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Zazove Associates, LLC, together with Zazove Associates, Inc. and Gene T. Pretti, reports passive ownership of common stock of Cumulus Media Inc. under an amended Schedule 13G.
The reporting persons collectively beneficially own 1,361,896 shares of Cumulus Media common stock, representing 7.9% of the class as of June 30, 2026. They report sole voting power and sole dispositive power over all 1,361,896 shares, with no shared voting or dispositive power.
Cumulus Media Inc. reports continued operating losses while undergoing a prepackaged Chapter 11 restructuring. For the three months ended June 30, 2026, net revenue was $167.9 million and net loss was $9.2 million; for the first half of 2026, net revenue was $332.4 million with a net loss of $26.1 million, narrower than a year earlier.
At June 30, 2026, the company had $61.1 million in cash and cash equivalents, total assets of $894.7 million, and a stockholders’ deficit of $217.1 million. Prepetition obligations of $1.04 billion are classified as Liabilities subject to compromise under ASC 852 as the company operates as a debtor-in-possession.
Under a confirmed plan of reorganization supported by holders of about 88.4% of its 2029 term loans and notes, all existing Class A and Class B common stock will be cancelled with no recovery for current shareholders, and new equity and convertible notes will be issued mainly to debt holders. Management discloses substantial doubt about the company’s ability to continue as a going concern until the restructuring is successfully completed.
Cumulus Media Inc. reported second quarter 2026 operating results while progressing through a Chapter 11 reorganization. For the three months ended June 30, 2026, net revenue was $167.9 million, down 9.7% year over year, with a net loss of $9.2 million and Adjusted EBITDA of $16.0 million. For the six-month period, net revenue was $332.4 million, down 11.0%, with a net loss of $26.1 million and Adjusted EBITDA of $18.7 million. The company noted that net loss improved substantially versus 2025, while Adjusted EBITDA declined. Broadcast radio revenue fell double digits, while digital revenue was roughly flat and other revenue was mixed. The company’s plan of reorganization has been confirmed by the Bankruptcy Court, and it expects the plan to become effective after FCC approval and other conditions are satisfied.
Cumulus Media Inc. reports that the U.S. Bankruptcy Court has confirmed its joint prepackaged Chapter 11 reorganization plan. The company expects the plan to become effective after Federal Communications Commission and other regulatory approvals.
As of April 3, 2026, Cumulus had 17,668,032 shares of common stock outstanding. Under the plan, all existing common shares and related equity interests will be cancelled on the effective date with no distribution, while new common stock, Special Warrants and Exit Convertible Notes will be issued to creditors. The new common stock is not expected to be listed on any securities exchange or registered under the Securities Act.
A company press release states the plan is expected to eliminate approximately $600 million of debt and strengthen the balance sheet. On the effective date, Cumulus intends to file Form 15 to deregister its common stock and immediately suspend SEC periodic reporting. The filing also details amended employment agreements for the CEO and CFO, reduced base salaries, revised severance multiples, and a new management incentive plan reserving 10% of the new common stock for awards.
Cumulus Media Inc. reports in its Form 10-K that it is operating under Chapter 11 protection to implement a comprehensive debt restructuring. The proposed plan would cancel all existing Class A and Class B common stock, with no recovery for current shareholders, and exchange secured 2029 debt for $50 million of new convertible notes plus most of the new equity. The reorganized company does not intend to list its new shares on a national exchange or maintain SEC reporting, while continuing to run 393 stations in 84 markets and a large podcast and network business as debtors-in-possession.
Cumulus Media Inc. reported weaker results for the three months and year ended December 31, 2025, while pursuing a prepackaged Chapter 11 restructuring begun on March 5, 2026. Full-year net revenue was $741.7M, down 10.3%, with a net loss of $200.7M and Adjusted EBITDA of $52.0M versus $82.7M in 2024.
In the fourth quarter, net revenue was $188.1M, down 14.0%, with a net loss of $135.1M and Adjusted EBITDA of $9.5M. Broadcast radio, especially network, declined, while digital and “other” revenue were more resilient. The company recorded $109.8M of intangible asset impairments in 2025, contributing to losses, but ended the year with $82.0M in cash and access to its 2020 revolving credit facility.
Cumulus Media Inc. notified the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 because the company and certain subsidiaries commenced voluntary Chapter 11 cases on March 4, 2026.
The company says Bankruptcy Court approval is required to retain PwC as its independent registered public accounting firm; the audit and opinion cannot be completed until retention is approved. The company currently expects consolidated net revenue of $741.7 million and a net loss of $200.7 million for 2025, and discloses substantial doubt about its ability to continue as a going concern.
Cumulus Media Inc. has entered into a restructuring support agreement with key lenders and filed voluntary Chapter 11 cases to implement a prepackaged reorganization plan. The plan is expected to cut funded debt by approximately $592 million through equitizing 2029 secured and other funded debt, and reduce annual cash interest by about $49 million. The company has an ABL commitment letter providing up to $100 million in amended and restated ABL commitments and is using cash collateral with creditor consent to continue operating as a debtor-in-possession.
The company states it expects no adverse operational impact and plans to pay employees and vendors in the ordinary course during the cases. Under the plan, general unsecured claims are expected to be unimpaired, while all existing Class A and Class B common stock will be cancelled for no consideration, with holders receiving no recovery. Cumulus warns that trading in its securities during the Chapter 11 process is highly speculative and that investors could suffer a significant or complete loss.
Cumulus Media Inc. reported a planned change on its board of directors. On January 14, 2026, Joan Hogan Gillman notified the company that she intends to resign from the board, effective January 15, 2026, upon the election of her successor. The board then appointed Carol Flaton as a director, effective January 15, 2026.
The company states that Ms. Flaton meets the independence requirements of SEC rules and will serve until the company’s 2026 annual meeting of stockholders, and until a successor is elected and qualified. She will receive cash compensation of $40,000 per month for her board service. The company issued a press release announcing her appointment, furnished as Exhibit 99.1.
Barclays PLC filed a Schedule 13G reporting a passive stake in Cumulus Media Inc. (Class A). Barclays reported beneficial ownership of 897,445 shares, representing 5.23% of the class as of 09/30/2025.
The filing lists sole voting power: 897,445 and sole dispositive power: 897,445, with no shared voting or dispositive power. Barclays is identified as a parent holding company (HC), with subsidiaries Barclays Bank PLC and Barclays Capital Inc noted. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.