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

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

  PR Newswire

  NEW YORK, Nov. 15, 2010

NEW YORK, Nov. 15, 2010 /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 third quarter ended September 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 to approximately 5,000 radio stations, distributing over 150 news,
sports, music, talk and entertainment programs. 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 third quarter revenue increased $9.5 million, or 12.1%, to
$88.0million from $78.5million in 2009. Revenue for the first nine months of
the year increased $16.2 million, or 6.6%, to $264.2million compared to
$248.0million in 2009.

"We have achieved revenue increases in each of our businesses in the third
quarter," said Rod Sherwood, President. "Our Metro Traffic Radio and
Television businesses experienced double-digit revenue increases, and Network
Radio revenue grew by 9.3%. We outpaced growth in the market for the third
quarter where local/national spot radio advertising was up 5%, and network
advertising was up 4.6%, according to industry analysts. This growth reflects
a stabilizing advertising market. It also reflects the results of our
three-pronged strategy of providing solutions to our advertising customers,
offering new programming to an expanded affiliate base, and investing in our
salesforce and infrastructure to grow revenue and continually improve our
client service."

In the third quarter of 2010, Westwood One also increased its operating and
financial flexibility, and reduced its financial risk, by significantly easing
its debt leverage covenants with its lenders and obtaining $10 million in
additional liquidity. An additional $10 million equity infusion from The Gores
Group is planned for early next year. The improved capital structure allows
the Company to consider investments and other growth opportunities to
strategically expand its business.

Each of Westwood One's divisions delivered improved revenue performance in
2010 compared to the same period in 2009. Network Radio revenue was up 9.3%
for the third quarter, and 6.1% for the first nine months of the year. Network
Radio outpaced the overall market, which grew by 4.6% in the third quarter,
according to the September Miller Kaplan report. Network Radio launched the
2010 NFL and NCAA Football packages in the third quarter, which are pacing
ahead of last year's record pace.

Revenue for the total Metro Traffic business was up 15.0% in the third quarter
and up 7.1% for the first nine months of the year. Metro Traffic Radio revenue
was up 16.0% in the third quarter, and up 7.4% for the first nine months of
the year, reflecting increases in the four key categories of financial
services, automotive, retail and restaurants. Metro Television revenue
increased by 11.9% in the third quarter consistent with a strong television
upfront, and was up 6.1% for the first nine months of the year.

"We see continued momentum in advertising revenue across our Radio businesses
in the fourth quarter of the year," said Sherwood. "Upfront presentations are
strong, and our Radio businesses are pacing ahead of 2009, with double-digit
percentage increases."

Westwood One's operating loss in the third quarter was $3.1million, which
represents a $57.0 million improvement over the third quarter of 2009. This
improvement was largely due to the absence of the 2009 impairment charge of
$50.5 million. In addition, the improvement in operating loss reflects
increased income in the Metro Traffic and Network businesses, lower
depreciation expense of $3.6 million, and lower corporate expenses.

Adjusted EBITDA doubled to $4.5million compared to $2.2million in the third
quarter of 2009. Adjusted EBITDA increased primarily due to increased Metro
Traffic Adjusted EBITDA, and decreased corporate expense. Earnings for Network
Radio increased as a result of higher revenue, partially offset by increased
expenses for programming and production and investments in the Network Radio
salesforce.

In other business highlights, Westwood One's Network Radio now has the largest
share of daypart-specific inventory delivering audiences for all key demos,
including the 25-54 and 18-49 age groups in Adults, Men and Women. Other new
Network initiatives include the CMT Radio Live with Cody Alan tour, which has
performed in several cities with top artists like LeAnn Rimes, Lee Brice, and
Steel Magnolia. In addition, Perez Hilton Fab 30 Countdown is now broadcast in
six of the top 10 markets, including New York, Los Angeles, and Chicago.

The Metro Traffic business achieved growth in revenue and adjusted EBITDA by
delivering a solid advertising performance across key categories, growing its
affiliate base, and expanding its Sigalert digital business to additional
radio and television affiliates. Recently, Metro Traffic Radio announced a
partnership with Univision Radio, the leading Spanish-language radio
broadcaster in the U.S., to be the exclusive provider of traffic content for
Univision Radio stations in fourteen major markets.

The Company also merged its Radio and Television affiliate sales teams to
drive increased affiliations in both divisions. In radio, Metro Traffic added
new affiliates for its traffic, sports and news products, including stations
from Hearst Broadcasting (Milwaukee), ESPN Radio (Los Angeles), Salem
(Washington, D.C.), Carter Broadcasting (Kansas City), Next Media (Chicago),
and Emmis (Austin). Metro Television introduced its new Sigalert television
graphics package which is now carried by fourteen TV affiliates, including
four new stations, and growing.

In the future, Westwood One will maintain its strategic focus on developing
solutions for its advertising customers, distributing the highest quality
programming to its affiliates, and investing in its infrastructure to
streamline operations, reduce costs and better serve clients.

Three Months Ended September30, 2010 (3)

For the three months ended September30, 2010, revenue was $88.0million, an
increase of $9.5million, or 12.1%, compared to $78.5million in the third
quarter of 2009.

Network Radio revenue was $44.2million, an increase of $3.8million, or 9.3%,
compared to $40.4million in the third quarter of 2009. Advertising revenue
was up in sports, news, music and entertainment programming, which was
partially offset by declines in talk radio.

Overall, Metro Traffic revenue for the third quarter was $43.7million, an
increase of $5.7 million, or 15.0%, from $38.0million in 2009. Revenue for
Metro Traffic radio increased by 16.0%, with growth coming primarily from the
key categories of automotive, financial services, retail and restaurants.
Revenue for Metro Television increased by 11.9% in the third quarter.

Operating loss in the third quarter of 2010 improved by $57.0million, to
$3.1million from $60.1million in 2009. The improvement reflects the absence
of the 2009 impairment charge of $50.5 million, lower depreciation expense of
$3.6million, improvement in the Metro Traffic results of $1.4 million and
lower corporate expense of $1.1million.

Adjusted EBITDA (1) for the third quarter of 2010 was $4.5million, an
increase of $2.3 million from $2.2million in 2009. This earnings increase was
primarily the result of increased revenue from Metro Traffic and Network
Radio, partially offset by higher operating costs. Corporate expense declined
for the third quarter of 2010.

Interest expense in the third quarter of 2010 increased $0.9million, or
18.2%, to $5.8million from $4.9million in the third quarter of 2009. This
reflects higher average balances of outstanding debt, which resulted from
increased borrowings, and increased interest expense related to a capital
lease incurred in connection with the Culver City sale-leaseback transaction
that closed in December2009.

Other expense in the third quarter of 2010 was $1.9 million which represents
the fair market value adjustment related to the $10 million equity investment
by The Gores Group planned for early 2011. This investment constitutes an
embedded derivative and has been valued in our third quarter financial
statements in accordance with derivative accounting.

The Company's tax benefit decreased $8.0million to $3.6million compared to
$11.6million in the third quarter of 2009, due to a lower pre-tax loss,
partially offset by a higher effective tax rate.

Net loss for the third quarter was $7.2million, or $0.35 per diluted share,
compared with a net loss of $53.6million, or $10.03 per diluted share in
2009. The year-over-year change in net loss reflects the absence of the 2009
impairment charge of $50.5 million and the reduced tax benefit of $8.0
million. Per share amounts reflect the effect of the 200-for-1 reverse stock
split of our common stock that occurred on August3, 2009. Third quarter 2009
average share amounts were significantly lower than in the third quarter of
2010 as a result of the conversions of shares of preferred stock into common
stock in July and August2009.

Free cash flow(2) usage in the third quarter of 2010 was $8.3 million as
compared to a free cash flow usage of $3.0 million in 2009, representing a
decreased cash flow of $5.3 million. This was due to an unfavorable working
capital change of $10.9 million, higher capital expenditures of $1.7 million,
a higher net loss of $4.2 million (absent the 2009 impairment charge of $50.5
million), and lower other non-cash adjustments of $3.1 million, partially
offset by a lower decrease in the deferred tax liability of $14.4 million.

Nine Months Ended September30, 2010 (3)

For the nine months ended September30, 2010, revenue increased $16.2million,
or 6.6%, to $264.2million compared with $248.0million in 2009. Network
revenue increased to $139.8million from $131.8million for 2009, an increase
of $8.0 million, or 6.1%. 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.

Overall, Metro Traffic revenue for the nine months ended September30, 2010
increased to $124.4million from $116.2 million in 2009, an increase of
$8.2million, or 7.1%. This increase was primarily the result of increased
radio advertising revenue in the automotive, financial services, retail and
restaurant sectors. It also reflects an increase in television advertising
revenue.

Operating loss in the nine months ended September30, 2010 was $12.7million
compared with an operating loss of $88.0million in 2009, or a decrease of
$75.3million. The decreased loss reflects the absence of the 2009 impairment
charge of $50.5 million, an increase in revenue, lower restructuring and
special charges, and lower depreciation and amortization, partially offset by
an increase in operating costs.

Adjusted EBITDA (1) for the nine months ended September30, 2010 was
$11.3million, an increase of $7.0million from $4.3million in 2009.

This improvement was due to increased Network Radio and Metro Traffic revenue,
and lower programming and production related expenses, partially offset by
higher inventory-related operating costs and payroll expenses which reflect
additional sales force hires in the first half of 2010, and variable
compensation tied to revenue increases. The lower programming and production
expenses resulted from our cost-reduction programs enacted in late 2008 and
2009. 

For the nine months ended September30, 2010, net loss was $19.4million, or
$0.94 per diluted share, compared with a net loss of $78.7million, or $34.28
per diluted share in 2009. The year-over-year change in net loss reflects the
absence of the 2009 impairment charge of $50.5 million, lower restructuring
and special charges of $14.1 million, and the reduced tax benefit of $9.5
million. 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 nine months ended September30, 2009 were significantly lower
than the nine months ended September30, 2010 as a result of the conversions
of shares of preferred stock into common stock in July and August2009.

Free cash flow(2) in the first nine months of 2010 was $0.4 million as
compared to a free cash flow usage of $21.0 million for the comparable period
in 2009, representing an increased cash flow of $21.4 million. This was due to
a federal tax refund of $12.9million in 2010, a lower decrease in the
deferred tax liability of $10.5 million and a lower net loss of $8.8 million
(absent the 2009 impairment charge of $50.5 million), partially offset by
working capital usage of $5.2 million, lower other non-cash adjustments of
$2.3 million, and higher capital expenditures of $3.3 million.

Outlook

Although the economic outlook remains uncertain, advertisers are maintaining
momentum in the marketplace and are continuing to execute their advertising
spending plans in the fourth quarter. The Company is cautiously optimistic
that the third quarter revenue growth trajectory in Network Radio and Metro
Traffic Radio will continue in the fourth quarter on a year-over-year basis,
based on favorable bookings to date.

Westwood One has announced the introduction of new talk programming, scheduled
to launch in the first quarter of 2011, and intends to continue bringing new
content to affiliates and advertisers which it expects will drive future
growth.

In addition, the Company has increased its operational and financial
flexibility which will enable it to consider investments and other strategic
growth opportunities.

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 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.

(2) 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.

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 secured 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 ourrefinancing that closed on April 23, 2009, 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 on April 23, 2009 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; our significant amount
of indebtedness and limited liquidity; our ability to comply with the
covenants of our debt; the higher cost of our indebtedness; 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; changes to our CBS arrangement; increased proliferation of free
traffic content; introduction of The Portable People Meter(TM); maintenance of
an effective system of internal controls; increased competition and
technological changes and innovations; failure to obtain or retain the rights
in popular programming; acceptance of our content; continued consolidation in
the industry; 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 ended December31,
2009 and our Quarterly Report on Form 10-Q for the quarter ended September30,
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)
                                                                  Predecessor
                                Successor Company                   Company
                                                                    For the
                                            Nine                    Period
                    Three Months Ended     Months     For the      January 1
                      September 30,        Ended       Period         to
                                                      April 24
                                                         to
                                         September   September     April 23,
                     2010       2009      30, 2010    30, 2009       2009
                                    $    $       $           $   
Revenue             $ 87,952    78,474    264,238     136,518       111,474
Operating costs       82,156     74,290     247,312     126,500       111,309
Depreciation and
amortization           4,506      8,065      13,691      13,910         2,584
Corporate general
and 
administrative
expenses               2,346      3,562       9,174       5,875         4,519
Goodwill
impairment                 -     50,501           -      50,501             -
Restructuring
charges                  561      1,372       2,422       2,826         3,976
Special charges        1,496        820       4,295       1,188        12,819
Total expenses        91,065    138,610     276,894     200,800       135,207
Operating loss       (3,113)   (60,136)    (12,656)    (64,282)      (23,733)
Interest expense       5,822      4,925      17,191       9,617         3,222
Other expense          1,920         70       1,918          66         (359)
Loss before
income tax          (10,855)   (65,131)    (31,765)    (73,965)      (26,596)
Income tax
benefit              (3,616)   (11,581)    (12,385)    (14,231)       (7,635)
                                    $    $       $           $   
Net loss           $ (7,239)   (53,550)   (19,380)    (59,734)      (18,961)
Net loss
attributable to 
common                                $   $         $          $   
stockholders       $ (7,239)  (131,686)   (19,380)   (141,283)      (22,037)
Loss per share:
Common Stock
                         $       $     $       $         $    
Basic                 (0.35)    (10.03)    (0.94)    (18.19)       (43.64)
                         $       $     $       $         $    
Diluted               (0.35)    (10.03)    (0.94)    (18.19)       (43.64)
Class B stock
                                          $       $       $     
Basic                                        -      -           -
                                          $       $       $     
Diluted                                      -      -           -
Weighted average
shares
outstanding:
Common Stock
Basic                 20,921     13,135      20,671       7,769           505
Diluted               20,921     13,135      20,671       7,769           505
Class B stock
Basic                                                         1             1
Diluted                                                       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)
                                                               December 31,
                                          September 30, 2010       2009
                                                               (derived from
                                             (unaudited)         audited)
ASSETS
Current assets:
                                               $        $       
    Cash and cash equivalents                          4,058            4,824
    Accounts receivable, net of allowance
    for doubtful accounts                             86,382           87,568
    Federal income tax receivable                          -           12,355
    Prepaid and other assets                          25,012           20,994
           Total current assets                      115,452          125,741
Property and equipment, net                           36,925           36,265
Intangible assets, net                                95,215          103,400
Goodwill                                              38,945           38,917
Other assets                                           2,652            2,995
                                                                  $     
           TOTAL ASSETS                    $     289,189          307,318
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
                                                                $      
    Accounts payable                      $      42,677           40,164
    Amounts payable to related parties                   775              129
    Deferred revenue                                   3,249            3,682
    Accrued expenses and other
    liabilities                                       33,323           28,864
    Current maturity of long-term debt                     -           13,500
           Total current liabilities                  80,024           86,339
Long-term debt                                       135,631          122,262
Deferred tax liability                                39,358           50,932
Due to Gores                                          10,144           11,165
Other liabilities                                     19,203           18,636
           TOTAL LIABILITIES                         284,360          289,334
Commitments and Contingencies
STOCKHOLDERS' EQUITY
Common stock, $.01 par value: authorized:
5,000,000 shares 
    issued and outstanding: 21,314 (2010)
    and 20,544 (2009)                                    213              205
Class B stock, $.01 par value:
authorized: 3,000 shares; issued and
outstanding: 0                                             -                -
Additional paid-in capital                            87,611           81,268
Net unrealized (loss) gain                              (15)              111
Accumulated deficit                                 (82,980)         (63,600)
           TOTAL STOCKHOLDERS' EQUITY                  4,829           17,984
           TOTAL LIABILITIES AND                                  $     
           STOCKHOLDERS' EQUITY            $     289,189          307,318

                              WESTWOOD ONE, INC
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (In thousands)
                                 (unaudited)
                                                                Predecessor
                                    Successor Company             Company
                              For the Nine   For the Period
                              Months Ended    April 24 to     For the Period
                              September 30,  September 30,     January 1 to
                                  2010            2009        April 23, 2009
Cash Flows from Operating
Activities:
                                    $            $            $    
Net loss                         (19,380)       (59,734)         (18,961)
Adjustments to reconcile
net loss to net   cash
provided by operating
activities:
   Depreciation and
   amortization                      13,691          13,910             2,584
   Goodwill and intangible
   asset impairment                       -          50,501                 -
   Loss on disposal of
   property and equipment                 -             173               188
   Deferred taxes                  (12,167)        (15,824)           (6,873)
   Federal tax refund                12,940               -                 -
   Non-cash equity-based
   compensation                       2,671           2,385             2,110
   Paid-in-kind interest              4,348           2,922                 -
   Change in fair value of
   derivative liability               1,478               -                 -
   Amortization of deferred
   financing costs                        -               -               331
   Net change in other
   assets and liabilities             5,323        (10,811)            19,844
   Net cash provided by (used
   in) operating activities           7,426        (16,478)             (777)
Cash Flows from Investing
Activities:
   Capital expenditures             (7,058)         (2,355)           (1,384)
   Net cash used in
   investing activities             (7,058)         (2,355)           (1,384)
Cash Flows from Financing
Activities:
   Proceeds from Revolving
   Credit Facility                   10,000               -                 -
   Repayments of Senior
   Notes                           (15,500)               -                 -
   Issuance of common stock
   to Gores                           5,000               -                 -
   Payments of capital lease
   obligations                        (634)           (376)             (271)
   Deferred financing costs               -           (228)                 -
   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                       (1,134)          19,396             (271)
    Net increase in cash
   and cash equivalents               (766)             563           (2,432)
    Cash and cash
   equivalents, beginning of
   period                             4,824           4,005             6,437
    Cash and cash
   equivalents, end of            $         $        $       
   period                            4,058           4,568            4,005

                               WESTWOOD ONE, INC
                         ADJUSTED EBITDA RECONCILIATION
                                 (In thousands)
                             Three Months Ended         Nine Months Ended
                                September 30,             September 30,
                             2010         2009          2010         2009
Net loss                    $(7,239)     $(53,550)    $(19,380)     $(78,695)
Plus:
   Interest expense            5,822         4,925       17,191        12,839
   Income taxes
   provision (benefit)       (3,616)      (11,581)     (12,385)      (21,866)
   Depreciation and
   amortization                4,506         8,065       13,691        16,494
   Goodwill and
   intangible
   impairment                      -        50,501            -        50,501
   Restructuring and
   special charges (a)         2,057         2,192        7,313        20,809
   Sigalert earn-out
   (b)                           250             -          250             -
   Losses (gains) on
   sales of securities             -             -            -             -
   Other non-operating
   losses (gains)              1,920            69        1,918         (293)
   Stock-based
   compensation                  790         1,533        2,671         4,495
Consolidated Adjusted
EBITDA                      $ 4,490    $  2,154    $ 11,269    $  4,284
(a) Includes $596 of special charges classified as operating costs in the
Statement of Operations for the six months ended June 30, 2010.

(b) SigAlert earn-out refers to payments made to the members of Jaytu under
the acquisition agreements in connection with the delivery and acceptance of
certain traffic products in accordance with specifications mutually agreed
upon by the parties.

                              WESTWOOD ONE, INC
                        FREE CASH FLOW RECONCILIATION
                               (In thousands)
                             Three Months Ended         Nine Months Ended
                               September 30,              September 30,
                             2010          2009        2010          2009
Net cash provided by
operating activities       $ (5,796)     $ (2,151)     $ 7,426     $ (17,255)
(Less) Capital
expenditures                 (2,518)         (809)     (7,058)        (3,739)
Free Cash Flow             $ (8,314)     $ (2,960)    $  368     $ (20,994)

                              WESTWOOD ONE, INC

           NON-GAAP COMBINED CONSOLIDATED STATEMENT OF OPERATIONS

                               (In thousands)

                                 (unaudited)
                                              Predecessor
                        Successor Company       Company       Combined Total
                         For the Period
                           April 24 to      For the Period      Nine Months
                          September 30,      January 1 to     Ended September
                              2009          April 23, 2009       30, 2009
                              $       $                $    
Revenue                          136,518            111,474         247,992
Operating costs                   126,500            111,309          237,809
Depreciation and
amortization                       13,910              2,584           16,494
Corporate general and
 administrative
expenses                            5,875              4,519           10,394
Goodwill and
intangible impairment              50,501                  -           50,501
Restructuring charges               2,826              3,976            6,802
Special charges                     1,188             12,819           14,007
Total expenses                    200,800            135,207          336,007
Operating loss                   (64,282)           (23,733)         (88,015)
Interest expense                    9,617              3,222           12,839
Other expense (income)                 66              (359)            (293)
Loss before income tax           (73,965)           (26,596)        (100,561)
Income tax benefit               (14,231)            (7,635)         (21,866)
                              $       $                $    
Net loss                        (59,734)           (18,961)        (78,695)

SOURCE Westwood One, Inc.

Website: http://www.westwoodone.com
Contact: Chris Miller of Westwood One, +1-212-641-2108, +1-917-533-7224,
chris_miller@westwoodone.com
 
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