Townsquare Media, Inc. · NYSE:TSQ

Townsquare Media — Merger or Acquisition (August 2015)

12 slides from Townsquare Media's merger presentation, Aug 17, 2015

  1. Slide 1: Acquisition of North America Midway Entertainment, LLC (NAME)

    Acquisition of North America Midway Entertainment, LLC (NAME) August 17, 2015

  2. Slide 2: Forward-Looking Statements

    Forward-Looking Statements This presentation contains, and our other communications may contain, forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements can be identif

  3. Slide 3: Transaction Overview

    Transaction Overview  The largest provider of rides, games and food concessions to fairs and festivals in North America  Leading market share – operates at 10 of largest 50 North American fairs (next largest competitor serves 4) NAME  Operates at ~150 fairs and festivals, which annually attract o

  4. Slide 4: Strategic Rationale

    Strategic Rationale The NAME acquisition represents a continuation of Townsquare’s investment thesis and fundamental strategy 1 Complementary Assets: Fits Squarely with Townsquare’s Core Strategy  Delivers affordable, family friendly entertainment to more than 15 million people across the economic

  5. Slide 5: Introduction to North American Midway Entertainment

    Introduction to North American Midway Entertainment NAME is the largest provider of rides, games and food concessions to fairs and festivals in North America  NAME operates amusement attractions in the midway at fairs and festivals  The midway is typically the primary attraction of the fair, typic

  6. Slide 6: TSQ + NAME National Footprint

    TSQ + NAME National Footprint NAME acquisition expands Townsquare’s national footprint and offers opportunities to enter new markets ~50% within 100 miles of TSQ markets Leverage TSQ presence to drive attendance to NAME events Opportunity to create new NAME events in TSQ’s markets NAME Events NAME /

  7. Slide 7: Continued Evolution of TSQ

    Continued Evolution of TSQ TSQ Standalone TSQ + NAME Net Revenue Net Revenue 7.9% 6.3% 13.5% 30.3% 63.4% 78.7% 14.7% 1.4% Local Advertising Live Events OM&E Note: Pro forma for all material acquisitions. Represents net revenue for the year ended December 31, 2014. August 2015. Proprietary. 6 83.9%

  8. Slide 8: Synergy Opportunity

    Synergy Opportunity TSQ believes there are several actionable revenue synergies, which can result in higher margin incremental revenue of approximately $5-$10 million by year 3 Partner with Offer TSQ Services to Fair Organizers On Fair Organizers Other Events ~$5 - $10 million Incremental Leverage T

  9. Slide 9: NAME Acquisition Meets Our Disciplined Acquisition Criteria

    NAME Acquisition Meets Our Disciplined Acquisition Criteria M&A CRITERIA 1  Entertains 15 million people per year, many of which are in middle America Opportunities in small  ~50% of events are within 100 miles of a TSQ market and mid-sized markets  Opportunity to expand event footprint to TSQ ma

  10. Slide 10: Operating Philosophies of Combined Company Unchanged

    Operating Philosophies of Combined Company Unchanged Townsquare Everywhere – Integrated Media and Entertainment Platform Small and Mid-Sized Market Strategy National Scale, Hyper-Local Focus “Live & Local” Content Multiple Growth Drivers Transformational Management Team August 2015. Proprietary. 9

  11. Slide 11: Appendix

    ¢ le townsquare A Appendix \

  12. Slide 12: NAME Direct Profit and Adjusted EBITDA Reconciliation

    NAME Direct Profit and Adjusted EBITDA Reconciliation The following table reconciles the net income of NAME on a GAAP basis, the most directly comparable financial measure calculated and presented in accordance with GAAP, to Direct Profit and Adjusted EBITDA for the year ended December 31, 2014 (dol

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