Stingray Acquires TuneIn, Creating an Audio Streaming and Advertising Powerhouse

Stingray Group Inc. (TSX: RAY.A; RAY.B) (‘’Stingray’’ or ‘’The Corporation’’), an industry leader in music and video content distribution, business services, and advertising solutions, announced today it has entered into a definitive agreement to acquire TuneIn Holdings, Inc. (‘’TuneIn’’), a pioneer in live audio streaming and ad monetization. The transaction is valued at up to US$175 million, based on TuneIn’s forecasted sales of US$110 million and adjusted EBITDA of US$30 million for the twelve-month period ending December 31, 2025. Stingray will pay US$150 million at closing and up to US$25 million 12 months following the closing. Stingray secured an additional US$150 million term loan under its renewed credit facility to finance the transaction.

The transaction is subject to the receipt of the approval of TuneIn’s stockholders, applicable regulatory approvals as well as customary closing conditions for transactions of this nature and is expected to close by year-end 2025. This acquisition is expected to significantly expand Stingray’s global digital audio footprint, accelerate its growth in streaming services and bolster its advertising offering by incorporating TuneIn’s comprehensive ad platform, which delivers targeted audio, video, and display advertising solutions.

The acquisition will enhance Stingray’s reach by combining its premium music and video content with TuneIn’s robust partnerships with major device manufacturers, automotive companies, and content providers. TuneIn currently serves over 75 million active listeners each month worldwide, providing access to more than 100,000 radio stations, podcasts, music channels, news, sports, and audiobooks. TuneIn’s content is distributed across more than 200 platforms and connected devices, including over 50 in-car audio systems, in over 100 countries.

“This acquisition marks a pivotal moment in Stingray’s journey to further strengthen its position as a global leader in audio entertainment and digital advertising sales,” stated Eric Boyko, President, Co-founder, and CEO of Stingray. “We are crafting an unmatched audio ecosystem by merging Stingray’s extensive technology infrastructure and content distribution capabilities with TuneIn’s expertise in monetization, advertising technology, and diverse content offerings. We’re particularly excited about expanding our reach in the automotive sector, where TuneIn and Stingray have both established strong integrations with leading manufacturers. This aligns perfectly with our strategy to meet listeners wherever they are – at home, in the car, or at retail locations. Together, we are poised to redefine audio for a connected world, delivering extraordinary value to our listeners, content partners, and advertisers.”

This transaction creates a global audio leader with meaningful scale. The combination of TuneIn’s active listeners and Stingray’s existing distribution provides advertisers with a highly engaged audience. This acquisition solidifies Stingray’s position as a key player in the rapidly growing digital audio advertising market and enhances its portfolio with a profitable, growing digital asset, pushing the combined entity’s pro forma revenue beyond US$400 million (CA$560 million)2.

“Stingray is the ideal partner to propel TuneIn’s next chapter of growth,” said Richard Stern, Co-Chairman and CEO of TuneIn. “Our global reach and advanced advertising capabilities, combined with Stingray’s audio and video distribution, creates a significant growth opportunity for both our companies. Joining forces with Stingray allows us to accelerate our mission of delivering the world’s best audio content to listeners everywhere, while creating powerful new avenues for advertisers to connect with a highly engaged audience.”

Following the acquisition, the TuneIn platform will continue to operate under its existing brand. For more details regarding the transaction, please refer to the investor presentation in the Investor Relations section of the website at https://corporate.stingray.com/financial-results/.

National Bank Capital Markets is acting as financial advisor to Stingray and Davies Ward Phillips &Vineberg LLP is acting as Stingray’s legal counsel. Houlihan Lokey Capital, Inc. is acting as financial advisor to TuneIn and Skadden, Arps, Slate, Meagher & Flom LLP is acting as TuneIn’s legal counsel.