iHeartMedia, Inc.

WARRANT EXCHANGE FREQUENTLY ASKED QUESTIONS (“FAQs”)

The answers to the questions provided below are for informational purposes only.  Some of the answers are based upon the Warrant Agreement, dated May 1, 2019 (the “Warrant Agreement”), between iHeartMedia, Inc. (“iHeart”), and Computershare, Inc. and its wholly-owned subsidiary Computershare Trust Company, N.A. (together with Computershare, Inc., “Computershare”).  In the event of a conflict between this document and the Warrant Agreement, the Warrant Agreement will control, other than with respect to the payment of the exercise price for the exchange of Warrants in the Exchange.  iHeart may, but is not required to, update these FAQs at any time between now and the deadline for the Election Forms and Ownership Certifications (the “Exchange Forms”), which is 11:59 pm ET on December 4, 2020 (the “Exchange Deadline”).

How will I receive information about how to participate in the Exchange?

By November 9, 2020, Computershare will send, via First Class U.S. Mail, an Exchange Notice to each Holder of iHeart Warrants using the contact information contained in Computershare’s records. The Exchange Notice will provide information about how to participate in the Exchange, including a link to a secure website (the “Certification Website”) that will be used for submission of Exchange Forms.

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Why will I receive an Exchange Notice, and what do I do if I do not receive an Exchange Notice but think I should have received one?

You will receive an Exchange Notice if you are shown in Computershare’s records as the contact person for a Holder of Warrants to purchase Common Stock in iHeart. If you believe that you received an Exchange Notice in error, or if you have not received an Exchange Notice within several days of November 9, 2020 (the date the notices will be mailed) but believe that you should have, please contact the Computershare Call Center at (800)736-3001 within the United States, or outside of the United States +1(781) 575-3100.

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Why is iHeart conducting the Exchange?

iHeart is conducting the Exchange as required by the Warrant Agreement following receipt of the Declaratory Ruling from the Federal Communications Commission (“FCC”) permitting iHeart to have up to 100% foreign ownership in the aggregate.  A copy of the Declaratory Ruling is accessible here and will be located in the “Warrant Exchange Overview” section of the Certification Website.

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What should I do if I cannot locate my Exchange Notice?

As long as you have the Investor Identification Number and Control Code needed to access the Certification Website, which are contained in the Exchange Notice, you do not need to have your Exchange Notice to complete the exchange process using the website. The general terms of the Exchange Notice will be available in the “Warrant Exchange Overview” section of the Certification Website.

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Where do I find my Investor Identification Number and Control Code?

Your Investor Identification and Control Code will appear below the grey box on your Exchange Notice. If you do not receive your Exchange Notice and believe that you are a Holder of Warrants, please contact the Computershare Call Center at (800) 736-3001 within the United States, or outside of the United States +1 (781) 575-3100. Your Investor Identification Number may also be found in Computershare’s Investor Center, and on any account-specific communications that you may have previously received from Computershare, although the Control Code is only found on the Exchange Notice.

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What is the deadline to submit my Exchange Forms?

The deadline to submit Exchange Forms is 11:59 pm ET on December 4, 2020.

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What if I miss the Exchange Deadline?

If you miss the Exchange Deadline, you will not have any of your Warrants exchanged on the Exchange Date and will instead retain your Warrants at that time. You may be eligible to exchange your Warrants following the Exchange Date by contacting Computershare for instructions.

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Can I transfer or exchange my Warrants before the Exchange?

No, you cannot transfer or exchange Warrants between the date of the Exchange Notice and the date of the Exchange.

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Will my Warrants be exchanged immediately after I submit my Exchange Forms?

No, your Warrants will be exchanged at the same time as every other Holder’s Warrants on the Exchange Date, which will be January 8, 2021.

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Will I be able to transfer or exchange my Warrants after the Exchange?

Yes, you may be able to transfer or exchange your Warrants after the Exchange by contacting Computershare for instructions.

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Will I have to pay an exercise fee to have my warrants exchanged in the Exchange?

No, iHeart has determined to waive the $0.001 per warrant exercise price in connection with the Exchange.

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Where can I obtain a copy of the Warrant Agreement?

The Warrant Agreement was incorporated by reference to Exhibit 4.5 of iHeart’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 2, 2019 and is available here.

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What should I do if I have other questions?

Please contact the Computershare Call Center at (800) 736-3001 within the United States, or outside of the United States +1 (781) 575-3100.

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