To Our Stockholders: We invite you to read fully Radio One, Inc.’s 2001 annual report, included herein, in order to understand better how management of your company has positioned Radio One in the media industry and how your company and your management team have performed. 2001 was one of the most difficult years ever experienced in the radio industry. Overall, industry revenue was down approximately 7% and the industry experienced 13 straight months of negative year-over-year results, from December 2000 through December 2001. Just as we thought the environment was starting to improve in late-summer of last year, the tragic events of September 11 dealt a terrible blow to the nation and had negative business ramifications that left no company untouched. We responded to this attack on our country through our comprehensive reporting of the events in the days that followed and a coordinated massive effort across all of our radio stations to raise money, as well as donations of clothing and other supplies to help the rescue and recovery efforts in Washington, DC and New York City. September 11 cast a pall over the United States for much of the fourth quarter, but through our efforts, and those of our employees—we tried to help in many ways, some big, some small—we hope we made some peoples’ lives just a little brighter. Through the downturn in the economy and the events of September 11, Radio One was one of the very few radio companies to actually show an increase in its same station revenue and broadcast cash flow (BCF). Furthermore, our overall growth was even more impressive, thanks to the acquisition of many radio stations during the past two years. Most notably, the $1.3 billion acquisition of 12 radio stations from Clear Channel Communications (completed in August 2000) and the $190 million acquisition of Blue Chip Broadcasting and its 16 radio stations (completed in August 2001). For all of 2001, Radio One reported net revenue of $243.8 million (a 57% increase from 2000) and BCF of $123.3 million (a 57% increase from 2000). The many ratings successes described to you in last year’s annual report continued throughout 2001 and contributed greatly to this positive performance. If the first quarter of 2002 has proven anything, it is the incredible resiliency of this country’s economy. Many companies hit hard by the events of last year have recently seen business rebound. Consumer demand remains strong and consumer confidence is back above pre-September 11 levels. While the unemployment rate is still rising, jobgrowth appears to beexperiencing an upturn. Just as we spoke of a slowing economy in September 2000, we speak now with cautious optimism of a recovery. Time will once again tell if we are correct. Thankfully, as I write this, the radio industry has just completed one of its strongest quarters in over a year. While business conditions are still difficult, there are many signs that things may be getting better and that these improved conditions can be sustained. And just as the slowing economy had a negative impact on your company’s stock price last year, the recent improvements in the economy and our performance has driven the stock price to levels not seen in almost a year. We recently took advantage of this positive momentum to raise approximately $200 million of additional equity capital. We will use this money to complete a pending acquisition in Atlanta and to pay down some of our bank debt. This reduction in debt increases our financial flexibility and gives us “dry powder” for additional acquisitions when, and if, they become available. Other very positive elements that should have long-term ramifications for your company are the increasing numbers of African-Americans in the United States, as well as their ever-increasing wealth. The 2000 census results showed that the rate of growth in the African-American population is faster than the overall population growth and that the rate of increase in African-American buying power is higher than the overall rate of increase in buying power. The same results are basically true for Hispanic-Americans. While we don’t have any hard evidence, we believe that these two groups (which now make up more than 25% of the U.S. population) may be playing a pivotal role in supporting and growing the U.S. economy in these difficult times. Many economists were surprised by how strong the economy remained through the “recession” of 2001 and are even more surprised by how quickly it has bounced back. We have been telling advertisers for years not to ignore consumers of color. Finally, it appears, many are listening. We have a long way to go but we also know that in the long-term, only those companies that embrace 100% of the consumer base of this country will survive. Radio One will be there every step of the way, educating, informing and helping companies create value by marketing to African-Americans. I cannot end this letter without commenting on Enron Corp. and Arthur Andersen. We, along with millions of other Americans, are saddened by the events that took place at Enron. The legality of what transpired will ultimately be determined in the courts but, illegal or not, the executives to whom the shareholders of Enron entrusted their capital were clearly less than forthcoming with information about the company. This, in our minds, is completely unacceptable. We are proud of our company—your company—and believe strongly that management of a public company has the obligation to be equally open and accessible to a shareholder of one share or one million shares. If you read this annual report in its entirety you will be privy to every material economic transaction in which your company has engaged over the last fiscal year. Further, if you have any questions for management, you should feel free to email us at [email protected]. We will respond as quickly as possible. As for the accounting firm of Arthur Andersen, employees of that firm have audited this company for over 10 years. We are happy with our relationships with the Andersen personnel with whom we have worked and are grateful for their commitment, support, help and advice. They have been with us every step of the way. With that said, we are mindful of the forces allied against Andersen and are taking various measures to protect your company in case the key individuals on our account leave Andersen or if Andersen itself ceases to exist. This story continues to evolve and amaze—but rest assured that we are focused on doing whatever is in the best interest of your company. As I have in the past, I want to again thank our shareholders for their ongoing support. If you acquired Radio One stock around the time of our IPO—and held onto it—you have almost tripled the value of your investment. If you purchased the stock on those several occasions when it was battered down, you may have done even better. As I stated in last year’s letter, we are building this company for investors, not traders. We take a long-term view of our business with a goal towards creating out-sized investment returns for long-term investors. We think our philosophy has thus far served our patient shareholders well. Nothing in our operating model or way of thinking has changed. Consistency is our bedrock and we think that such a foundation should continue to serve our shareholders well. As for our employees who spend each day in the trenches fighting the fight and putting the points on the board—a hearty thank you for your continued hard work. Last year was a tough one, but through it all I believe we are a better and stronger company with greater potential today than at any time in our history. I look forward to reporting on our continued success this time next year. Thank you. Sincerely, Alfred C. Liggins, III Chief Executive Officer and President UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (AMENDMENT NO. 1) È ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2001 Commission File No. 0-25969 OR ‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) FOR THE TRANSITION PERIOD FROM TO RADIO ONE, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 52-1166660 (I.R.S. Employer Identification No.) 5900 Princess Garden Parkway 7th Floor Lanham, Maryland 20706 (Address of principal executive offices) (301) 306-1111 Registrant’s telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Class A Common Stock, $.001 par value Class D Common Stock, $.001 par value Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes È No ‘ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.