Cumulus Media Inc. announced that it has entered into an agreement to sell six radio stations to Educational Media Foundation (“EMF”) for $103.5 million in cash. Cumulus also announced that it has entered into a swap agreement with Entercom Communications Corp. under which Cumulus will obtain three stations in Indianapolis, lifting Cumulus into the leading ratings position in that market, in exchange for three Cumulus stations in two markets.

Mary G. Berner, President and Chief Executive Officer of Cumulus Media, said, “These transactions are consistent with our portfolio optimization strategy and both deals are accretive. The Entercom swap significantly bolsters our competitive position in Indianapolis and the EMF transaction generates substantial cash for debt repayment and investment in other business opportunities.”

Transaction Details

Under the terms of the agreement with EMF, EMF will acquire WYAY-FM (Atlanta, GA), WPLJ-FM (New York, NY), KFFG-FM (San Francisco, CA), WZAT-FM (Savannah, GA), WXTL-FM (Syracuse, NY), and WRQX-FM (Washington, DC) from Cumulus for a gross purchase price of $103.5 million. EMF will acquire all transmission equipment and assume all tower leases associated with the stations which collectively contribute approximately $5-7 million of EBITDA to Cumulus annually. 

Under the terms of the swap agreement with Entercom, Cumulus will receive WNTR-FM, WXNT-AM, and WZPL-FM in Indianapolis and Entercom will receive WNSH-FM (New York, NY) and WMAS-FM and WHLL-AM (both in Springfield, MA). In connection with the swap agreements, each party will commence a local marketing agreement to program the other party’s stations beginning on March 1, 2019.

Approvals and Timing to Close

The transactions are subject to customary closing conditions, including regulatory approval. Cumulus expects to complete both transactions during the second quarter of 2019.