Cumulus Media, the third-largest U.S. commercial radio group by revenue, is set to become a private company as part of its prepackaged Chapter 11 bankruptcy plan.
The company filed for Chapter 11 reorganization last week, in the U.S. Bankruptcy Court for the Southern District of Texas. The plan, supported by key lenders via a restructuring support agreement, aims to eliminate approximately $600 million in debt, significantly strengthening its balance sheet amid challenges from digital competition and declining radio audiences.
According to Radio Ink, upon emergence, existing shareholders' equity will be completely cancelled and extinguished with no distribution. Lenders who signed the agreement will receive 95% of the new common stock (with some potentially receiving special warrants to comply with FCC foreign ownership rules). A new board will be appointed by these consenting lenders, replacing the current board, whose members' terms will expire and they will be deemed to resign.
Cumulus will deregister with the SEC, ending public reporting obligations under the Securities Act and Exchange Act. New securities holders will have limited access to corporate information under private governance rules.
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Current subsidiary managers may stay initially, but the new board can replace them. The plan reserves 10% of new equity for a management incentive program. Amended agreements with CEO Mary Berner and CFO Frank Lopez-Balboa are being finalized, though the board retains authority to make changes.
This marks Cumulus's second Chapter 11 filing in less than nine years.
The timeline includes a certification deadline for lenders on April 7, 2026, and a confirmation hearing on April 15, with emergence anticipated in the mid-April window or shortly after, potentially extending into summer. Operations continue normally with no expected impact on employees, partners, or listeners.