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8-K ·Filed Oct 16, 2026

CMLS

CUMULUS MEDIA INC
BEARISH
Impact 9/10
Horizonimmediate Processed10d 8h ago SEC0001104659-26-116470
Killer combo: Material agreement + unregistered equity (likely PIPE/convertible)
Actionable Insight ▼ Bearish

The company is transitioning to private ownership with a new board controlled by Alden Global Capital affiliate Next Gen Radio. Monitor for Form 15 filing to confirm deregistration and the company's ability to operate without public reporting obligations. The restructuring eliminates significant debt overhang but former common shareholders are wiped out.

DirectionBearish
Confidencehigh
Horizonimmediate

Price Chart

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Executive Summary

Cumulus Media emerged from Chapter 11 bankruptcy on October 16, 2026, canceling all existing equity and approximately $600 million in funded debt in exchange for new equity and $50 million in convertible notes. The company issued 352,025 shares of New Class A Common Stock and 285,975 shares of New Class B Common Stock, with 95% going to 2029 secured lenders and 5% to other funded debt holders. A new board was appointed, including representatives from Alden Global Capital affiliate Next Gen Radio, and the company intends to deregister its securities and operate as a private company.

Key Financial Metrics

Offering Size
$50.0M

Key Facts

  • Emergence from Chapter 11 on October 16, 2026, after filing on March 4, 2026
  • All existing common stock (Pre-Emergence Class A and Class B) canceled with zero recovery for former shareholders
  • Approximately $600 million in funded debt eliminated, replaced by $50 million in new convertible notes and new equity
  • Issued 352,025 shares of New Class A Common Stock and 285,975 shares of New Class B Common Stock
  • 95% of new equity to 2029 secured lenders, 5% to other funded debt holders
  • New $100 million asset-based revolving credit facility with Fifth Third Bank, maturing October 16, 2030
  • New board appointed: Heath B. Freeman (Next Gen Radio/Alden Global Capital), Philip A. Hudson (Alden Global Capital), Greg Stuecheli, Scott Manson, and CEO Mary G. Berner
  • Company intends to file Form 15 to deregister securities and cease SEC reporting, becoming a private company
  • 10% of new common stock reserved for management incentive plan

Financial Impact

Approximately $600 million in funded debt eliminated; $50 million in new convertible notes issued; $100 million ABL facility established; all prior equity canceled with no value

debtequityliquidity

Risk Factors

  • Former common equity holders receive zero recovery
  • Company will cease SEC reporting and become private, reducing transparency
  • New board includes distressed-asset specialists from Alden Global Capital, known for aggressive cost-cutting
  • Convertible notes carry 8-10% PIK interest, adding leverage
  • ABL facility requires 1.0x fixed charge coverage ratio covenant

Investment Themes

Media & Telecom

Documents Analyzed

This report is based on 7 SEC documents filed with EDGAR.

DocumentAccession Number
8-K Filing (Primary)0001104659-26-116470
Document: tm2625433d5_ex3-1.htm0001104659-26-116470
Document: tm2625433d5_8k.htm0001104659-26-116470
Document: tm2625433d5_ex99-1.htm0001104659-26-116470
Document: 0001104659-26-116470-index-headers.html0001104659-26-116470
Document: 0001104659-26-116470-index.html0001104659-26-116470
Document: 0001104659-26-116470.txt0001104659-26-116470
2 reports for CMLS
Performance horizon
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Reports for CMLS — sortable, filterable
TypeNow
Oct 16, 2026
10d ago
15-12G
BEARISH ★ 7/10
—awaiting T+20——
Oct 16, 2026
10d ago
8-K
BEARISH ★ 9/10
—awaiting T+20——
Showing 2 of 2

US Market Status

Market Closed — Opens Tue (< 1m)

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Report published Oct 16, 2026