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CUMULUS NEWS RELEASE JULY 25, 2000 CUMULUS AND CLEAR CHANNEL AGREE
TO AMENDED STATION SWAP AND ADDITIONAL SALES TO CLEAR CHANNEL, Two-part
deal now will generate $166 million cash to Cumulus
Atlanta, GA July 25, 2000 -- In a restructuring of its previous agreements, Cumulus Media Inc. (NASDAQ: CMLS) announced today that it will acquire 7 stations in 3 markets from Clear Channel Communications (NYSE: CCU) and, in two stages, will transfer to Clear Channel 55 stations in 10 markets (including 4 stations to be acquired from Connoisseur Communications). The result of the entire set of transactions will be to generate approximately $166 million in cash to Cumulus, which will provide additional funds for closing Connoisseur and other pending acquisitions. In the first phase of this transaction, which received approval from the U.S. Department of Justice Antitrust Division late last week, Cumulus will acquire the 7 stations being divested by Clear Channel in Cedar Rapids, IA; Shreveport, LA; and Melbourne, FL. In return, Clear Channel will acquire 25 stations in Ann Arbor, MI, Chattanooga, TN, Eau Claire, WI, McAllen-Brownsville, TX, and Salisbury-Ocean City, MD and will also pay Cumulus approximately $91 million. This transaction is expected to close within the next week, subject to the approval of the Federal Communications Commission and the satisfaction of various closing conditions. In phase two of the parties’ transaction, Cumulus will sell an additional 30 stations in 5 markets to Clear Channel for an estimated purchase price of approximately $75 million. This transaction is expected to close later this year, subject to completion of phase one and the receipt of required FCC and other regulatory approvals. Cumulus intends to use the funds from both parts of the transaction to complete its pending acquisitions. “We are pleased to announce this transaction with Clear Channel,” said Lew Dickey, President and CEO of Cumulus Media and President of Cumulus Broadcasting, Inc. “In addition to acquiring three excellent growth markets, we are generating $166 million in new funds for the Company to use in completing its other pending acquisitions such as Connoisseur. We are looking forward to closing both parts of our deal with Clear Channel as expeditiously as possible.” Cumulus will acquire the following station assets from Clear Channel: Melbourne-Titusville-Cocoa, Florida (Market Rank # 96) – WHKR-FM. In this market, Cumulus recently agreed to purchase WAOA-FM and WTMS-AM from Southern Broadcast Group, LLC. Shreveport, Louisiana (Market Rank # 129) – KRMD-FM, KRMD-AM, KMJJ-FM. Cedar Rapids, Iowa (Market Rank # 201) – KHAK-FM, KRNA-FM, KDAT-FM. Cumulus will transfer the following station assets to Clear Channel as part of these transactions: Mankato-New Ulm-St. Peter, Minnesota (Market Rank #255 of 276) -- KXLP-FM, KYSM-AM, KYSM-FM, KNSG-FM, KNUF-FM, KNUJ-AM. Rochester, Minnesota (Market Rank #229 of 276) – KMFX-AM, KMFX-FM, KRCH-FM, KWEB-FM, KNFX-AM. Mason City, Iowa (Market Rank #269 of 276) -- KCHA-AM, KCHA-FM, KCZE-FM, KGLO-AM, KIAI-FM, KLKK-FM, KWMM-FM. Evansville, Indiana (Market Rank #152 of 276) – WGBF-FM, WTRI-FM, WYNG-FM, WGBF-AM. Columbus, Georgia (Market Rank #169 of 276) – WVRK-FM, WGSY-FM, WBFA-FM, WSTH-FM, WAGH-FM, WDAK-AM, WMLF-AM, WPNX-AM. Stations and markets previously announced: Chattanooga, Tennessee (Market Rank # 104) – WUSY-FM, WKXJ-FM, WLMX-FM, WIIS-AM, WLOV-FM. McAllen, Texas (Market Rank # 63) - KTEX-FM, KBFM-FM. Ann Arbor, Michigan (Market Rank # 145) – WIQB-FM, WQKL-FM, WTKA-AM, WYBN-AM. Salisbury, Maryland (Market Rank # 150) – WLVW-FM, WQHQ-FM, WTGM-AM, WSBY-FM, WJDY-AM, WWFG-FM, WLBW-FM, WOSC-FM. Eau Claire, Wisconsin (Market Rank # 231) – WATQ-FM, WBIZ-AM, WBIZ-FM, WMEQ-AM, WMEQ-FM, WQRB-FM. Mr. Dickey added: “Cumulus is acquiring important positions in some excellent markets with some of the leading stations. While Cumulus is also transferring some fine stations to Clear Channel, we believe these markets are not critical to our business strategy and success as we move forward.” Cumulus Media is the parent company of Cumulus Broadcasting, Inc., which along with its other subsidiaries, owns and operates radio station clusters in mid-size markets. Assuming the completion of all pending acquisitions, Cumulus Media will own and operate 250 radio stations in 50 U.S. media markets. This news announcement contains certain forward-looking statements that
are based on current expectations and involve certain risks and uncertainties
within the meaning of the U.S. Private Securities Litigation Reform Act
of 1995. Key risks are described in the Company’s reports filed with
the U.S. Securities and Exchange Commission. Accordingly, the
Company’s actual performance may vary from that stated or implied herein.
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