditions, including compliance with FCC rules.

Conference Call
Townsquare Media, Inc. will host a conference call to discuss certain third quarter 2026 financial results and 2026 guidance on Wednesday, November 4, 2026 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“Townsquare.” A live webcast of the conference call will also be available on the investor relations page of the Company's website at

A replay of the conference call will be available through November 11, 2026. To access the replay, please dial 1-844-512-2921 (U.S. and Canada) or 1-412-317-6671 (International) and enter confirmation code 1140294. 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, and.

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“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. 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 which we currently do business including supply chain disruptions, inflation, labor shortages and the effect on advertising activity, industry conditions, including existing competition, artificial intelligence 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 or world events, our ability to develop and maintain digital technologies (including artificial intelligence) 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 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 favorable to us, tariffs and other factors discussed in our Quarterly Report on Form 10-Q in the section entitled“Management's Discussion and Analysis of Financial Condition and Results of Operations” and under“Risk Factors” in our 2025 Annual Report on Form 10-K, for the year ended December 31, 2025, filed with the SEC on March 16, 2026, 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 press release 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 (“GAAP”).

We define Adjusted EBITDA as net (loss) income before the deduction of income taxes, interest expense, net, (gain) loss on repayments 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, net (gain) loss on sale and retirement of assets, (gain) loss on repayments and extinguishment of debt, gain on insurance recoveries 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 September 30, 2026, divided by our Adjusted EBITDA for the twelve months ended September 30, 2026. 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's 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 net, (gain) loss on repayments and extinguishment of debt, transaction costs, net (gain) loss on sale and retirement of assets, 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
...

TOWNSQUARE MEDIA, INC.
CONSOLIDATED BALANCE SHEETS
(in Thousands, Except Share and Per Share Data)
(unaudited)

	September 30, 2026		December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	4,610			$	4,759
Accounts receivable, net of allowance for credit losses of $5,296 and $4,979, respectively		57,646				52,048
Prepaid expenses and other current assets		14,906				12,582
Total current assets		77,162				69,389
Property and equipment, net		107,867				110,043
Intangible assets, net		109,156				155,047
Goodwill		147,590				147,590
Investments		837				725
Operating lease right-of-use assets, net		42,273				45,099
Other assets		582				667
Restricted cash		323				58
Total assets	$	485,790			$	528,618
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable	$	3,927			$	6,895
Current portion of long-term debt		13,143				11,750
Deferred revenue		9,170				8,737
Accrued compensation and benefits		9,880				11,486
Accrued expenses and other current liabilities		26,039				30,886
Operating lease liabilities, current		7,631				7,688
Accrued interest		4,684				4,791
Total current liabilities		74,474				82,233
Long-term debt, net of discount and deferred finance costs of $20,849 and $24,429, respectively		433,543				421,247
Deferred tax liability		16,854				16,763
Operating lease liabilities, net of current portion		39,899				42,101
Other long-term liabilities		5,895				7,266
Total liabilities		570,665				569,610
Stockholders' deficit:
Class A common stock, par value $0.01 per share; 300,000,000 shares authorized; 17,887,525 and 16,180,932 shares issued, and 16,922,126 and 15,215,533 outstanding, respectively		179				162
Class B common stock, par value $0.01 per share; 50,000,000 shares authorized; 815,296 and 815,296 shares issued and outstanding, respectively		8				8
Class C common stock, par value $0.01 per share; 50,000,000 shares authorized; 500,000 and 500,000 shares issued and outstanding, respectively		5				5
Total common stock		192				175
Treasury stock, at cost; 965,399 and 965,399 shares of Class A common stock, respectively		(11,200	)			(11,203	)
Additional paid-in capital		332,338				319,818
Accumulated deficit		(408,562	)			(353,195	)
Non-controlling interest		2,357				3,413
Total stockholders' deficit		(84,875	)			(40,992	)
Total liabilities and stockholders' deficit	$	485,790			$	528,618

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in Thousands, Except Per Share Data)
(unaudited)

	Three Months Ended September 30,		Nine Months Ended September 30,
		2026				2025				2026				2025
Net revenue	$	110,948			$	106,759			$	323,082			$	320,882
Operating costs and expenses:
Direct operating expenses, excluding depreciation, amortization, and stock-based compensation		82,270				78,758				242,357				237,403
Depreciation and amortization		4,861				4,646				14,340				13,619
Corporate expenses		6,073				5,985				16,947				16,905
Stock-based compensation		3,099				3,066				10,132				11,044
Transaction and business realignment costs		1,063				6,891				4,377				10,718
Impairment of intangible assets, goodwill and long-lived assets		8,100				3,098				43,331				4,598
Net gain on sales and retirement of assets		(22	)			(1,621	)			(340	)			(7,524	)
Total operating costs and expenses		105,444				100,823				331,144				286,763
Operating income (loss)		5,504				5,936				(8,062	)			34,119
Other expense:
Interest expense, net		11,934				12,606				34,693				35,497
(Gain) loss on extinguishment of debt		-				(247	)			-				1,205
Other (income) expense, net		(530	)			135				(371	)			226
Loss from operations before tax		(5,900	)			(6,558	)			(42,384	)			(2,809	)
Income tax (benefit) provision		(1,914	)			(1,060	)			451				2,191
Net loss	$	(3,986	)		$	(5,498	)		$	(42,835	)		$	(5,000	)
Net (loss) income attributable to:
Controlling interests	$	(4,146	)		$	(5,902	)		$	(43,348	)		$	(6,317	)
Non-controlling interests		160				404				513				1,317
Net loss	$	(3,986	)		$	(5,498	)		$	(42,835	)		$	(5,000	)
Basic loss per share	$	(0.23	)		$	(0.36	)		$	(2.47	)		$	(0.39	)
Diluted loss per share	$	(0.23	)		$	(0.36	)		$	(2.47	)		$	(0.39	)
Weighted average shares outstanding:
Basic		18,028				16,299				17,559				16,139
Diluted		18,028				16,299				17,559				16,139

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in Thousands)
(unaudited)

	Nine Months Ended September 30,
		2026				2025
Cash flows from operating activities:
Net loss	$	(42,835	)		$	(5,000	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		14,340				13,619
Amortization of debt discount and deferred financing costs		3,758				3,258
Non-cash lease income		(561	)			(1,190	)
Net deferred taxes and other		91				1,666
Allowance for credit losses		3,408				2,796
Stock-based compensation expense		10,132				11,044
Loss on extinguishment of debt		-				1,205
Trade and barter activity, net		(1,881	)			(1,141	)
Impairment of intangible assets, goodwill and long-lived assets		43,331				4,598
Net gain on sales and retirements of assets		(340	)			(7,524	)
Amortization of content rights		1,109				1,109
Change in content rights liabilities		(1,483	)			(1,280	)
Other		1,693				1,690
Changes in assets and liabilities
Accounts receivable		(8,606	)			2,775
Prepaid expenses and other assets		(1,254	)			(1,762	)
Accounts payable		(2,995	)			4,501
Accrued expenses and other current liabilities		(4,994	)			(4,087	)
Accrued interest		(107	)			(8,522	)
Other long-term liabilities		94				254
Net cash provided by operating activities		12,900				18,009
Cash flows from investing activities:
Purchases of property and equipment		(9,895	)			(11,820	)
Net proceeds from sales of assets and investment related transactions		836				8,412
Proceeds from insurance recoveries		54				17
Net cash used in investing activities		(9,005	)			(3,391	)
Cash flows from financing activities:
Repayment of 2026 Notes		-				(467,436	)
Proceeds from Term Loan		-				446,400
Voluntary repayments of Term Loan		-				(5,185	)
Fixed quarterly repayments of Term Loan		(8,813	)			(5,875	)
Deferred financing costs		-				(4,692	)
Borrowings under the revolving credit facility		18,000				18,000
Repayment of borrowings under the revolving credit facility		-				(13,000	)
Dividend payments		(10,864	)			(9,828	)
Proceeds from stock options exercised		534				853
Shares withheld in lieu of employee tax withholding		-				(1,496	)
Withholding from shares issued under ESPP		361				596
Cash distribution to non-controlling interests		(1,569	)			(1,299	)
Repayments of capitalized obligations		(1,428	)			(1,112	)
Net cash used in financing activities		(3,779	)			(44,074	)
Cash and cash equivalents and restricted cash:
Net increase (decrease) in cash, cash equivalents and restricted cash		116				(29,456	)
Beginning of period		4,817				32,990
End of period	$	4,933			$	3,534

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
(in Thousands)
(unaudited)

	Nine Months Ended September 30,
		2026			2025
Supplemental Disclosure of Cash Flow Information:
Cash payments:
Interest	$	30,932		$	40,722
Income and Franchise taxes		559			908
Supplemental Disclosure of Non-cash Activities:
Dividends declared, but not paid during the period	$	4,025		$	3,524
Accrued Financing Costs		-			833
Property and equipment acquired in exchange for advertising (1)		1,240			1,779
Accrued capital expenditures		101			132
Investment rights acquired in exchange for advertising		112			-
Financed equipment purchases		864			-
Supplemental Disclosure of Cash Flow Information relating to Leases:
Cash paid for amounts included in the measurement of operating lease liabilities, included in operating cash flows	$	8,484		$	9,054
Right-of-use assets obtained in exchange for operating lease obligations		3,945			5,500
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	$	4,610		$	3,211
Restricted cash		323			323
	$	4,933		$	3,534

⁽¹⁾Represents total advertising services provided by the Company in exchange for property and equipment during each of the nine months ended September 30, 2026 and 2025, respectively.

TOWNSQUARE MEDIA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS BY SEGMENT
(in Thousands)
(unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
		2026				2025			% Change			2026				2025			% Change
Digital Advertising	$	45,348			$	40,228			12.7	%		$	131,833			$	119,517			10.3	%
Subscription Digital Marketing Solutions		17,071				18,649			(8.5) %			51,747				56,438			(8.3) %
Broadcast Advertising		47,186				46,997			0.4	%			132,344				137,581			(3.8) %
Other		1,343				885			51.8	%			7,158				7,346			(2.6) %
Net revenue		110,948				106,759			3.9	%			323,082				320,882			0.7	%
Digital Advertising expenses		36,861				31,590			16.7	%			104,947				92,082			14.0	%
Subscription Digital Marketing Solutions expenses		10,875				12,442			(12.6) %			33,196				37,812			(12.2) %
Broadcast Advertising expenses		32,622				33,633			(3.0) %			96,353				100,583			(4.2) %
Other expenses		1,912				1,093			74.9	%			7,861				6,926			13.5	%
Direct operating expenses		82,270				78,758			4.5	%			242,357				237,403			2.1	%
Depreciation and amortization		4,861				4,646			4.6	%			14,340				13,619			5.3	%
Corporate expenses		6,073				5,985			1.5	%			16,947				16,905			0.2	%
Stock-based compensation		3,099				3,066			1.1	%			10,132				11,044			(8.3) %
Transaction and business realignment costs		1,063				6,891			(84.6) %			4,377				10,718			(59.2) %
Impairment of intangible assets, goodwill and long-lived assets		8,100				3,098			161.5	%			43,331				4,598			842.4	%
Net gain on sales and retirements of assets		(22	)			(1,621	)		(98.6) %			(340	)			(7,524	)		(95.5) %
Total operating costs and expenses		105,444				100,823			4.6	%			331,144				286,763			15.5	%
Operating income (loss)		5,504				5,936			(7.3) %			(8,062	)			34,119			**
Other expense:
Interest expense, net		11,934				12,606			(5.3) %			34,693				35,497			(2.3) %
(Gain) loss on extinguishment of debt		-				(247	)		(100.0) %			-				1,205			(100.0) %
Other (income) expense, net		(530	)			135			**			(371	)			226			**
Loss from operations		(5,900	)			(6,558	)		(10.0) %			(42,384	)			(2,809	)		1,408.9	%
Income tax (benefit) provision		(1,914	)			(1,060	)		80.6	%			451				2,191			(79.4) %
Net loss	$	(3,986	)		$	(5,498	)		(27.5) %		$	(42,835	)		$	(5,000	)		756.7	%
**Not meaningful

The following table presents Net revenue by segment and Segment Profit for the three and nine months ended September 30, 2026, and 2025, respectively (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	(Unaudited)				(Unaudited)
		2026				2025			% Change			2026				2025		% Change
Digital Advertising	$	45,348			$	40,228			12.7	%		$	131,833			$	119,517		10.3	%
Subscription Digital Marketing Solutions		17,071				18,649			(8.5) %			51,747				56,438		(8.3) %
Digital		62,419				58,877			6.0	%			183,580				175,955		4.3	%
Broadcast Advertising		47,186				46,997			0.4	%			132,344				137,581		(3.8) %
Other		1,343				885			51.8	%			7,158				7,346		(2.6) %
Net revenue	$	110,948			$	106,759			3.9	%		$	323,082			$	320,882		0.7	%
Digital Advertising	$	8,487			$	8,638			(1.7) %		$	26,886			$	27,435		(2.0) %
Subscription Digital Marketing Solutions		6,196				6,207			(0.2) %			18,551				18,626		(0.4) %
Digital		14,683				14,845			(1.1) %			45,437				46,061		(1.4) %
Broadcast Advertising		14,564				13,364			9.0	%			35,991				36,998		(2.7) %
Other		(569	)			(208	)		173.6	%			(703	)			420		**
Segment Profit	$	28,678			$	28,001			2.4	%		$	80,725			$	83,479		(3.3) %

**Not meaningful

The following table reconciles Net revenue to Net revenue, excluding political revenue on a GAAP basis by segment for the three and nine months ended September 30, 2026, and 2025, respectively (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	(Unaudited)				(Unaudited)
		2026			2025		% Change			2026			2025		% Change
Digital Advertising	$	45,348		$	40,228		12.7	%		$	131,833		$	119,517		10.3	%
Subscription Digital Marketing Solutions		17,071			18,649		(8.5) %			51,747			56,438		(8.3) %
Digital		62,419			58,877		6.0	%			183,580			175,955		4.3	%
Broadcast Advertising		47,186			46,997		0.4	%			132,344			137,581		(3.8) %
Other		1,343			885		51.8	%			7,158			7,346		(2.6) %
Net revenue	$	110,948		$	106,759		3.9	%		$	323,082		$	320,882		0.7	%
Digital Advertising political revenue		141			14		907.1	%			251			172		45.9	%
Subscription Digital Marketing Solutions political revenue		-			-		-				-			-		-
Broadcast Advertising political revenue		2,763			155		1,682.6	%			4,639			1,120		314.2	%
Other political revenue		-			-		-				-			-		-
Political revenue	$	2,904		$	169		1,618.3	%		$	4,890		$	1,292		278.5	%
Digital Advertising net revenue (ex. political)		45,207			40,214		12.4	%			131,582			119,345		10.3	%
Subscription Digital Marketing Solutions net revenue (ex. political)		17,071			18,649		(8.5) %			51,747			56,438		(8.3) %
Digital net revenue (ex. political)		62,278			58,863		5.8	%			183,329			175,783		4.3	%
Broadcast Advertising net revenue (ex. political)		44,423			46,842		(5.2) %			127,705			136,461		(6.4) %
Other net revenue (ex. political)		1,343			885		51.8	%			7,158			7,346		(2.6) %
Net revenue (ex. political)	$	108,044		$	106,590		1.4	%		$	318,192		$	319,590		(0.4) %

The following table reconciles net loss, the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted Net Income for the three and nine months ended September 30, 2026, and 2025, respectively (in thousands, except per share data):

	Three Months Ended September 30,		Nine Months Ended September 30,
	(Unaudited)
		2026				2025				2026				2025
Net loss	$	(3,986	)		$	(5,498	)		$	(42,835	)		$	(5,000	)
Income tax (benefit) provision		(1,914	)			(1,060	)			451				2,191
Loss from operations before taxes		(5,900	)			(6,558	)			(42,384	)			(2,809	)
Transaction and business realignment costs		1,063				6,891				4,377				10,718
Impairment of intangible assets, goodwill and long-lived assets		8,100				3,098				43,331				4,598
Net gain on sales and retirements of assets		(22	)			(1,621	)			(340	)			(7,524	)
(Gain) loss on extinguishment of debt		-				(247	)			-				1,205
Gain on insurance recoveries		-				(8	)			(54	)			(17	)
Net income attributable to non-controlling interest, net of income taxes		(160	)			(404	)			(513	)			(1,317	)
Adjusted net income before income taxes		3,081				1,151				4,417				4,854
Income tax provision (1)		783				296				1,123				1,249
Adjusted Net Income	$	2,298			$	855			$	3,294			$	3,605
Adjusted Net Income Per Share:
Basic	$	0.13			$	0.05			$	0.19			$	0.22
Diluted	$	0.12			$	0.05			$	0.18			$	0.21
Weighted average shares outstanding:
Basic		18,028				16,299				17,559				16,139
Diluted		18,791				16,991				18,159				16,797

⁽¹⁾Income tax provision for the three and nine months ended September 30, 2026 and 2025, respectively, was calculated using the Company's statutory effective tax rate.

The following table reconciles net 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 nine months ended September 30, 2026, and 2025, respectively (dollars in thousands):

	Three Months Ended September 30,		Nine Months Ended September 30,
	(Unaudited)
		2026				2025				2026				2025
Net loss	$	(3,986	)		$	(5,498	)		$	(42,835	)		$	(5,000	)
Income tax (benefit) provision		(1,914	)			(1,060	)			451				2,191
Interest expense, net		11,934				12,606				34,693				35,497
(Gain) loss on extinguishment of debt		-				(247	)			-				1,205
Depreciation and amortization		4,861				4,646				14,340				13,619
Stock-based compensation		3,099				3,066				10,132				11,044
Transaction and business realignment costs		1,063				6,891				4,377				10,718
Impairment of intangible assets, goodwill and long-lived assets		8,100				3,098				43,331				4,598
Other (a)		(552	)			(1,486	)			(711	)			(7,298	)
Adjusted EBITDA	$	22,605			$	22,016			$	63,778			$	66,574
Political Adjusted EBITDA		(2,468	)			(144	)			(4,157	)			(1,098	)
Adjusted EBITDA (Excluding Political)	$	20,137			$	21,872			$	59,621			$	65,476
Political Adjusted EBITDA		2,468				144				4,157				1,098
Net cash paid for interest		(10,358	)			(11,382	)			(30,932	)			(40,722	)
Capital expenditures		(2,858	)			(3,555	)			(9,895	)			(11,820	)
Cash paid for taxes		(107	)			(123	)			(559	)			(908	)
Adjusted EBITDA Less Interest, Capex and Taxes	$	9,282			$	6,956			$	22,392			$	13,124

^(a) Other includes net gain on sales and retirements of assets and other expense (income), net.

The following table reconciles net (loss) income, 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 September 30, 2026 (dollars in thousands):

	Three Months Ended		Twelve Months Ended
	(Unaudited)
	December 31, 2025		March 31, 2026		June 30, 2026		September 30, 2026		September 30, 2026
Net (loss) income	$	(4,750	)		$	2,957			$	(41,806	)		$	(3,986	)		$	(47,585	)
Income tax provision (benefit)		2,537				(15,672	)			18,037				(1,914	)			2,988
Interest expense, net		12,427				11,329				11,430				11,934				47,120
Depreciation and amortization		4,789				4,696				4,783				4,861				19,129
Stock-based compensation		2,732				3,731				3,302				3,099				12,864
Transaction and business realignment costs		932				1,141				2,173				1,063				5,309
Impairment of intangible assets, goodwill and long-lived assets		4,313				8,588				26,643				8,100				47,644
Other (a)		(1,447	)			(389	)			230				(552	)			(2,158	)
Adjusted EBITDA	$	21,533			$	16,381			$	24,792			$	22,605			$	85,311

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

The following tables provide the calculation of Segment Profit for the three months ended September 30, 2026, and 2025 (in thousands). Segment Profit (Loss) represents net revenue less direct operating expenses, excluding depreciation, amortization, and stock-based compensation:

	Three Months Ended September 30, 2026
	(Unaudited)
	Digital Advertising		Subscription Digital Marketing Solutions		Broadcast Advertising		Other		Total
Net Revenue	$	45,348		$	17,071		$	47,186		$	1,343			$	110,948
Direct operating expenses, excluding depreciation, amortization, and stock-based compensation		36,861			10,875			32,622			1,912				82,270
Segment Profit (Loss)	$	8,487		$	6,196		$	14,564		$	(569	)		$	28,678

	Three Months Ended September 30, 2025
	(Unaudited)
	Digital Advertising		Subscription Digital Marketing Solutions		Broadcast Advertising		Other		Total
Net Revenue	$	40,228		$	18,649		$	46,997		$	885			$	106,759
Direct operating expenses, excluding depreciation, amortization, and stock-based compensation		31,590			12,442			33,633			1,093				78,758
Segment Profit (Loss)	$	8,638		$	6,207		$	13,364		$	(208	)		$	28,001

The following tables provide the calculation of Segment Profit (Loss) for the nine months ended September 30, 2026, and 2025 (in thousands). Segment Profit (Loss) represents net revenue less direct operating expenses, excluding depreciation, amortization, and stock-based compensation:

	Nine Months Ended September 30, 2026
	(Unaudited)
	Digital Advertising		Subscription Digital Marketing Solutions		Broadcast Advertising		Other		Total
Net Revenue	$	131,833		$	51,747		$	132,344		$	7,158			$	323,082
Direct operating expenses, excluding depreciation, amortization, and stock-based compensation		104,947			33,196			96,353			7,861				242,357
Segment Profit (Loss)	$	26,886		$	18,551		$	35,991		$	(703	)		$	80,725

	Nine Months Ended September 30, 2025
	(Unaudited)
	Digital Advertising		Subscription Digital Marketing Solutions		Broadcast Advertising		Other		Total
Net Revenue	$	119,517		$	56,438		$	137,581		$	7,346		$	320,882
Direct operating expenses, excluding depreciation, amortization, and stock-based compensation		92,082			37,812			100,583			6,926			237,403
Segment Profit	$	27,435		$	18,626		$	36,998		$	420		$	83,479

MENAFN04112026004107003653ID1111913903