Westwood One, Inc. Reports Results for the Second Quarter 2010

        Westwood One, Inc. Reports Results for the Second Quarter 2010

  PR Newswire

  NEW YORK, Aug. 19

NEW YORK, Aug. 19 /PRNewswire-FirstCall/ -- Westwood One, Inc. (Nasdaq: WWON),
a leading independent provider of network radio content and traffic
information to the radio, television and on-line sectors, today reported
operating results for the second quarter ended June 30, 2010. As reflected in
its financial statements, Westwood One is organized into two business
segments: Network Radio and Metro Traffic. Network Radio provides network
programming, including over 150 news, sports, music, talk and entertainment
programs, features and live events, to approximately 5,000 radio stations.
Metro Traffic consists of both a radio business (Metro Traffic radio) and a
television business (Metro Television). Metro Traffic radio produces and
distributes traffic and other local information reports to over 2,250 radio
stations. Metro Television produces and distributes such reports to
approximately 165 television stations.

Westwood One's revenue in the second quarter was $83.4 million compared to
$83.7 million in 2009, while revenue for the first six months of the year
increased 4.0% to $176.3 million compared to $169.5 million in 2009.

"As many radio companies have reported, advertising spending during the
recovery from the 2009 recession slowed down in the second quarter of 2010.
While this affected our second quarter revenue trajectory, revenue increased
for the first six months of the year, driven by a strong first quarter," said
Rod Sherwood, President.

In response to current conditions, on August 17th, Westwood One renegotiated
its capital structure and modified its debt leverage covenants with its
lenders to provide the Company with additional liquidity, and increased
operating and financial flexibility. The Gores Group is infusing additional
capital of up to $20 million in the form of $15 million of equity and $5
million by guaranteeing an increased revolver. $10 million of this capital
will be provided by September 7th. The remainder will be provided by Gores no
later than February 28, 2011 unless the Company receives net cash proceeds of
at least $10 million from the issuance and sale of Company equity from any
other party. As part of the amendments, the quarterly debt leverage covenants
were eased for the remainder of the term, beginning with September 30, 2010.
These new covenant levels will provide the Company with a significant increase
in operational and financial flexibility, reduce financial risk, and allow the
Company to manage its business strategically, including considering
investments and other opportunities for growth.

Network Radio revenue was flat for the second quarter of 2010, and was up 4.7%
for the first six months of the year. Revenue for the total Metro Traffic
business was flat in the second quarter (as gains in Metro Traffic radio were
offset by decreases in Metro Television revenue) and was up 3.2% for the first
six months of the year. Metro Traffic radio revenue was up 3.0% in the second
quarter, and up 3.2% for the first six months of the year, reflecting slow but
steady growth in local radio advertising. Metro Television revenue declined by
10.2% in the second quarter, but showed gains of 3.1% for the first six months
of the year.

Westwood One is showing increased bookings in both Metro Traffic and Network
Radio in the third and fourth quarters, as advertising spending regains
momentum. Bookings are positive especially for traffic advertising and for
sports programming, which gets underway with the kick-off of the NFL season in
September. In addition, there are positive indications in the current TV
upfront on a revenue basis.

Westwood One's operating loss in the second quarter was $3.0 million, which
represents a $5.3 million improvement over the second quarter of 2009. This
improvement was due to lower restructuring and special charges, depreciation
expenses and corporate expense. Free cash flow(1) in the second quarter was
$6.0 million, representing an improvement of $25.0 million, as compared to a
free cash flow usage of $19.0 million in 2009. This was due to a favorable
change in working capital, a federal tax refund, and a lower net loss,
partially offset by changes in deferred taxes and higher capital expenditures.


Adjusted EBITDA decreased to $4.6 million from $9.1 million in the second
quarter of 2009. The primary EBITDA decrease was in the Metro Traffic
business, where earnings were up slightly for Metro Traffic radio, but were
offset by significant decreases for Metro Television. In the Metro Television
business, declining revenue, a tight scatter market and related inventory
pricing pressures contributed to lower margins. Earnings for Network Radio
declined due to increased expenses for programming and production, and
investments in the salesforce for Network Radio.

The Company's strategy for the second half of 2010 remains focused on meeting
the needs of affiliate and advertising customers by creating customized
solutions through high quality programming and utilizing all of Westwood One's
assets to attract the targeted audiences they seek.

In the second quarter Westwood One introduced new and expanded programming in
Network Radio, including renewing The Dennis Miller Show and NBC News Radio
for multi-year terms, and launching The Gayle King Show in major markets,
including Los Angeles, Philadelphia, Minneapolis and Atlanta.

In music and entertainment programming, the Company launched a weekend show
for CMT Radio Live in May, and in June, along with MTV Networks, launched VH1
Classic Rock Nights with Eddie Webb. In the events world, Westwood One
continued a series of exclusive radio broadcast partnerships with the GRAMMYS,
the Academy of Country Music Awards (ACM), the CMT Music Awards for country
music, the BET Awards, and the MTV Video Music Awards (VMA).These exclusive
events offered advertisers unique sponsorships and gave affiliates a wealth of
music and entertainment talent for their local broadcasts.

In Metro Traffic, the traffic affiliate base was expanded in key markets,
adding new stations in Los Angeles, Dallas, Washington, DC and Baltimore. In
addition, major market stations were added for The Weather Channel and four
all-sports stations were signed for live, local, custom Sports Reports.

Three Months Ended June 30, 2010 (3)

For the three months ended June 30, 2010, revenue was $83.4 million, a
decrease of $0.3 million, or 0.2%, compared to $83.7 million in the second
quarter of 2009.

Network Radio revenue was $40.0 million in the second quarter of 2010, a
decrease of $0.2 million, or 0.3%, compared to $40.2 million in the second
quarter of 2009. Although advertising revenue was up in sports, music and
entertainment programming, it was offset by declines in talk radio and other
news programming.

Overall, Metro Traffic revenue for the second quarter was $43.4 million, a
decrease of $0.1 million, or 0.2%, from $43.5 million in 2009. Revenue for
Metro Traffic radio increased, particularly in the key categories of
automotive, financial services and restaurants, but this gain was offset by
declining revenue for Metro Television.

The operating loss in the second quarter of 2010 improved by $5.3 million, to
$3.0 million from $8.3 million in 2009. The improvement reflects decreased
restructuring and special charges of $7.3 million, lower depreciation expense
of $1.7 million and lower corporate expense of $0.7 million. These decreases
were partially offset by investments in Network Radio programming and in the
salesforces for both Network Radio and Metro Traffic radio, and by lower
revenue and higher cash-buy inventory costs in Metro Television.

Adjusted EBITDA (1) for the second quarter of 2010 was $4.6 million, a
decrease of $4.5 million from $9.1 million in 2009. This earnings decline was
primarily the result of Metro Television, which experienced higher inventory
cash buys related to market pricing pressures, and a decline in advertising
revenues. Network Radio's earnings declined due to higher expenses in
programming and production, and investments in salespeople.

Interest expense in the second quarter of 2010 increased $1.3 million, or
28.9%, to $6.0 million from $4.7 million in the second quarter of 2009. This
reflects the higher average interest rates on the outstanding debt, which
resulted from the refinancing that closed in April 2009, amendment costs
associated with the amendment of the debt agreements in the first quarter of
2010, and increased interest expense related to a capital lease incurred in
connection with the Culver City sale-leaseback transaction that closed in
December 2009.

The Company's tax benefit increased $0.6 million to $3.5 million in the second
quarter of 2010 compared to $2.9 million in the second quarter of 2009 due to
a higher effective tax rate, partially offset by a lower pre-tax loss.

For the second quarter of 2010, net loss was $5.4 million, or $0.26 per
diluted share, compared with a net loss of $10.0 million, or $29.48 per
diluted share in 2009. Per share amounts reflect the effect of the 200-for-1
reverse stock split of our common stock that occurred on August 3, 2009.
Second quarter 2009 average share amounts are significantly lower than second
quarter 2010 as a result of the conversions of shares of preferred stock in
July and August 2009.

Free cash flow (2) in the second quarter of 2010 was $6.0 million as compared
to a free cash flow usage of $19.0 million in 2009, representing an
improvement of $25.0 million. This was due to a favorable change in working
capital of $13.7 million, a federal tax refund of $12.9 million and a lower
net loss of $4.5 million, partially offset by changes in deferred taxes of
$5.5 million and higher capital expenditures of $0.6 million. 

Six Months Ended June 30, 2010 (3)

For the six months ended June 30, 2010, revenue increased $6.8 million, or
4.0%, to $176.3 million compared with $169.5 million for the six months ended
June 30, 2009. 

Network revenue increased to $95.6 million from $91.3 million for 2009, an
increase of $4.3 million, or 4.7%. This increase was primarily from higher
sports advertising revenue, including the NCAA Men's Basketball Championship,
the NFL games, and the 2010 Winter Olympics, partially offset by decreases in
talk radio.

Metro Traffic revenue for the six months ended June 30, 2010 increased to
$80.7 million from $78.2 million in 2009, an increase of $2.5 million, or
3.2%. This increase was primarily the result of increased radio advertising
revenue in the automotive, financial services and restaurant sectors, and
increased television advertising revenue in the first quarter of 2010.

The operating loss in the six months ended June 30, 2010 was $9.5 million
compared with an operating loss of $27.9 million in 2009, or a decrease in
operating loss of $18.4 million. The decreased loss reflects the increase in
revenue, lower restructuring and special charges and lower operating expenses.

Adjusted EBITDA (1) for the six months ended June 30, 2010 was $6.8 million,
an increase of $4.7 million from $2.1 million in 2009. This improvement was
due to increased Network Radio and Metro Traffic revenue, and lower
production, programming, and station compensation expenses, partially offset
by higher inventory-related operating costs. These lower expenses resulted
from our cost reduction programs enacted in late 2008 and 2009.

Interest expense in the six months ended June 30, 2010 increased $3.5 million,
or 43.7%, to $11.4 million from $7.9 million in 2009. This reflects the higher
average interest rates on our outstanding debt, which resulted from the April
2009 refinancing, amendment costs associated with our amendment of our debt
agreements in the first quarter of 2010, and increased interest expense
related to a capital lease incurred in connection with the December 2009Culver
City sale-leaseback transaction. 

The Company's tax benefit decreased $1.5 million to $8.8 million in the six
months ended June 30, 2010 compared to $10.3 million in 2009 due to a higher
effective tax rate, partially offset by a lower pre-tax loss in the first six
months of 2010 as compared to the first six months of 2009.

For six months ended June 30, 2010, net loss was $12.1 million, or $0.59 per
diluted share, compared with a net loss in 2009 of $25.1 million, or $62.39
per diluted share. Per share amounts reflect the effect of the 200-for-1
reverse stock split of our common stock that occurred on August 3, 2009.
Average share amounts for the six months ended June 30, 2009 were
significantly lower than the six months ended June 30, 2010 as a result of the
conversions of shares of preferred stock in July and August 2009.

Free cash flow (2) for the six months ended June 30, 2010 was $8.7 million as
compared to a free cash flow usage of $18.0 million for the comparable period
in 2009, representing an improvement of $26.7 million. This was due to a
federal tax refund of $12.9 million, favorable changes in working capital of
$6.3 million and a lower net loss of $13.0 million, partially offset by
changes in deferred taxes of $3.9 million and higher capital expenditures of
$1.6 million.

Outlook

Westwood One is positioned to take advantage of a stronger marketplace with an
expanded salesforce, and investments in new programming that the Company
believes will help drive growth in the future. In addition, the Company has
increased its operational and financial flexibility by securing increased
capital from Gores, and amending its debt agreements.

There is favorable momentum in bookings for Network Radio and Metro Traffic
radio for the third and fourth quarters, as well as positive indications in
Metro Television's upfront revenue. As a result, the Company remains
cautiously optimistic that the Company's advertising revenue will improve as
advertising spending in the industry increases during the second half of 2010.

About Westwood One

Westwood One (Nasdaq: WWON) is one of the nation's largest providers of
network radio programming and one of the largest domestic providers of traffic
information in the U.S. Westwood One serves more than 5,000 radio and 165 TV
stations in the U.S. Westwood One provides over 150 news, sports, music, talk
and entertainment programs, features and live events to numerous media
partners. Through its Metro Traffic business, Westwood One provides traffic
reporting and local news, sports and weather to more than 2,250 radio and TV
stations. Westwood One also provides digital and other cross-platform delivery
of its Network and Metro Traffic content to over 700 radio, television and
newspaper affiliates.

Footnotes to Press Release

(1) Free cash flow is a non-GAAP financial measure that is reconciled to net
cash provided by (used in) operating activities, its most directly comparable
GAAP measure, in the accompanying financial tables. Free cash flow is defined
by the Company as net cash provided by (used in) operating activities, less
capital expenditures. The Company uses free cash flow, among other measures,
to evaluate its operating performance. Management believes free cash flow
provides investors with an important perspective on the Company's cash
available to service debt and the Company's ability to make strategic
acquisitions and investments, maintain its capital assets and fund ongoing
operations. As a result, free cash flow is a significant measure of the
Company's ability to generate long term value. The Company believes the
presentation of free cash flow is relevant and useful for investors because it
allows investors to view performance in a manner similar to the method used by
management. In addition, free cash flow is also a primary measure used
externally by the Company's investors, analysts and peers in its industry for
purposes of valuation and comparing the operating performance of the Company
to other companies in its industry. 

As free cash flow is not a measure of performance calculated in accordance
with GAAP, free cash flow should not be considered in isolation of, or as a
substitute for, net income as an indicator of operating performance or net
cash provided by (used in) operating activities as a measure of liquidity.
Free cash flow, as the Company calculates it, may not be comparable to
similarly titled measures employed by other companies. In addition, free cash
flow does not necessarily represent funds available for discretionary use and
is not necessarily a measure of the Company's ability to fund its cash needs.
In arriving at free cash flow, the Company adjusts net cash provided by (used
in) operating activities to remove the impact of cash flow timing differences
to arrive at a measure which the Company believes more accurately reflects
funds available for discretionary use. Specifically, the Company adjusts net
cash provided by (used in) operating activities (the most directly comparable
GAAP financial measure) for capital expenditures, special charges, and
deferred taxes, in addition to removing the impact of sources and or uses of
cash resulting from changes in operating assets and liabilities. Accordingly,
users of this financial information should consider the types of events and
transactions which are not reflected.

(2) Adjusted EBITDA is a non-GAAP financial measure that is reconciled to net
cash provided by (used in) operating activities, its most directly comparable
GAAP measure, in the accompanying financial tables. Adjusted EBITDA is
defined as net cash provided by (used in) operating activities adjusted to
exclude the following: interest expense, income tax expense (benefit),
restructuring charges, special charges, other non-operating income,
amortization of deferred financing costs and changes in assets and liabilities
including deferred tax assets and liabilities.

Adjusted EBITDA is used by the Company to calculate its compliance with its
debt covenants under the terms of its senior notes and senior credit facility.
The Company believes this measure is relevant and useful for investors because
it allows investors to view performance in the same manner as the Company's
lenders (who also own approximately 22.5% of the Company's equity as a result
of the refinancing, excluding Gores). 

Since Adjusted EBITDA is not a measure of performance calculated in accordance
with GAAP, it should not be considered in isolation of, or as a substitute
for, consolidated statements of operations and cash flow data prepared in
accordance with GAAP. Adjusted EBITDA as the Company calculates it, may not
be comparable to similarly titled measures employed by other companies. In
addition, this measure does not necessarily represent funds available for
discretionary use, and is not necessarily a measure of the Company's ability
to fund its cash needs. The Company uses Adjusted EBITDA as a liquidity
measure, which is different from operating cash flow, the most directly
comparable GAAP financial measure calculated and prepared in accordance with
GAAP. Users of this financial information should consider the types of events
and transactions which are excluded. 

(3) As a result of our April 2009 refinancing, we applied the acquisition
method of accounting and applied the SEC rules and the authoritative guidance
regarding "push down" accounting treatment. Accordingly, our consolidated
financial statements and transactional records prior to the closing of the
refinancing reflect the historical accounting basis in our assets and
liabilities and are labeled predecessor company, while such records subsequent
to the refinancing are labeled successor company and reflect the push down
basis of accounting for the new fair values in our financial statements. This
is presented in our consolidated financial statements by a vertical black line
division which appears between the columns entitled Predecessor Company and
Successor Company on the statements and relevant notes. The black line
signifies that the amounts shown for the periods prior to and subsequent to
the refinancing are not comparable. Management, however, continues to use such
statements to measure the Company's performance against comparable prior
periods. For purposes of presenting a comparison of our 2009 results to the
current periods, we have presented our 2009 results as the mathematical
addition of the predecessor company and successor company periods. We believe
that this presentation provides the most meaningful information about our
results of operations. This approach is not consistent with GAAP, may yield
results that are not strictly comparable on a period-to-period basis, and may
not reflect the actual results we would have achieved.

Forward-Looking Statements

Certain statements in this release constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. The words or phrases "guidance," "expect,"
"anticipate," "estimates" and "forecast" and similar words or expressions are
intended to identify such forward-looking statements. In addition any
statements that refer to expectations or other characterizations of future
events or circumstances are forward-looking statements. Various risks that
could cause future results to differ from those expressed by the
forward-looking statements included in this release include, but are not
limited to: continued declines in our operating income; the availability of
additional financing and future amendments to our debt agreements; our future
cash flow from operations and our ability to achieve our financial forecast; a
significant amount of indebtedness that contain various covenants and limited
liquidity, which could adversely affect our future business operations and
conditions, or cause the acceleration of debt repayment; the substantially
increased cost of our indebtedness; changes to our CBS arrangement; increased
proliferation of free traffic content; introduction of the Portable People
Meter™; maintenance of an effective system of internal controls; increased
competition technological changes and innovations; failure to obtain or retain
the rights in popular programming; acceptance of our content; further
impairment charges and; Gores' influence over our corporate actions. Our key
risks are described in our reports filed with the SEC, including our Annual
Report on Form 10-K for the year ending December 31, 2009 and our Quarterly
Report on Form 10-Q for the quarter ended June 30, 2010. Except as otherwise
stated in this news announcement, Westwood One, Inc. does not undertake any
obligation to publicly update or revise any forward-looking statements because
of new information, future events or otherwise.

                             WESTWOOD ONE, INC
                    CONSOLIDATED STATEMENT OF OPERATIONS
                  (In thousands, except per share amounts)
                                (Unaudited)
                           Successor Company            Predecessor Company
                    For the                 For the     For the     For the
                     Three      For the     Period       Period     Period
                     Months    Six Months  April 24    April 1 to  January 1
                   Ended June  Ended June   to June    April 23,   to April
                    30, 2010    30, 2010   30, 2009       2009     23, 2009
                      $          $      $         $       $   
Revenue                83,444     176,286     58,044      25,607    111,474
Operating costs        76,708     165,156     52,210       20,402    111,309
Depreciation and
amortization            4,689       9,185      5,845          521      2,584
Corporate general
and 
administrative
expenses                2,916       6,828      2,313        1,267      4,519
Restructuring
charges                 1,118       1,861      1,454          536      3,976
Special charges           976       2,799        368        7,010     12,819
Total expenses         86,407     185,829     62,190       29,736    135,207
Operating loss        (2,963)     (9,543)    (4,146)      (4,129)   (23,733)
Interest expense        5,993      11,369      4,692         (41)      3,222
Other expense
(income)                  (3)         (2)        (4)         (59)      (359)
Loss before income
tax                   (8,953)    (20,910)    (8,834)      (4,029)   (26,596)
Income tax benefit    (3,535)     (8,769)    (2,650)        (254)    (7,635)
                      $          $      $         $       $   
Net loss              (5,418)    (12,141)    (6,184)     (3,775)   (18,961)
Net loss
attributable to 
common                $          $      $         $       $   
stockholders          (5,418)    (12,141)    (9,595)     (5,387)   (22,037)
Loss per share:
Common Stock
                    $       $        $         $     $    
Basic                  (0.26)      (0.59)    (18.85)     (10.67)    (43.64)
                    $       $        $         $     $    
Diluted                (0.26)      (0.59)    (18.85)     (10.67)    (43.64)
Class B stock
                                           $        $      $    
Basic                                           -         -      -
                                           $        $      $    
Diluted                                         -         -      -
Weighted average shares
outstanding:
Common Stock
Basic                  20,544      20,544        509          505        505
Diluted                20,544      20,544        509          505        505
Class B stock
Basic                                              1            1          1
Diluted                                            1            1          1
 See Non-GAAP Combined Consolidated Statement of Operations for comparable
                        2009 Income Statement data.

                              WESTWOOD ONE, INC
                         CONSOLIDATED BALANCE SHEETS
                  (In thousands, except per share amounts)
                                           June 30, 2010    December 31, 2009
                                            (unaudited)         (audited)
ASSETS
Current assets:
                                                            $        
 Cash and cash equivalents               $      4,394           4,824
 Accounts receivable, net of allowance
 for doubtful accounts                              87,012             87,568
 Income tax receivable                                   -             12,355
 Prepaid and other assets                           17,004             20,994
       Total current assets                        108,410            125,741
Property and equipment, net                         36,481             36,265
Intangible assets, net                              97,943            103,400
Goodwill                                            38,945             38,917
Other assets                                         3,042              2,995
                                                            $        
       TOTAL ASSETS                        $    284,821           307,318
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
                                                            $        
 Accounts payable                         $     43,237           40,164
 Amounts payable to related parties                    900                129
 Deferred revenue                                    2,511              3,682
 Accrued expenses and other liabilities             27,070             28,864
 Current maturity of long-term debt                      -             13,500
       Total current liabilities                    73,718             86,339
Long-term debt                                     131,390            122,262
Deferred tax liability                              43,490             50,932
Due to Gores                                        10,019             11,165
Other liabilities                                   19,560             18,636
       TOTAL LIABILITIES                           278,177            289,334
Commitments and Contingencies
STOCKHOLDERS' EQUITY
Common stock, $.01 par value:
authorized: 5,000,000 shares 
 issued and outstanding: 20,544 (2010)
 and 20,544 (2009)                                     205                205
Class B stock, $.01 par value:
authorized: 3,000 shares;
 issued and outstanding: 0                               -                  -
Additional paid-in capital                          81,970             81,268
Net unrealized gain                                    210                111
Accumulated deficit                               (75,741)           (63,600)
       TOTAL STOCKHOLDERS' EQUITY                    6,644             17,984
       TOTAL LIABILITIES AND                                $        
       STOCKHOLDERS' EQUITY                $    284,821           307,318

                              WESTWOOD ONE, INC
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (In thousands)
                                 (unaudited)
                                                               Predecessor
                                   Successor Company             Company
                                               For the
                               For the Six   Period April    For the Period
                              Months Ended    24 to June      January 1 to
                              June 30, 2010    30, 2009      April 23, 2009
Cash Flows from Operating
Activities:
                                                            $        
                                  $         $                   
Net loss                         (12,141)      (6,184)            (18,961)
Adjustments to reconcile net
loss to net   cash
provided by operating
activities:
   Depreciation and
   amortization                       9,185         5,845               2,584
   Loss on disposal of
   property and equipment                 -            76                 188
   Deferred taxes                   (8,622)         2,162             (6,873)
   Non-cash equity-based
   compensation                       1,881           852               2,110
   Amortization of deferred
   financing costs                        -             -                 331
   Federal tax refund                12,940             -                   -
   Net change in other assets
   and liabilities                    9,979      (17,078)              19,844
   Net cash provided by (used
   in) operating activities          13,222      (14,327)               (777)
Cash Flows from Investing
Activities:
   Capital expenditures             (4,540)       (1,546)             (1,384)
   Acquisition of assets                  -             -                   -
   Proceeds from sale of
   marketable securities                  -             -                   -
   Net cash used in investing
   activities                       (4,540)       (1,546)             (1,384)
Cash Flows from Financing
Activities:
   Proceeds from Revolving
   Credit Facility                    7,000             -                   -
   Repayments of Senior Notes      (15,500)             -                   -
   Payments of capital lease
   obligations                        (612)         (152)               (271)
   Proceeds from term loan                -        20,000                   -
   Debt repayments                        -      (25,000)                   -
   Issuance of Series B
   Convertible Preferred
   Stock                                  -        25,000                   -
   Net cash (used in)
   provided by financing
   activities                       (9,112)        19,848               (271)
    Net increase in cash and
   cash equivalents                   (430)         3,975             (2,432)
    Cash and cash
   equivalents, beginning of
   period                             4,824         4,005               6,437
                                                            $        
    Cash and cash            $         $                   
   equivalents, end of period        4,394        7,980              4,005

                              WESTWOOD ONE, INC
                       ADJUSTED EBITDA RECONCILIATION
                               (In thousands)
                          For the Three Months ended     For the Six Months
                                   June 30,                ended June 30,
                            2010             2009         2010        2009
Net cash (used in)
provided by  operating
activities                  $ 8,307        $ (17,238)   $ 13,222  $ (15,104)
Interest expense               5,993             4,651     11,369       7,914
Income taxes (benefit)       (3,535)           (2,904)    (8,769)    (10,285)
Restructuring                  1,118             1,990      1,861       5,430
Special charges and
other (a)                        976             7,378      3,395      13,187
Investment income                  -             (263)          -       (263)
Other non-operating
income                           (3)              (63)        (2)       (363)
Deferred taxes                 3,515           (1,987)      8,622       4,711
Amortization of deferred
 financing costs                  -              (23)          -       (331)
Federal tax refund          (12,940)                 -   (12,940)           -
Change in assets and
liabilities                    1,211            17,529    (9,979)     (2,766)
AdjustedEBITDA             $ 4,642        $  9,070  $  6,779  $  2,130
(a) Includes $596 of special charges classified as operating costs in the
Statement of Operations for the six months ended June 30, 2010.

                              WESTWOOD ONE, INC
                        FREE CASH FLOW RECONCILIATION
                               (In thousands)
                               Three Months Ended June  Six Months Ended June
                                         30,                     30,
                                 2010         2009        2010        2009
Net cash provided by operating
activities                       $ 8,307    $ (17,238)   $ 13,222  $ (15,104)
(Less) Capital expenditures      (2,357)       (1,761)    (4,540)     (2,930)
Free Cash Flow                   $ 5,950    $ (18,999)  $  8,682  $ (18,034)

                             WESTWOOD ONE, INC.

           NON-GAAP COMBINED CONSOLIDATED STATEMENT OF OPERATIONS

                               (In thousands)

                                 (unaudited)
                           Successor         Predecessor
                            Company            Company        Combined Total
                         For the Period     For the Period     For the Three
                        April 24 to June   April 1 to April    Months Ended
                            30, 2009           23, 2009        June 30, 2009
                         $          $          $       
Revenue                      58,044        25,607       83,651
Operating costs                   52,210              20,402           72,612
Depreciation and
amortization                       5,845                 521            6,366
Corporate general and 
administrative expenses            2,313               1,267            3,580
Restructuring charges              1,454                 536            1,990
Special charges                      368               7,010            7,378
Total expenses                    62,190              29,736           91,926
Operating loss                   (4,146)             (4,129)          (8,275)
Interest expense                   4,692                (41)            4,651
Other expense (income)               (4)                (59)             (63)
Loss before income tax           (8,834)             (4,029)         (12,863)
Income tax benefit               (2,650)               (254)          (2,904)
                                           $        
                         $                       $       
Net loss                    (6,184)             (3,775)      (9,959)
                           Successor         Predecessor
                            Company            Company        Combined Total
                         For the Period     For the Period      For the Six
                        April 24 to June  January 1 to April   Months Ended
                            30, 2009           23, 2009        June 30, 2009
                         $          $          $       
Revenue                      58,044        111,474       169,518
Operating costs                   52,210             111,309          163,519
Depreciation and
amortization                       5,845               2,584            8,429
Corporate general and 
administrative expenses            2,313               4,519            6,832
Restructuring charges              1,454               3,976            5,430
Special charges                      368              12,819           13,187
Total expenses                    62,190             135,207          197,397
Operating loss                   (4,146)            (23,733)         (27,879)
Interest expense                   4,692               3,222            7,914
Other expense (income)               (4)               (359)            (363)
Loss before income tax           (8,834)            (26,596)         (35,430)
Income tax benefit               (2,650)             (7,635)         (10,285)
                         $          $          $       
Net loss                    (6,184)       (18,961)      (25,145)

SOURCE Westwood One, Inc.

Website: http://www.westwoodone.com
Contact: Chris Miller, Westwood One, +1-212.641.2108,
chris_miller@westwoodone.com