iHeartMedia, Inc.

Exchange of Warrants Following Issuance of Declaratory Ruling by the Federal Communications Commission

On January 8, 2021, iHeartMedia, Inc. (“iHeartMedia”) completed an exchange (the “Exchange”) of iHeartMedia Warrants into shares of iHeartMedia Class A or Class B Common Stock. 

The Exchange was authorized by a previously issued Declaratory Ruling from the Federal Communications Commission (“FCC”) permitting iHeartMedia, Inc. (“iHeart”) to have up to 100 percent of its equity and voting rights held by foreign entities or individuals, subject to certain conditions set forth in the Declaratory Ruling. 

Holders of iHeartMedia Warrants that that were not issued Common Stock in the Exchange and have not otherwise sought to exercise their Warrants will retain their Warrants.  Such Holders can request the exercise of their Warrants for shares of Common Stock by contacting the Computershare Call Center at (800) 736-3001 within the United States, or at +1 (781) 575-3100 outside of the United States.  Holders of iHeartMedia Warrants that were issued stock in the Exchange can obtain updated account information from Computershare by logging into their Computershare accounts or by calling the numbers above. 

* The Exchange was governed by the Warrant Agreement dated May 1, 2019, between 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 the Warrant Agreement and this summary, the Warrant Agreement will control.