Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_______________

FORM

10-Q

[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2022

2023

OR

[ ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File

No.  Number: 000-29253

BEASLEY BROADCAST GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

65-0960915

(State or other jurisdiction of Incorporation)

(I.R.S. Employer

incorporation or organization)

Identification Number)No.)

3033 Riviera Drive, Suite 200

Naples, Florida34103

(Address of Principal Executive Offices and Zip Code)

(239)

(239) 263-5000

(Registrant’sRegistrant's Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Trading
Symbol

Name of Each Exchange

on which Registered

Class A Common Stock, par value $0.001 per share

BBGI

BBGI

Nasdaq Global Market

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 No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

S-T
232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a

non-accelerated
filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule
12b-2
of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Non-accelerated
filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule

12b-2
of the Exchange Act). Yes ☐    No  ☒

Indicate the number of shares outstanding of each of the issuer’sissuer's classes of common stock, as of the latest practicable date.

Class A Common Stock, $0.001 par value, 12,880,70113,296,990 Shares Outstanding as of August 

8
, 2022
July 28, 2023

Class B Common Stock, $

0.001
$0.001 par value, 16,662,743 Shares Outstanding as of August 
8
, 2022
July 28, 2023


Table of Contents

INDEX

Page


No.

PART I

FINANCIAL INFORMATION

Item 1.

Condensed Consolidated Financial Statements.

3

Notes to Condensed Consolidated Financial Statements.

7

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations.

14

Item 3.

Quantitative and Qualitative Disclosures About Market Risk.

22

20

Item 4.

Controls and Procedures.

22

20

Item 1.

Legal Proceedings.

23

21

Item 1A.

Risk Factors.

23

21

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

23

21

Item 3.

Defaults Upon Senior Securities.

23

21

Item 4.

Mine Safety Disclosures.

23

21

Item 5.

Other Information.

23

21

Item 6.

Exhibits.

Exhibits.

24

22

25

23


Table of Contents

BEASLEY BROADCAST GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

   
December 31,
  
June 30,
 
   
2021
  
2022
 
ASSETS
         
Current assets:
         
Cash and cash equivalents
  $51,378,642  $45,918,446 
Accounts receivable, less allowance for doubtful accounts of $1,720,477 in 2021 and $1,648,342 in 2022
   53,378,437   45,628,769 
Prepaid expenses
   4,044,056   6,330,503 
Other current assets
   3,397,418   3,983,998 
   
 
 
  
 
 
 
Total current assets
   112,198,553   101,861,716 
Property and equipment, net
   49,843,166   52,658,061 
Operating lease
right-of-use
assets
   34,155,175   36,970,653 
Finance lease
right-of-use
assets
   320,000   313,333 
FCC licenses
   508,413,913   503,003,909 
Goodwill
   28,596,547   22,739,996 
Other intangibles, net
   22,697,207   23,373,197 
Other assets
   5,863,501   7,688,682 
   
 
 
  
 
 
 
Total assets
  $762,088,062  $748,609,547 
   
 
 
  
 
 
 
LIABILITIES AND EQUITY
         
Current liabilities:
         
Current installments of long-term debt
  $—    $2,000,000 
Accounts payable
   6,995,081   9,637,062 
Operating lease liabilities
   7,693,831   7,385,483 
Finance lease liabilities
   1,945   —   
Other current liabilities
   29,811,226   30,842,734 
   
 
 
  
 
 
 
Total current liabilities
   44,502,083   49,865,279 
Due to related parties
   372,193   101,087 
Long-term debt, net of current installments and unamortized debt issuance costs
   293,789,892   287,641,142 
Operating lease liabilities
   28,747,450   36,635,544 
Deferred tax liabilities
   115,689,317   112,930,112 
Other long-term liabilities
   15,904,829   15,899,359 
   
 
 
  
 
 
 
Total liabilities
   499,005,764   503,072,523 
Commitments and contingencies
        
Stockholders’ equity:
         
Preferred stock, $0.001 par value; 10,000,000 shares authorized; 0ne issued
   0—     0—   
Class A common stock, $0.001 par value; 150,000,000 shares authorized; 16,249,312 issued and 12,696,857 outstanding in 2021; 16,503,979 issued and 12,880,701 outstanding in 2022
   16,248   16,502 
Class B common stock, $0.001 par value; 75,000,000 shares authorized; 16,662,743 issued and outstanding in 2021 and 2022
   16,662   16,662 
Additional
paid-in
capital
   150,896,611   151,502,437 
Treasury stock, Class A common stock; 3,552,455 shares in 2021; 3,623,278 shares in 2022
   (29,021,360  (29,127,067
Retained earnings
   142,220,494   124,174,847 
Accumulated other comprehensive loss
   (1,046,357  (1,046,357
   
 
 
  
 
 
 
Total stockholders’ equity
   263,082,298   245,537,024 
   
 
 
  
 
 
 
Total liabilities and stockholders’ equity
  $ 762,088,062  $ 748,609,547 
   
 
 
  
 
 
 

 

 

December 31,

 

 

June 30,

 

 

 

2022

 

 

2023

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

39,534,653

 

 

$

35,490,662

 

Accounts receivable, less allowance for credit losses of $1,876,751 in 2022 and
   $
1,848,595 in 2023

 

 

56,683,526

 

 

 

55,299,435

 

Prepaid expenses

 

 

5,078,231

 

 

 

8,669,362

 

Other current assets

 

 

4,364,120

 

 

 

4,931,795

 

Total current assets

 

 

105,660,530

 

 

 

104,391,254

 

Property and equipment, net

 

 

55,807,047

 

 

 

53,442,533

 

Operating lease right-of-use assets

 

 

38,478,756

 

 

 

37,398,260

 

Finance lease right-of-use assets

 

 

306,667

 

 

 

300,000

 

FCC licenses

 

 

487,249,798

 

 

 

477,208,798

 

Goodwill

 

 

13,265,460

 

 

 

13,265,460

 

Other intangibles, net

 

 

8,219,939

 

 

 

7,735,897

 

Other assets

 

 

5,955,158

 

 

 

4,684,273

 

Total assets

 

$

714,943,355

 

 

$

698,426,475

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

19,344,621

 

 

$

20,071,365

 

Operating lease liabilities

 

 

8,166,394

 

 

 

8,317,603

 

Other current liabilities

 

 

29,183,630

 

 

 

32,330,526

 

Total current liabilities

 

 

56,694,645

 

 

 

60,719,494

 

Due to related parties

 

 

85,731

 

 

 

70,375

 

Long-term debt, net of unamortized debt issuance costs

 

 

285,472,107

 

 

 

283,249,402

 

Operating lease liabilities

 

 

37,485,602

 

 

 

36,011,146

 

Deferred tax liabilities

 

 

98,068,981

 

 

 

94,924,594

 

Other long-term liabilities

 

 

13,647,481

 

 

 

13,642,011

 

Total liabilities

 

 

491,454,547

 

 

 

488,617,022

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

Preferred stock, $0.001 par value; 10,000,000 shares authorized; none issued

 

 

-

 

 

 

-

 

Class A common stock, $0.001 par value; 150,000,000 shares authorized; 16,763,227
   issued and
13,113,659 outstanding in 2022; 17,016,876 issued and 13,296,990
   outstanding in 2023

 

 

16,761

 

 

 

17,015

 

Class B common stock, $0.001 par value; 75,000,000 shares authorized; 16,662,743
   issued and outstanding in 2022 and 2023

 

 

16,662

 

 

 

16,662

 

Additional paid-in capital

 

 

151,948,310

 

 

 

152,303,663

 

Treasury stock, Class A common stock; 3,649,568 shares in 2022; 3,719,886 shares
   in 2023

 

 

(29,155,300

)

 

 

(29,223,067

)

Retained earnings

 

 

100,163,064

 

 

 

86,195,869

 

Accumulated other comprehensive income

 

 

499,311

 

 

 

499,311

 

Total stockholders' equity

 

 

223,488,808

 

 

 

209,809,453

 

Total liabilities and stockholders' equity

 

$

714,943,355

 

 

$

698,426,475

 

3


Table of Contents

BEASLEY BROADCAST GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)
   
Three Months Ended June 30,
 
   
2021
  
2022
 
Net revenue
  $ 59,574,705  $64,810,450 
   
 
 
  
 
 
 
Operating expenses:
         
Operating expenses (including stock-based compensation of $176,349 in 2021 and $75,368 in 2022 and excluding depreciation and amortization shown separately below)
   48,494,420   53,626,592 
Corporate expenses (including stock-based compensation of $225,850 in 2021 and $303,462 in 2022)
   3,957,854   4,567,470 
Depreciation and amortization
   2,850,923   2,451,102 
Impairment losses
   —     8,619,097 
Other operating income, net
   (1,500,000  —   
   
 
 
  
 
 
 
Total operating expenses
   53,803,197   69,264,261 
   
 
 
  
 
 
 
Operating income (loss)
   5,771,508   (4,453,811
Non-operating
income (expense):
         
Interest expense
   (6,865,369  (6,823,217
Other income, net
   8,080   190,210 
   
 
 
  
 
 
 
Loss before income taxes
   (1,085,781  (11,086,818
Income tax expense (benefit)
   (1,299,394  3,554,469 
   
 
 
  
 
 
 
Income (loss) before equity in earnings of unconsolidated affiliates
   213,613   (14,641,287
Equity in earnings of unconsolidated affiliates, net of tax
   (25,919  186,570 
   
 
 
  
 
 
 
Net income (loss)
   187,694   (14,454,717
   
 
 
  
 
 
 
Net income (loss) per Class A and Class B common share:
         
Basic and diluted
  $0.01  $(0.49
Weighted average shares outstanding:
         
Basic
   29,235,009   29,418,951 
Diluted
   29,324,614   29,418,951 
4

Table of Contents
BEASLEY BROADCAST GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)

   
Six Months Ended June 30,
 
   
2021
  
2022
 
Net revenue
  $ 107,786,745  $ 120,530,718 
   
 
 
  
 
 
 
Operating expenses:
         
Operating expenses (including stock-based compensation of $247,280 in 2021 and $153,591 in 2022 and excluding depreciation and amortization shown separately below)
   91,462,291   103,636,141 
Corporate expenses (including stock-based compensation of $675,720 in 2021 and $452,489 in 2022)
   7,863,143   8,800,930 
Depreciation and amortization
   5,802,824   4,967,002 
Impairment losses
   —     10,476,323 
Gain on disposition
   (191,988  —   
Other operating income, net
   (400,000  —   
   
 
 
  
 
 
 
Total operating expenses
   104,536,270   127,880,396 
   
 
 
  
 
 
 
Operating income (loss)
   3,250,475   (7,349,678
Non-operating
income (expense):
         
Interest expense
   (12,643,440  (13,672,254
Loss on extinguishment of long-term debt
   (4,996,731  —   
Other income, net
   46,493   191,082 
   
 
 
  
 
 
 
Loss before income taxes
   (14,343,203  (20,830,850
Income tax benefit
   (3,902,280  (2,621,977
   
 
 
  
 
 
 
Loss before equity in earnings of unconsolidated affiliates
   (10,440,923  (18,208,873
Equity in earnings of unconsolidated affiliates, net of tax
   (56,024  163,226 
   
 
 
  
 
 
 
Net loss
   (10,496,947  (18,045,647
Earnings attributable to noncontrolling interest
   129,249   —   
   
 
 
  
 
 
 
Net loss attributable to BBGI stockholders
   (10,367,698  (18,045,647
   
 
 
  
 
 
 
Net loss attributable to BBGI stockholders per Class A and Class B common share:
         
Basic and diluted
  $(0.35 $(0.61
Weighted average shares outstanding:
         
Basic and diluted
   29,268,717   29,395,003 
5

 

 

Three Months Ended June 30,

 

 

 

2022

 

 

2023

 

Net revenue

 

$

64,810,450

 

 

$

63,461,723

 

Operating expenses:

 

 

 

 

 

 

Operating expenses (including stock-based compensation of $75,368 in 2022
   and $
39,416 in 2023 and excluding depreciation and amortization shown
   separately below)

 

 

53,626,592

 

 

 

51,327,562

 

Corporate expenses (including stock-based compensation of $303,462 in 2022
   and $
141,923 in 2023)

 

 

4,567,470

 

 

 

4,405,031

 

Depreciation and amortization

 

 

2,451,102

 

 

 

2,195,985

 

Impairment losses

 

 

8,619,097

 

 

 

10,041,000

 

Total operating expenses

 

 

69,264,261

 

 

 

67,969,578

 

Operating loss

 

 

(4,453,811

)

 

 

(4,507,855

)

Non-operating income (expense):

 

 

 

 

 

 

Interest expense

 

 

(6,823,217

)

 

 

(6,724,469

)

Other income, net

 

 

190,210

 

 

 

36,735

 

Loss before income taxes

 

 

(11,086,818

)

 

 

(11,195,589

)

Income tax expense (benefit)

 

 

3,554,469

 

 

 

(821,836

)

Loss before equity in earnings of unconsolidated affiliates

 

 

(14,641,287

)

 

 

(10,373,753

)

Equity in earnings of unconsolidated affiliates, net of tax

 

 

186,570

 

 

 

(56,876

)

Net loss

 

 

(14,454,717

)

 

 

(10,430,629

)

Net loss per Class A and Class B common share:

 

 

 

 

 

 

Basic and diluted

 

$

(0.49

)

 

$

(0.35

)

Weighted average shares outstanding:

 

 

 

 

 

 

Basic and diluted

 

 

29,418,951

 

 

 

29,853,144

 

4


Table of Contents

BEASLEY BROADCAST GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2023

 

Net revenue

 

$

120,530,718

 

 

$

121,240,843

 

Operating expenses:

 

 

 

 

 

 

Operating expenses (including stock-based compensation of $153,591 in 2022
   and $
72,220 in 2023 and excluding depreciation and amortization shown
   separately below)

 

 

103,636,141

 

 

 

101,981,217

 

Corporate expenses (including stock-based compensation of $452,489 in 2022
   and $
283,387 in 2023)

 

 

8,800,930

 

 

 

8,888,126

 

Depreciation and amortization

 

 

4,967,002

 

 

 

4,425,310

 

Impairment losses

 

 

10,476,323

 

 

 

10,041,000

 

Total operating expenses

 

 

127,880,396

 

 

 

125,335,653

 

Operating loss

 

 

(7,349,678

)

 

 

(4,094,810

)

Non-operating income (expense):

 

 

 

 

 

 

Interest expense

 

 

(13,672,254

)

 

 

(13,318,321

)

Other income, net

 

 

191,082

 

 

 

577,250

 

Loss before income taxes

 

 

(20,830,850

)

 

 

(16,835,881

)

Income tax benefit

 

 

(2,621,977

)

 

 

(2,985,819

)

Loss before equity in earnings of unconsolidated affiliates

 

 

(18,208,873

)

 

 

(13,850,062

)

Equity in earnings of unconsolidated affiliates, net of tax

 

 

163,226

 

 

 

(117,133

)

Net loss

 

 

(18,045,647

)

 

 

(13,967,195

)

Net loss per Class A and Class B common share:

 

 

 

 

 

 

Basic and diluted

 

$

(0.61

)

 

$

(0.47

)

Weighted average shares outstanding:

 

 

 

 

 

 

Basic and diluted

 

 

29,395,003

 

 

 

29,819,638

 

5


BEASLEY BROADCAST GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

   
Six Months Ended June 30,
 
   
2021
  
2022
 
Cash flows from operating activities:
         
Net loss
  $(10,496,947 $(18,045,647
Adjustments to reconcile net loss to net cash provided by operating activities:
         
Stock-based compensation
   923,000   606,080 
Provision for bad debts
   (1,779,188  588,751 
Depreciation and amortization
   5,802,824   4,967,002 
Impairment losses
   —     10,476,323 
Gain on disposition
   (191,988  —   
Amortization of loan fees
   791,574   754,085 
Loss on extinguishment of long-term debt
   4,996,731   —   
Deferred income taxes
   (3,902,280  (2,747,810
Equity in earnings of unconsolidated affiliates
   56,024   (163,226
Change in operating assets and liabilities:
         
Accounts receivable
   4,835,493   7,160,917 
Prepaid expenses
   (2,320,101  (2,286,447
Other assets
   (1,684,017  (2,176,152
Accounts payable
   (5,837,685  2,641,981 
Other liabilities
   13,446,861   5,003,953 
Other operating activities
   208,725   (28,264
   
 
 
  
 
 
 
Net cash provided by operating activities
   4,849,026   6,751,546 
   
 
 
  
 
 
 
Cash flows from investing activities:
         
Payment for acquisition
   —     (2,000,000
Capital expenditures
   (2,553,787  (6,486,902
Proceeds from dispositions
   362,500   1,185,312 
   
 
 
  
 
 
 
Net cash used in investing activities
   (2,191,287  (7,301,590
   
 
 
  
 
 
 
Cash flows from financing activities:
         
Issuance of debt
   310,000,000   —   
Payments on debt
   (268,500,000  (4,802,500
Payment of debt issuance costs
   (7,604,215  —   
Reduction of finance lease liabilities
   (35,086  (1,945
Purchase of treasury stock
   (136,779  (105,707
   
 
 
  
 
 
 
Net cash provided by (used in) financing activities
   33,723,920   (4,910,152
   
 
 
  
 
 
 
Net increase (decrease) in cash and cash equivalents
   36,381,659   (5,460,196
Cash and cash equivalents at beginning of period
   20,759,432   51,378,642 
   
 
 
  
 
 
 
Cash and cash equivalents at end of period
  $57,141,091  $45,918,446 
   
 
 
  
 
 
 
Cash paid for interest
  $1,837,493  $12,921,869 
   
 
 
  
 
 
 
Cash paid for income taxes
  $1,526,303  $1,546,500 
   
 
 
  
 
 
 
Supplemental disclosure of
non-cash
investing and financing activities:
         
Acquisition of noncontrolling interest
  $4,490,130  $—   
   
 
 
  
 
 
 
Extinguishment of trade sales payable
  $934,500  $—   
   
 
 
  
 
 
 
Class A common stock returned to treasury stock
  $670,594  $—   
   
 
 
  
 
 
 

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2023

 

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(18,045,647

)

 

$

(13,967,195

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

 

 

 

Stock-based compensation

 

 

606,080

 

 

 

355,607

 

Provision for credit losses

 

 

588,751

 

 

 

525,814

 

Depreciation and amortization

 

 

4,967,002

 

 

 

4,425,310

 

Impairment losses

 

 

10,476,323

 

 

 

10,041,000

 

Amortization of loan fees

 

 

754,085

 

 

 

734,253

 

Gain on debt purchases

 

 

(100,335

)

 

 

(973,208

)

Deferred income taxes

 

 

(2,747,810

)

 

 

(3,144,387

)

Equity in earnings of unconsolidated affiliates

 

 

(163,226

)

 

 

117,133

 

Change in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable

 

 

7,160,917

 

 

 

858,277

 

Prepaid expenses

 

 

(2,286,447

)

 

 

(3,591,131

)

Other assets

 

 

(2,176,152

)

 

 

947,918

 

Accounts payable

 

 

2,641,981

 

 

 

726,744

 

Other liabilities

 

 

5,003,953

 

 

 

2,840,148

 

Other operating activities

 

 

72,071

 

 

 

127,428

 

Net cash provided by operating activities

 

 

6,751,546

 

 

 

23,711

 

Cash flows from investing activities:

 

 

 

 

 

 

Payment for acquisition

 

 

(2,000,000

)

 

 

-

 

Capital expenditures

 

 

(6,486,902

)

 

 

(2,016,185

)

Proceeds from dispositions

 

 

1,185,312

 

 

 

-

 

Net cash used in investing activities

 

 

(7,301,590

)

 

 

(2,016,185

)

Cash flows from financing activities:

 

 

 

 

 

 

Payments on debt

 

 

(4,802,500

)

 

 

(1,983,750

)

Reduction of finance lease liabilities

 

 

(1,945

)

 

 

-

 

Purchase of treasury stock

 

 

(105,707

)

 

 

(67,767

)

Net cash used in financing activities

 

 

(4,910,152

)

 

 

(2,051,517

)

Net decrease in cash and cash equivalents

 

 

(5,460,196

)

 

 

(4,043,991

)

Cash and cash equivalents at beginning of period

 

 

51,378,642

 

 

 

39,534,653

 

Cash and cash equivalents at end of period

 

$

45,918,446

 

 

$

35,490,662

 

Cash paid for interest

 

$

12,921,869

 

 

$

12,569,776

 

Cash paid for income taxes

 

$

1,546,500

 

 

$

1,246,263

 

6


Table of Contents

BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(1)
Interim Financial Statements
(1)
Interim Financial Statements

The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of Beasley Broadcast Group, Inc. and its subsidiaries (the “Company”) included in the Company’s Annual Report on Form

10-K
for the year ended December 31, 2021.2022. These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form
10-Q
and Article 10 of Regulation
S-X.
Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, the financial statements reflect all adjustments necessary for a fair statement of the financial position and results of operations for the interim periods presented, and all such adjustments are of a normal and recurring nature. The Company’s results are subject to seasonal fluctuations; therefore the results shown on an interim basis are not necessarily indicative of results for the full year.

(2)
Summary of Significant Accounting Policies

Use of Estimates

Preparing financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Such estimates include: (i) the amount of allowance for credit losses; (ii) future cash flows used for testing recoverability of property and equipment; (iii) fair values used for testing Federal Communications Commission (“FCC”) licenses, goodwill and other intangibles for impairment; (iv) estimates used to determine the incremental borrowing rate to record lease liabilities and related right-of-use assets; (v) the realization of deferred tax assets; and (vi) actuarial assumptions related to the SERP. Actual results and outcomes may differ from management’s estimates and assumptions.

Accounts Receivable

Accounts receivable consist primarily of uncollected amounts due from advertisers for the sale of advertising airtime. The amounts are net of advertising agency commissions and an allowance for credit losses. The allowance for credit losses reflects management’s estimate of expected losses in accounts receivable from local advertisers and national agencies. Management determines the allowance based on historical information, relative improvements or deteriorations in the age of the accounts receivable and changes in current economic conditions and reasonable and supportable forecasts of future economic conditions. Interest is not accrued on accounts receivable.

The changes in allowance for credit losses on accounts receivable are as follows:

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

2022

 

 

2023

 

 

2022

 

 

2023

 

Beginning balance

 

$

1,510,422

 

 

$

1,740,162

 

 

$

1,720,477

 

 

$

1,876,751

 

Provision for credit losses

 

 

511,253

 

 

 

295,122

 

 

 

588,751

 

 

 

525,814

 

Deductions

 

 

(373,333

)

 

 

(186,689

)

 

 

(660,886

)

 

 

(553,970

)

Ending balance

 

$

1,648,342

 

 

$

1,848,595

 

 

$

1,648,342

 

 

$

1,848,595

 

(2)
Acquisitions and Dispositions

Recent Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued guidance that will require the measurement of all expected credit losses for financial assets, including accounts receivable, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The guidance was initially effective for the Company for annual reporting periods beginning after December 15, 2019, and interim periods within those fiscal years. In November 2019, the FASB issued additional guidance that included a deferral of the effective date for smaller reporting companies as defined by the Securities and Exchange Commission to fiscal years beginning after December 15, 2022, and interim periods within those years. The Company adopted the guidance on January 1, 2023, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements.

7


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(3)
Acquisition and Dispositions

Due to the potential sales of certain audio assets in 2023, the Company recorded impairment losses of $10.0 million during the second quarter of 2023 based on the estimated fair value of these audio assets. Management determined that the reclassification to assets held for sale would not have a material impact on the Company’s condensed consolidated balance sheet as of June 30, 2023.

On June 22, 2022, the Company completed the acquisition of Guarantee Digital, LLC (“Guarantee”), a digital marketing agency, for $2.0$2.0 million in cash. The Company is currently determining whether the acquisition should be recordedwas accounted for as a business combination or an asset acquisition and has temporarily recorded the purchase price in other intangibles, net in the accompanying balance sheet as of June 30, 2022.combination. The purchase price allocation is expectedsummarized as follows:

Property and equipment

 

$

3,000

 

Goodwill

 

 

922,000

 

Other intangibles

 

 

1,075,000

 

 

$

2,000,000

 

Goodwill was equal to be completed during the third quarteramount the purchase price exceeded the values allocated to the tangible and identifiable intangible assets and includes the value of 2022.

the assembled workforce. The goodwill was allocated to the Digital segment. The $0.9 million allocated to goodwill is deductible for tax purposes. Revenue and earnings for Guarantee are not material for all reporting periods presented in the accompanying condensed consolidated financial statements.

On April 1, 2022, the Company completed the sale of substantially all of the assets used in the operations of

WWNN-AM
in West Palm Beach-Boca Raton, FL to a third party for $1.25$1.25 million in cash. As a result of the sale, the Company recorded an impairment loss of $1.9$1.9 million related to the Federal Communications Commission (“FCC”)FCC license during the first quarter of 2022.

(4)
FCC Licenses
(3)
FCC Licenses
Changes in the carrying amount of FCC licenses for the six months ended June 30, 2022 are as follows:
Balance as of January 1, 2022
  $508,413,913 
Radio station disposition (see Note 2)
   (790,232
Impairment losses (see below and also Note 2)
   (4,619,772
   
 
 
 
Balance as of June 30, 2022
  $503,003,909 
   
 
 
 
FCC licenses are tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the FCC licenses might be impaired. The Company assesses qualitative factors to determine whether it is more likely than not that its FCC licenses are impaired. If the Company determines it is more likely than not that its FCC licenses are impaired, then the Company is required to perform the quantitative impairment test. The quantitative impairment test compares the fair value of the FCC licenses with the carrying amounts of such licenses. If the carrying amounts of the FCC licenses exceed the fair value, an impairment loss is recognized in an amount equal to that excess. For the purpose of testing FCC licenses for impairment, the Company combines its licenses into reporting units based on its market clusters.

Due to an increase in interest rates in the U.S. economy, the Company tested its FCC licenses for impairment during the second quarter of 2022. As a result of the quantitative impairment test performed as of June 30, 2022, the Company recorded impairment losses of $2.8$2.8 million related to the FCC licenses in its Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters. The impairment losses were primarily due to an increase in the discount rate used in the discounted cash flow analyses to estimate the fair value of the FCC licenses due to certain risks associated with the U.S. economy.

The fair values of the FCC licenses in the Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters were estimated using an income approach. The income approach is based upon discounted cash flow analyses incorporating variables such as projected radio market revenues, projected growth rate for radio market revenues, projected radio market revenue shares, projected radio station operating income margins, and a discount rate appropriate for the radio broadcasting industry. The key assumptions used in the discounted cash flow analyses are as follows:


Revenue growth rates

(1.9)

(1.9)% -

15.9%15.9%

Market revenue shares at maturity

0.6%

0.6% - 44.0%44.0%

Operating income margins at maturity

19.2

% -
32.6%32.6%

Discount rate

9.5%

9.5%

(5)
Goodwill
7

BEASLEY BROADCAST GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(4)
Goodwill
Changes in the carrying amount of goodwill for the six months ended June 30, 2022 are as follows:
Balance as of January 1, 2022
  $28,596,547 
Impairment losses
   (5,856,551
   
 
 
 
Balance as of June 30, 2022
  $22,739,996 
   
 
 
 
Goodwill is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the Company’s goodwill might be impaired. The Company assesses qualitative factors to determine whether it is necessary to perform a quantitative assessment for each reporting unit. If the quantitative assessment is necessary, the Company will determine the fair value of each reporting unit. If the fair value of any reporting unit is less than the carrying amount, the Company will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The loss recognized will not exceed the total amount of goodwill allocated to the reporting unit. For the purpose of testing goodwill for impairment, the Company has identified its radio market clusters and esports as its reporting units.

Due to an increase in interest rates in the U.S. economy, the Company tested its goodwill for impairment during the second quarter of 2022. As a result of the quantitative impairment test performed as of June 30, 2022, the Company recorded impairment losses of $5.9$5.9 million related to the goodwill in its Boston, MA, Charlotte, NC, Fayetteville, NC, Fort Myers-Naples, FL, and Tampa-Saint Petersburg, FL market clusters. The impairment losses were primarily due to an increase in the discount rate used in the discounted cash flow analyses to estimate the fair value of goodwill due to certain risks associated with the U.S. economy.

The fair values of the goodwill in the Boston, MA, Charlotte, NC, Fayetteville, NC, Fort Myers-Naples, FL, and Tampa-Saint Petersburg, FL market clusters waswere estimated using an income approach. The income approach is based upon discounted cash flow analyses incorporating variables such as projected radio market revenues, projected growth rate for radio market revenues, projected

8


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

radio market revenue shares, projected radio station operating income margins, and a discount rate appropriate for the radio broadcasting industry. The key assumptions used in the discounted cash flow analyses are as follows:

Revenue growth rates

(1.9)

(1.9)% - 11.1%11.1%

Operating income margins

5.4%

5.4% - 29.8%29.8%

Discount rate

9.5%

9.5%

(6)
Long-Term Debt
(5)
Long-Term Debt

Long-term debt is comprised of the following:

 

December 31,

 

 

June 30,

 

 

2022

 

 

2023

 

Secured notes

 

$

290,000,000

 

 

$

287,000,000

 

Less unamortized debt issuance costs

 

 

(4,527,893

)

 

 

(3,750,598

)

 

$

285,472,107

 

 

$

283,249,402

 

   
December 31,
2021
   
June 30,

2022
 
Secured notes
  $300,000,000   $295,000,000 
Less unamortized debt issuance costs
   (6,210,108   (5,358,858
   
 
 
   
 
 
 
    293,789,892    289,641,142 
Less current installments
   —      (2,000,000
   
 
 
   
 
 
 
   $293,789,892   $287,641,142 
   
 
 
   
 
 
 

On February 2, 2021, the Company issued $300.0$300.0 million aggregate principal amount of 8.625%8.625% senior secured notes due on February 1, 2026 (the “Notes”) under an indenture dated February 2, 2021 (the “Indenture”). Interest on the Notes accrues at the rate of

8.625
% 8.625% per annum and is payable semiannually in arrears on February 1 and August 1 of each year. The Notes are secured on a first-lien priority basis by substantially all assets of the Company and its majority ownedmajority-owned subsidiaries and are guaranteed jointly and severally by the Company and its majority ownedmajority-owned subsidiaries. The Indenture contains restrictive covenants that limit the ability of the Company and its subsidiaries to, among other things, incur additional indebtedness, guarantee indebtedness or issue disqualified stock or, in the case of such subsidiaries, preferred stock; pay dividends on, repurchase or make distributions in respect of our capital stock or make other restricted payments; make certain investments or acquisitions; sell, transfer or otherwise convey certain assets; create
8

BEASLEY BROADCAST GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
liens; enter into agreements restricting certain subsidiaries’ ability to pay dividends or make other intercompany transfers; consolidate, merge, sell or otherwise dispose of all or substantially all of its assets; enter into transactions with affiliates; prepay certain kinds of indebtedness; and issue or sell stock of its subsidiaries. Prior to February 1, 2025, the Company will be subject to certain premiums, as defined in the Indenture, for optional or mandatory (upon certain contingent events) redemption of some or all of the Notes.

In Aprilthe second quarter of 2023, the Company repurchased $3.0 million principal amount of the Notes for a price equal to 66% of the principal amount and recorded a gain of $1.0 million as a result of the repurchase.

In the second quarter of 2022, the Company repurchased $5.0$5.0 million aggregate principal amount of the Notes for an aggregate price equal to 96%96% of the principal amount. Asamount and recorded an aggregate gain of $0.1 million as a result of the repurchase, the Company recorded an aggregate gain on repurchase of long-term debt of $0.1 million during the second quarter of 2022. In July 2022, the Company repurchased $2.0 million principal amount of the Notes for a price equal to 75% of the principal amount. As a result of the repurchase, the Company recorded a gain on repurchase of long-term debt of $0.5 million during the third quarter of 2022.repurchases.

(7)
Stockholders’ Equity
(6)
Stockholders’ Equity

The changes in stockholders’ equity for the three and six months ended June 30, 2021 and 2022 are as follows:

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

2022

 

 

2023

 

 

2022

 

 

2023

 

Beginning balance

 

$

259,689,019

 

 

$

220,100,965

 

 

$

263,082,298

 

 

$

223,488,808

 

Stock-based compensation

 

 

378,830

 

 

 

181,339

 

 

 

606,080

 

 

 

355,607

 

Purchase of treasury stock

 

 

(76,108

)

 

 

(42,222

)

 

 

(105,707

)

 

 

(67,767

)

Net loss

 

 

(14,454,717

)

 

 

(10,430,629

)

 

 

(18,045,647

)

 

 

(13,967,195

)

Ending balance

 

$

245,537,024

 

 

$

209,809,453

 

 

$

245,537,024

 

 

$

209,809,453

 

9


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

   
Three months ended June 30,
   
Six months ended June 30,
 
   
2021
   
2022
   
2021
   
2022
 
Beginning balance
  $252,739,797   $259,689,019   $267,101,820   $263,082,298 
Stock-based compensation
   402,199    378,830    923,000    606,080 
Acquisition of noncontrolling interest
   —      —      (4,490,130   —   
Purchase of treasury stock
   (22,471   (76,108   (807,373   (105,707
Net income (loss)
   187,694    (14,454,717   (10,496,947   (18,045,647
Elimination of noncontrolling interest
   —      —      1,076,849    —   
   
 
 
   
 
 
   
 
 
   
 
 
 
Ending balance
  $253,307,219   $245,537,024   $253,307,219   $245,537,024 
   
 
 
   
 
 
   
 
 
   
 
 
 
(8)
(7) Net Revenue

Net revenue is comprised of the following:

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

2022

 

 

2023

 

 

2022

 

 

2023

 

Audio

 

$

53,417,896

 

 

$

50,448,093

 

 

$

100,783,041

 

 

$

97,866,059

 

Digital

 

 

10,719,410

 

 

 

12,301,269

 

 

 

18,527,660

 

 

 

22,278,054

 

Other

 

 

673,144

 

 

 

712,361

 

 

 

1,220,017

 

 

 

1,096,730

 

 

$

64,810,450

 

 

$

63,461,723

 

 

$

120,530,718

 

 

$

121,240,843

 

   
Three months ended June 30,
   
Six months ended June 30,
 
   
2021
   
2022
   
2021
   
2022
 
Audio
  $51,215,234   $53,417,896   $92,944,836   $100,783,041 
Digital
   7,983,343    10,719,410    13,747,071    18,527,660 
Other
   376,128    673,144    1,094,838    1,220,017 
   
 
 
   
 
 
   
 
 
   
 
 
 
   $59,574,705   $64,810,450   $107,786,745   $120,530,718 
   
 
 
   
 
 
   
 
 
   
 
 
 

The Company recognizes revenue when it satisfies a performance obligation under a contract with an advertiser. The transaction price is allocated to performance obligations based on executed contracts which represent relative standalone selling prices. Payment is generally due within 30 days, although certain advertisers are required to pay in advance. Revenues are reported at the amount the Company expects to be entitled to receive under the contract. The Company has elected to use the practical expedient to expense sales commissions as incurred. Payments received from advertisers before the performance obligation is satisfied are recorded as deferred revenue in the balance sheet.sheets. Substantially all deferred revenue is recognized within twelve12 months of the payment date.

 

December 31,

 

 

June 30,

 

 

2022

 

 

2023

 

Deferred revenue

 

$

4,696,989

 

 

$

6,636,401

 

   
December 31,
2021
   
June 30,
2022
 
Deferred revenue
  $3,085,370   $5,112,294 
   
Three months ended June 30,
   
Six months ended June 30,
 
   
2021
   
2022
   
2021
   
2022
 
Losses on receivables
  $602,253   $373,333   $1,697,566   $660,886 
9

BEASLEY BROADCAST GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Audio revenue includes revenue from the sale or trade of aired commercial spots to advertisers directly or through national, regional or local advertising agencies. Each commercial spot is considered a performance obligation. Revenue is recognized when the commercial spots have aired. Trade sales are recorded at the estimated fair value of the goods or services received. If commercial spots are aired before the goods or services are received, then a trade sales receivable is recorded. If goods or services are received before the commercial spots are aired, then a trade sales payable is recorded. Other revenue includes revenue from concerts, promotional events, talent fees and other miscellaneous items. Such revenue is generally recognized when the concert, promotional event, or talent services are completed.

 

 

December 31,

 

 

June 30,

 

 

2022

 

 

2023

 

Trade sales receivable

 

$

1,564,054

 

 

$

1,973,948

 

Trade sales payable

 

 

806,162

 

 

 

849,333

 

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

2022

 

 

2023

 

 

2022

 

 

2023

 

Trade sales revenue

 

$

1,504,105

 

 

$

1,466,652

 

 

$

2,876,678

 

 

$

2,847,494

 

   
December 31,
2021
   
June 30,
2022
 
Trade sales receivable
  $881,885   $1,087,601 
Trade sales payable
   614,467    723,239 
   
Three months ended June 30,
   
Six months ended June 30,
 
   
2021
   
2022
   
2021
   
2022
 
Trade sales revenue
  $1,075,325   $1,504,105   $2,004,922   $2,876,678 

Digital revenue includes revenue from the sale of streamed commercial spots, station-owned assets and third-party products. Each streamed commercial spot, station-owned asset and third-party product is considered a performance obligation. Revenue is recognized when the commercial spots have streamed. Station-owned assets are generally scheduled over a period of time and revenue is recognized over time as the digital items are used for advertising content, except for streamed commercial spots. Third-party products are generally scheduled over a period of time with an impression target each month. Revenue from the sale of third-party products is recognized over time as the digital items are used for advertising content and impression targets are met each month.

10


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(9)
Stock-Based Compensation
(8)
Stock-Based Compensation

The Beasley Broadcast Group, Inc. 2007 Equity Incentive Award Plan (the “2007 Plan”) permits the Company to issue up to 7.5 million shares of Class A common stock. The 2007 Plan allows for eligible employees, directors and certain consultants of the Company to receive restricted stock units, shares of restricted stock, stock options or other stock-based awards. The restricted stock units that have been granted under the 2007 Plan generally vest over one to five years of service.

A summary of restricted stock unit activity is presented below:

 

Units

 

 

Weighted-Average Grant-Date Fair Value

 

Unvested as of April 1, 2023

 

 

1,049,350

 

 

$

1.78

 

Granted

 

 

-

 

 

 

-

 

Vested

 

 

(170,500

)

 

 

2.58

 

Forfeited

 

 

-

 

 

 

-

 

Unvested as of June 30, 2023

 

 

878,850

 

 

$

1.63

 

   
Units
   
Weighted-
Average
Grant-Date

Fair Value
 
Unvested as of April 1, 2022
   918,816   $2.75 
Granted
   531,582    1.49 
Vested
   (211,333   3.51 
Forfeited
   (30,000   2.47 
   
 
 
      
Unvested as of June 30, 2022
   1,209,065   $2.07 
   
 
 
      

As of June 30, 2022,2023, there was $1.9$1.0 million of total unrecognized compensation cost for restricted stock units granted under the 2007 Plan. That cost is expected to be recognized over a weighted-average period of 2.02.4 years.

(10)
Income Taxes
(9)
Income Taxes

The Company’s effective tax rate was (120)32% and 32%(7)% for the three months ended June 30, 20212022 and 2022,2023, respectively, and (27)(13)% and (13)(18)% for the six months ended June 30, 20212022 and 2022,2023, respectively. These rates differ from the federal statutory rate of 21%21% due to the effect of state income taxes certain

non-taxable
income, and certain expenses that are not deductible for tax purposes.

(11)
Earnings Per Share

10

BEASLEY BROADCAST GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(10)
Earnings Per Share

Earnings per share calculation information is as follows:

 

Three months ended June 30,

 

 

Six months ended June 30,

 

 

2022

 

 

2023

 

 

2022

 

 

2023

 

Net loss attributable to BBGI
   stockholders

 

$

(14,454,717

)

 

$

(10,430,629

)

 

$

(18,045,647

)

 

$

(13,967,195

)

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

29,418,951

 

 

 

29,853,144

 

 

 

29,395,003

 

 

 

29,819,638

 

Effect of dilutive restricted stock units and
   restricted stock

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Diluted

 

 

29,418,951

 

 

 

29,853,144

 

 

 

29,395,003

 

 

 

29,819,638

 

Net loss attributable to BBGI
   stockholders per Class A and Class B
   common share – basic and diluted

 

$

(0.49

)

 

$

(0.35

)

 

$

(0.61

)

 

$

(0.47

)

   
Three months ended June 30,
   
Six months ended June 30,
 
   
2021
   
2022
   
2021
   
2022
 
Net income (loss) attributable to BBGI stockholders
  $187,694   $(14,454,717  $(10,367,698  $(18,045,647
   
 
 
   
 
 
   
 
 
   
 
 
 
Weighted-average shares outstanding:
                    
Basic
   29,235,009    29,418,951    29,268,717    29,395,003 
Effect of dilutive restricted stock units and restricted stock
   89,605    —      —      —   
   
 
 
   
 
 
   
 
 
   
 
 
 
Diluted
   29,324,614    29,418,951    29,268,717    29,395,003 
   
 
 
   
 
 
   
 
 
   
 
 
 
Net income (loss) attributable to BBGI stockholders per Class A and Class B common share – basic and diluted  $0.01   $(0.49  $(0.35  $(0.61
   
 
 
   
 
 
   
 
 
   
 
 
 

The Company excluded the effect of restrictive stock units and restricted stock under the treasury stock method when reporting a net loss as the addition of shares was anti-dilutive. As a result, the Company excluded 136,119 shares and 58,490 shares for the three months ended June 30, 2022 and 77,9082023, respectively, and 171,501 shares and 171,50157,775 shares for the six months ended June 30, 20212022 and 2022,2023, respectively.

11


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(12)
Financial Instruments
(11)
Financial Instruments

The carrying amount of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximateapproximates fair value due to the short-term nature of these financial instruments.

The estimated fair value of the Notes, based on available market information, was $295.9$174.0 million and $228.6$189.4 million as of December 31, 20212022 and June 30, 2022,2023, respectively. The Company used Level 2 measurements under the fair value measurement hierarchy to determine the estimated fair value of the Notes.

(13)
Segment Information
(12)
Segment Information

The Company currently operates three operating segments (Audio, Digital, esports) and two reportable segments (Audio, Digital). The identification of segments is consistent with how the segments report to and are managed by the Company’s Chief Executive Officer (the Company’s Chief Operating Decision Maker). The Audio segment generates revenue primarily from the sale of commercial advertising to customers of the Company’s radio stations in the following radio markets: Atlanta, GA, Augusta, GA, Boston, MA, Charlotte, NC, Detroit, MI, Fayetteville, NC, Fort Myers-Naples, FL, Las Vegas, NV, Middlesex, NJ, Monmouth, NJ, Morristown, NJ, Philadelphia, PA, Tampa-Saint Petersburg, FL, and Wilmington, DE. The Digital segment generates revenue primarily from the sale of digital advertising to customers of the Company’s radio stations and other advertisers throughout the United States. Corporate includes general and administrative expenses and certain other income and expense items not allocated to the operating segments.

Non-operating
corporate items including interest expense and income taxes, are reported in the accompanying condensed consolidated statements of comprehensive income (loss).
loss.

Reportable segment information for the three months ended June 30, 2023 is as follows:

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Net revenue

 

$

50,448,093

 

 

$

12,301,269

 

 

$

712,361

 

 

$

-

 

 

$

63,461,723

 

Operating expenses

 

 

39,369,033

 

 

 

10,786,584

 

 

 

1,171,945

 

 

 

-

 

 

 

51,327,562

 

Corporate expenses

 

 

-

 

 

 

-

 

 

 

-

 

 

 

4,405,031

 

 

 

4,405,031

 

Depreciation and amortization

 

 

1,737,441

 

 

 

47,201

 

 

 

199,290

 

 

 

212,053

 

 

 

2,195,985

 

Impairment losses

 

 

10,041,000

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

10,041,000

 

Operating income (loss)

 

$

(699,381

)

 

$

1,467,484

 

 

$

(658,874

)

 

$

(4,617,084

)

 

$

(4,507,855

)

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Capital expenditures

 

$

811,663

 

 

$

8,777

 

 

$

5,412

 

 

$

21,053

 

 

$

846,905

 

Reportable segment information for the three months ended June 30, 2022 is as follows:

                                                                                                                         
   
Audio
   
Digital
   
Other
  
Corporate
  
Total
 
Net revenue
  $53,417,896   $10,719,410   $673,144  $—    $64,810,450 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Operating expenses
   43,187,604    9,171,535    1,267,453   —     53,626,592 
Corporate expenses
   —      —      —     4,567,470   4,567,470 
Depreciation and amortization
   1,564,338    4,613    700,953   181,198   2,451,102 
Impairment losses
   8,619,097    —      —     —     8,619,097 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Operating income (loss)
  $46,857   $1,543,262   $(1,295,262 $(4,748,668 $(4,453,811
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Net revenue

 

$

53,417,896

 

 

$

10,719,410

 

 

$

673,144

 

 

$

-

 

 

$

64,810,450

 

Operating expenses

 

 

43,187,604

 

 

 

9,171,535

 

 

 

1,267,453

 

 

 

-

 

 

 

53,626,592

 

Corporate expenses

 

 

-

 

 

 

-

 

 

 

-

 

 

 

4,567,470

 

 

 

4,567,470

 

Depreciation and amortization

 

 

1,564,338

 

 

 

4,613

 

 

 

700,953

 

 

 

181,198

 

 

 

2,451,102

 

Impairment losses

 

 

8,619,097

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

8,619,097

 

Operating income (loss)

 

$

46,857

 

 

$

1,543,262

 

 

$

(1,295,262

)

 

$

(4,748,668

)

 

$

(4,453,811

)

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Capital expenditures

 

$

5,039,229

 

 

$

8,982

 

 

$

(1,598

)

 

$

64,514

 

 

$

5,111,127

 

11

12


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Reportable segment information for the threesix months ended June 30, 20212023 is as follows:

                                                                                                                         
   
Audio
   
Digital
   
Other
  
Corporate
  
Total
 
Net revenue
  $51,215,234   $7,983,343   $376,128  $—    $59,574,705 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Operating expenses
   39,715,005    7,910,418    868,997   —     48,494,420 
Corporate expenses
   —      —      —     3,957,854   3,957,854 
Depreciation and amortization
   1,911,236    4,142    796,019   139,526   2,850,923 
Other operating income, net
   —      —      —     (1,500,000  (1,500,000
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Operating income (loss)
  $9,588,993   $68,783   $(1,288,888 $(2,597,380 $5,771,508 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
                                                                                                                         
   
Audio
   
Digital
   
Other
   
Corporate
   
Total
 
Capital expenditures
  $1,276,776   $87,432   $—     $160,311   $1,524,519 

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Net revenue

 

$

97,866,059

 

 

$

22,278,054

 

 

$

1,096,730

 

 

$

-

 

 

$

121,240,843

 

Operating expenses

 

 

79,268,627

 

 

 

20,694,181

 

 

 

2,018,409

 

 

 

-

 

 

 

101,981,217

 

Corporate expenses

 

 

-

 

 

 

-

 

 

 

-

 

 

 

8,888,126

 

 

 

8,888,126

 

Depreciation and amortization

 

 

3,512,205

 

 

 

93,967

 

 

 

395,767

 

 

 

423,371

 

 

 

4,425,310

 

Impairment losses

 

 

10,041,000

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

10,041,000

 

Operating income (loss)

 

$

5,044,227

 

 

$

1,489,906

 

 

$

(1,317,446

)

 

$

(9,311,497

)

 

$

(4,094,810

)

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Capital expenditures

 

$

1,949,777

 

 

$

11,590

 

 

$

25,534

 

 

$

29,284

 

 

$

2,016,185

 

Reportable segment information for the six months ended June 30, 2022 is as follows:

                                                                                                                         
   
Audio
   
Digital
   
Other
  
Corporate
  
Total
 
Net revenue
  $100,783,041   $18,527,660   $1,220,017  $—    $120,530,718 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Operating expenses
   84,050,529    17,573,298    2,012,314   —     103,636,141 
Corporate expenses
   —      —      —     8,800,930   8,800,930 
Depreciation and amortization
   3,186,165    9,077    1,396,301   375,459   4,967,002 
Impairment losses
   10,476,323    —      —     —     10,476,323 
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 
Operating income (loss)
  $3,070,024   $945,285   $(2,188,598 $(9,176,389 $(7,349,678
   
 
 
   
 
 
   
 
 
  
 
 
  
 
 
 

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Net revenue

 

$

100,783,041

 

 

$

18,527,660

 

 

$

1,220,017

 

 

$

-

 

 

$

120,530,718

 

Operating expenses

 

 

84,050,529

 

 

 

17,573,298

 

 

 

2,012,314

 

 

 

-

 

 

 

103,636,141

 

Corporate expenses

 

 

-

 

 

 

-

 

 

 

-

 

 

 

8,800,930

 

 

 

8,800,930

 

Depreciation and amortization

 

 

3,186,165

 

 

 

9,077

 

 

 

1,396,301

 

 

 

375,459

 

 

 

4,967,002

 

Impairment losses

 

 

10,476,323

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

10,476,323

 

Operating income (loss)

 

$

3,070,024

 

 

$

945,285

 

 

$

(2,188,598

)

 

$

(9,176,389

)

 

$

(7,349,678

)

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Capital expenditures

 

$

6,221,223

 

 

$

10,826

 

 

$

59,084

 

 

$

206,744

 

 

$

6,497,877

 

Reportable segment information for the six months ended June 30, 2021 is as follows:
                                                                                                                         
   
Audio
  
Digital
  
Other
  
Corporate
  
Total
 
Net revenue
  $92,944,836  $13,747,071  $1,094,838  $—    $107,786,745 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Operating expenses
   74,450,474   15,168,333   1,843,484   —     91,462,291 
Corporate expenses
   —     —     —     7,863,143   7,863,143 
Depreciation and amortization
   3,915,613   4,142   1,607,922   275,147   5,802,824 
Gain on disposition
   (191,988  —     —     —     (191,988
Other operating (income) expense, net
   500,000   —     —     (900,000  (400,000
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
Operating income (loss)
  $14,270,737  $(1,425,404 $(2,356,568 $(7,238,290 $3,250,475 
   
 
 
  
 
 
  
 
 
  
 
 
  
 
 
 
                                                                                                                         
   
Audio
   
Digital
   
Other
   
Corporate
   
Total
 
Capital expenditures
  $1,989,721   $87,432   $2,852   $473,782   $2,553,787 

Reportable segment information as of June 30, 20222023 is as follows:

   
Audio
   
Digital
   
Other
   
Corporate
   
Total
 
Property and equipment, net
  $48,624,289   $76,296   $75,224   $3,882,252   $52,658,061 
FCC licenses
   503,003,909    —      —      —      503,003,909 
Goodwill
   19,520,896    —      3,219,100    —      22,739,996 
Other intangibles, net
   1,907,547    2,000,000    19,285,987    179,663    23,373,197 
12

BEASLEY BROADCAST GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Property and equipment, net

 

$

49,958,321

 

 

$

109,274

 

 

$

84,109

 

 

$

3,290,829

 

 

$

53,442,533

 

FCC licenses

 

 

477,208,798

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

477,208,798

 

Goodwill

 

 

10,582,360

 

 

 

922,000

 

 

 

1,761,100

 

 

 

-

 

 

 

13,265,460

 

Other intangibles, net

 

 

1,774,455

 

 

 

913,794

 

 

 

4,867,985

 

 

 

179,663

 

 

 

7,735,897

 

Reportable segment information as of December 31, 20212022 is as follows:

 

Audio

 

 

Digital

 

 

Other

 

 

Corporate

 

 

Total

 

Property and equipment, net

 

$

51,941,687

 

 

$

112,693

 

 

$

67,751

 

 

$

3,684,916

 

 

$

55,807,047

 

FCC licenses

 

 

487,249,798

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

487,249,798

 

Goodwill

 

 

10,582,360

 

 

 

922,000

 

 

 

1,761,100

 

 

 

-

 

 

 

13,265,460

 

Other intangibles, net

 

 

1,841,001

 

 

 

992,752

 

 

 

5,206,523

 

 

 

179,663

 

 

 

8,219,939

 

                                                                                                                         
   
Audio
   
Digital
   
Other
   
Corporate
   
Total
 
Property and equipment, net
  $45,696,008   $74,547   $21,644   $4,050,967   $49,843,166 
FCC licenses
   508,413,913    —      —      —      508,413,913 
Goodwill
   25,377,447    —      3,219,100    —      28,596,547 
Other intangibles, net
   1,974,093    —      20,543,451    179,663    22,697,207 

13


ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

General

We are a multi-platform media company whose primary business is operating radio stations throughout the United States. We offer local and national advertisers integrated marketing solutions across audio, digital and event platforms. We own and operate radio stations in the following radio markets: Atlanta, GA, Augusta, GA, Boston, MA, Charlotte, NC, Detroit, MI, Fayetteville, NC, Fort Myers-Naples, FL, Las Vegas, NV, Middlesex, NJ, Monmouth, NJ, Morristown, NJ, Philadelphia, PA, Tampa-Saint Petersburg, FL, and Wilmington, DE. We refer to each group of radio stations in each radio market as a market cluster. Unless the context otherwise requires, all references in this report to the “Company,” “we,” “us” or “our” are to Beasley Broadcast Group, Inc. and its subsidiaries.

Cautionary Note Regarding Forward-Looking Statements

This report contains “forward-looking statements” about the Company within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future, not past, events. All statements other than statements of historical fact included in this document are forward-looking statements. These forward-looking statements are based on the current beliefs and expectations of the Company’s management and are subject to known and unknown risks and uncertainties. Forward-looking statements, which address the Company’s expected business and financial performance and financial condition, among other matters, contain words such as: “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “may,” “will,” “plans,” “projects,” “could,” “should,” “would,” “seek,” “forecast,” or other similar expressions.

Forward-looking statements, by their nature, address matters that are, to different degrees, uncertain. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be attained or that any deviation will not be material. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. The Company undertakes no obligation to update or revise any forward-looking statements.

Forward-looking statements involve a number of risks and uncertainties, and actual results or events may differ materially from those projected or implied in those statements. Factors that could cause actual results or events to differ materially from these forward-looking statements include, but are not limited to:

the effects of the
COVID-19
pandemic, including its potential effects on the economic environment and the Company’s results of operations, liquidity and financial condition, and the increased risk of impairments of the Company’s Federal Communications Commission (“FCC”) licenses and/or goodwill;
external economic forces and conditions that could have a material adverse impact on the Company’s advertising revenues and results of operations;
the ability of the Company’s radio stations to compete effectively in their respective markets for advertising revenues;
the ability of the Company to develop compelling and differentiated digital content, products and services;
audience acceptance of the Company’s content, particularly its radioaudio programs;
the ability of the Company to respond to changes in technology, standards and services that affect the radioaudio industry;
the Company’s dependence on federally issued licenses subject to extensive federal regulation;
actions by the FCC or new legislation affecting the radioaudio industry;
increases to royalties the Company pays to copyright owners or the adoption of legislation requiring royalties to be paid to record labels and recording artists;
the Company’s dependence on selected market clusters of radio stations for a material portion of its net revenue;
14

credit risk on the Company’s accounts receivable;
the risk that the Company’s FCC licenses and/or goodwill could become impaired;

14


the Company’s substantial debt levels and the potential effect of restrictive debt covenants on the Company’s operational flexibility and ability to pay dividends;
the potential effects of hurricanes on the Company’s corporate offices and radio stations;
the failure or destruction of the internet, satellite systems and transmitter facilities that the Company depends upon to distribute its programming;
disruptions or security breaches of the Company’s information technology infrastructure;
infrastructure and information systems;
the loss of key personnel;
the Company’s ability to integrate acquired businesses and achieve fully the strategic and financial objectives related thereto and their impact on the Company’s financial condition and results of operations;
the fact that the Company is controlled by the Beasley family, which creates difficulties for any attempt to gain control of the Company; and
other economic, business, competitive, and regulatory factors affecting the businesses of the Company, including those set forth in the Company’s filings with the SEC.

Although we believe the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. We do not intend, and undertake no obligation, to update any forward-looking statement.

Financial Statement Presentation

The following discussion provides a brief description of certain key items that appear in our financial statements and general factors that impact these items.

Net Revenue.

Our net revenue is primarily derived from the sale of commercial spots to advertisers directly or through national, regional or local advertising agencies. Revenues are reported at the amount we expect to be entitled to receive under the contract. Local revenue generally consists of commercial advertising sales, digital advertising sales and other sales to advertisers in a radio station’s local market, either directly to the advertiser or through the advertiser’s agency. National revenue generally consists of commercial advertising sales through advertiser agencies. National advertiser agencies generally purchase advertising for multiple markets. National sales are generally facilitated by our national representation firm, which serves as our agent in these transactions.

Our net revenue is generally determined by the advertising rates that we are able to charge and the number of advertisements that we can broadcast without jeopardizing listener levels. Advertising rates are primarily based on the following factors:

a radio station’s audience share in the demographic groups targeted by advertisers as measured principally by periodic reports issued by Nielsen Audio;
the number of radio stations, as well as other forms of media, in the market competing for the attention of the same demographic groups;
the supply of, and demand for, radio advertising time; and
the size of the market.

15


Our net revenue is affected by general economic conditions, competition and our ability to improve operations at our radio market clusters. Seasonal revenue fluctuations are also common in the radio broadcasting industry and are primarily due to variations in advertising expenditures by local and national advertisers. Our revenues typically are lowest in the first calendar quarter of the year. In addition, our revenues tend to fluctuate between years, consistent with, among other things, increased advertising expenditures in even-numbered years by political candidates, political parties and special interest groups. This political spending typically is heaviest during the fourth quarter of such years.

We use trade sales agreements to reduce cash paid for operating costs and expenses by exchanging advertising airtime for goods or services; however, we endeavor to minimize trade revenue in order to maximize cash revenue from our available airtime.

We also continue to invest in digital support services to develop and promote our radio station websites, applications, and other distribution platforms. We derive revenue from our websites through the sale of advertiser promotions and advertising on our websites and the sale of advertising airtime during audio streaming of our radio stations over the internet. We also generate revenue from selling third-party digital products and services.

Operating Expenses.

Our operating expenses consist primarily of programming, engineering, sales, advertising and promotion, and general and administrative expenses incurred at our radio stations. We strive to control our operating expenses by centralizing certain functions at our corporate offices and consolidating certain functions in each of our radio market clusters.

Critical Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect reported amounts and related disclosures. We consider an accounting estimate to be critical if:

it involves a significant level of estimation uncertainty; and
changes in the estimate or different estimates that could have been selected have had or are reasonably likely to have a material impact on our results of operations or financial condition.
FCC Licenses.
FCC licenses are tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that our FCC licenses might be impaired. We assess qualitative factors to determine whether it is more likely than not that our FCC licenses are impaired. If we determine it is more likely than not that our FCC licenses are impaired, then we are required to perform the quantitative impairment test. The quantitative impairment test compares the fair value of our FCC licenses with the carrying amounts. If the carrying amounts of the FCC licenses exceed the fair value, an impairment loss is recognized in an amount equal to that excess. For the purpose of testing FCC licenses for impairment, we combine our FCC licenses into reporting units based on our market clusters.
Due to an increase in interest rates in the U.S. economy, we tested our FCC licenses for impairment during the second quarter of 2022. As a result of the quantitative impairment test performed as of June 30, 2022, we recorded impairment losses of $2.8 million related to the FCC licenses in our Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters. The impairment losses were due to an increase in the discount rate used in the discounted cash flow analyses to estimate the fair value of our FCC licenses due to certain risks associated with the U.S. economy.
The fair values of the FCC licenses in our Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters were estimated using an income approach. The income approach is based upon discounted cash flow analyses incorporating variables such as projected radio market revenues, projected growth rate for radio market revenues, projected radio market revenue shares, projected radio station operating income margins, and a discount rate appropriate for the radio broadcasting industry. The key assumptions used in the discounted cash flow analyses are as follows:
Revenue growth rates
(1.9)% - 15.9%
Market revenue shares at maturity
0.6% - 44.0%
Operating income margins at maturity
19.2% - 32.6%
Discount rate
9.5%
16

The carrying amount of our FCC licenses for each reporting unit and the percentage by which fair value exceeded the carrying amount are as follows:
Market cluster
  
FCC

broadcasting

licenses
   
Excess
 
Atlanta, GA
  $832,300    13.1
Augusta, GA
   6,113,075    57.1 
Boston, MA
   137,856,160    0.2 
Charlotte, NC
   56,418,151    9.4 
Detroit, MI
   29,978,201    8.2 
Fayetteville, NC
   8,974,679    9.3 
Fort Myers-Naples, FL
   9,131,300    —   
Las Vegas, NV
   33,655,100    —   
Middlesex, Monmouth, Morristown, NJ
   21,896,900    1.6 
Philadelphia, PA
   119,674,192    11.2 
Tampa-Saint Petersburg, FL
   61,787,351    16.7 
Wilmington, DE
   16,686,500    —   
Goodwill.
We are required to test our goodwill for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that our goodwill might be impaired. We assess qualitative factors to determine whether it is necessary to perform a quantitative assessment for each reporting unit. If the quantitative assessment is necessary, we will determine the fair value of each reporting unit. If the fair value of any reporting unit is less than the carrying amount, we will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The loss recognized will not exceed the total amount of goodwill allocated to the reporting unit. For the purpose of testing our goodwill for impairment, we have identified our radio market clusters and esports as our reporting units.
Due to an increase in interest rates in the U.S. economy, we tested our goodwill for impairment during the second quarter of 2022. As a result of the quantitative impairment test performed as of June 30, 2022, we recorded impairment losses of $5.9 million related to the goodwill in our Boston, MA, Charlotte, NC, Fayetteville, NC, Fort Myers-Naples, FL and Tampa-Saint Petersburg, FL market clusters. The impairment losses were due to an increase in the discount rate used in the discounted cash flow analyses to estimate the fair value of our goodwill due to certain risks associated with the U.S. economy.
The fair values of the goodwill in our Boston, MA, Charlotte, NC, Fayetteville, NC, Fort Myers-Naples, FL and Tampa-Saint Petersburg, FL market clusters were estimated using an income approach. The income approach is based upon discounted cash flow analyses incorporating variables such as projected radio market revenues, projected growth rate for radio market revenues, projected radio market revenue shares, projected radio station operating income margins, and a discount rate appropriate for the radio broadcasting industry. The key assumptions used in the discounted cash flow analyses are as follows:
Revenue growth rates
(1.9)% - 11.1%
Operating income margins
5.4% - 29.8%
Discount rate
9.5%
We believe we have made reasonable estimates and assumptions to calculate the estimated fair value of our FCC licenses and goodwill, however, these estimates and assumptions are highly judgmental in nature. Actual results can be materially different from estimates and assumptions. If actual market conditions are less favorable than those projected by the industry or by us, or if events occur or circumstances change that would reduce the estimated fair value of our indefinite-lived intangible assets below the amounts reflected on our balance sheet, we may recognize future impairment charges, the amount of which may be material.

Our remaining critical accounting estimates are described in Item 7 of our Annual Report on Form

10-K
for the year ended December 31, 2021.2022. There have been no additional material changes to our critical accounting estimates during the six months ended June 30, 2022.
17

2023.

Recent Accounting Pronouncements

There were no recent accounting pronouncements that have or will have a material effect on our financial condition or results of operations.

Three Months Ended June 30, 20222023 Compared to the Three Months Ended June 30, 2021

2022

The following summary table presents a comparison of our results of operations for the three months ended June 30, 20212022 and 2022,2023, with respect to certain of our key financial measures. The changes illustrated in the table are discussed in greater detail below. This section should be read in conjunction with the condensed consolidated financial statements and notes to condensed consolidated financial statements included in Item 1 of this report.

Results of Operations - Consolidated

   
Three Months ended June 30,
   
Change
 
   
2021
   
2022
   
$
   
%
 
Net revenue
  $59,574,705   $64,810,450   $5,235,745    8.8
Operating expenses
   48,494,420    53,626,592    5,132,172    10.6 
Corporate expenses
   3,957,854    4,567,470    609,616    15.4 
Impairment losses
   —      8,619,097    8,619,097    —   
Other operating income, net
   1,500,000    —      (1,500,000   (100.0
Income tax expense (benefit)
   (1,299,394   3,554,469    4,853,863    373.5 
Net income (loss)
   187,694    (14,454,717   (14,642,411   (7801.2

 

Three Months Ended June 30,

 

 

Change

 

 

2022

 

 

2023

 

 

$

 

 

%

 

Net revenue

 

$

64,810,450

 

 

$

63,461,723

 

 

$

(1,348,727

)

 

 

(2.1

)%

Operating expenses

 

 

53,626,592

 

 

 

51,327,562

 

 

 

(2,299,030

)

 

 

(4.3

)%

Corporate expenses

 

 

4,567,470

 

 

 

4,405,031

 

 

 

(162,439

)

 

 

(3.6

)%

Impairment losses

 

 

8,619,097

 

 

 

10,041,000

 

 

 

1,421,903

 

 

 

16.5

%

Income tax expense (benefit)

 

 

3,554,469

 

 

 

(821,836

)

 

 

(4,376,305

)

 

 

(123.1

)%

Net loss

 

 

14,454,717

 

 

 

10,430,629

 

 

 

(4,024,088

)

 

 

(27.8

)%

Results of Operations - Segments

   
Three Months ended June 30,
   
Change
 
   
2021
   
2022
   
$
   
%
 
Net revenue
        
Audio
  $51,215,234   $53,417,896   $2,202,662    4.3
Digital
   7,983,343    10,719,410    2,736,067    34.3 
Other
   376,128    673,144    297,016    79.0 
  
 
 
   
 
 
   
 
 
   
  $59,574,705   $64,810,450   $5,235,745    8.8 
  
 
 
   
 
 
   
 
 
   
Operating expenses
        
Audio
  $39,715,005   $43,187,604   $3,472,599    8.7
Digital
   7,910,418    9,171,535    1,261,117    15.9 
Other
   868,997    1,267,453    398,456    45.9 
  
 
 
   
 
 
   
 
 
   
  $48,494,420   $53,626,592   $5,132,172    10.6 
  
 
 
   
 
 
   
 
 
   

16


 

Three Months Ended June 30,

 

 

Change

 

 

2022

 

 

2023

 

 

$

 

 

%

 

Net revenue

 

 

 

 

 

 

 

 

 

 

 

 

Audio

 

$

53,417,896

 

 

$

50,448,093

 

 

$

(2,969,803

)

 

 

(5.6

)%

Digital

 

 

10,719,410

 

 

 

12,301,269

 

 

 

1,581,859

 

 

 

14.8

%

Other

 

 

673,144

 

 

 

712,361

 

 

 

39,217

 

 

 

5.8

%

 

$

64,810,450

 

 

$

63,461,723

 

 

$

(1,348,727

)

 

 

(2.1

)%

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Audio

 

$

43,187,604

 

 

$

39,369,033

 

 

$

(3,818,571

)

 

 

(8.8

)%

Digital

 

 

9,171,535

 

 

 

10,786,584

 

 

 

1,615,049

 

 

 

17.6

%

Other

 

 

1,267,453

 

 

 

1,171,945

 

 

 

(95,508

)

 

 

(7.5

)%

 

$

53,626,592

 

 

$

51,327,562

 

 

$

(2,299,030

)

 

 

(4.3

)%

Net Revenue.

Net revenue increased $5.2decreased $1.3 million during the three months ended June 30, 20222023 as compared to the three months ended June 30, 2021.2022. Audio revenue increased $2.2decreased $3.0 million during the three months ended June 30, 20222023 as compared to the three months ended June 30, 2021,2022, primarily due to continued recovery from the
COVID-19
pandemic.a decrease in agency revenue. Digital revenue increased $2.7$1.6 million during the three months ended June 30, 20222023 as compared to the three months ended June 30, 2021,2022, primarily due to continued growth in the digital segment.

Operating Expenses.

Operating expenses increased $5.1decreased $2.3 million during the three months ended June 30, 20222023 as compared to the three months ended June 30, 2021.2022. Audio operating expenses increased $3.5decreased $3.8 million during the three months ended June 30, 20222023 as compared to the three months ended June 30, 2021,2022, primarily due to continued recovery from the
COVID-19
pandemic.ongoing expense management. Digital operating expenses increased $1.3$1.6 million during the three months ended June 30, 20222023 as compared to the three months ended June 30, 2021,2022, primarily due to continued investment in the digital segment.

Corporate Expenses.

Corporate expenses increased $0.6 million during the three months ended June 30, 2022 as compared2023 were compareable to the three months ended June 30, 2021, primarily due2022.

Impairment Losses. Due to an increasethe potential sales of certain audio assets in compensation.

Impairment Losses.
2023, we recorded impairment losses of $10.0 million during the second quarter of 2023 based on the estimated fair value of these audio assets. Due to an increase in interest rates in the U.S. economy, we tested our FCC licenses and goodwill for impairment during the second quarter of 2022. As a result of the quantitative impairment tests, during the second quarter of 2022 we recorded impairment losses of $2.8 million related to the FCC licenses in our Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters and impairment losses of $5.9 million related to the goodwill in our Boston, MA, Charlotte, NC, Fayetteville, NC, Fort Myers-Naples, FL, and Tampa-Saint Petersburg, FL market clusters. The impairment losses were primarily due to an increase in the discount rate used in the discounted cash flow analyses to estimate the fair value of FCC licenses and goodwill due to certain risks associated with the U.S. economy.
18

Other Operating

Income Net.

Other operating income, netTax Expense (Benefit).Our effective tax rate was approximately 32% and (7)% for the three months ended June 30, 2021 includes life insurance proceeds of $3.0 million related to the death of Mr. George Beasley, the Company’s former Chairman, in June 2021, partially offset by certain payments totaling $1.5 million that were accrued in accordance with Mr. Beasley’s employment contract.
Income Tax Expense (Benefit).
Our effective tax rate was approximately (120)%2022 and 32% for the three months ended June 30, 2021 and 2022,2023, respectively. These rates differ from the federal statutory rate of 21% due to the effect of state income taxes certain
non-taxable
income, and certain expenses that are not deductible for tax purposes.

Net Income (Loss).

Loss.Net loss for the three months ended June 30, 20222023 was $14.5$10.4 million compared to a net incomeloss of $0.2$14.5 million for the three months ended June 30, 20212022, as a result of the factors described above.

Six Months Ended June 30, 20222023 Compared to the Six Months Ended June 30, 2021

2022

The following summary table presents a comparison of our results of operations for the six months ended June 30, 20212022 and 2022,2023, with respect to certain of our key financial measures. The changes illustrated in the table are discussed in greater detail below. This section should be read in conjunction with the condensed consolidated financial statements and notes to condensed consolidated financial statements included in Item 1 of this report.

Results of Operations - Consolidated

   
Six Months ended June 30,
   
Change
 
   
2021
   
2022
   
$
   
%
 
Net revenue
  $107,786,745   $120,530,718   $12,743,973    11.8
Operating expenses
   91,462,291    103,636,141    12,173,850    13.3 
Corporate expenses
   7,863,143    8,800,930    937,787    11.9 
Impairment losses
   —      10,476,323    10,476,323    —   
Other operating income, net
   400,000    —      (400,000   (100.0
Interest expense
   12,643,440    13,672,254    1,028,814    8.1 
Loss on extinguishment of long-term debt
   4,996,731    —      (4,996,731   (100.0
Income tax benefit
   3,902,280    2,621,977    (1,280,303   (32.8
Net loss
   10,496,947    18,045,647    7,548,700    71.9 

17


 

Six Months Ended June 30,

 

 

Change

 

 

2022

 

 

2023

 

 

$

 

 

%

 

Net revenue

 

$

120,530,718

 

 

$

121,240,843

 

 

$

710,125

 

 

 

0.6

%

Operating expenses

 

 

103,636,141

 

 

 

101,981,217

 

 

 

(1,654,924

)

 

 

(1.6

)%

Corporate expenses

 

 

8,800,930

 

 

 

8,888,126

 

 

 

87,196

 

 

 

1.0

%

Impairment losses

 

 

10,476,323

 

 

 

10,041,000

 

 

 

(435,323

)

 

 

(4.2

)%

Income tax benefit

 

 

2,621,977

 

 

 

2,985,819

 

 

 

363,842

 

 

 

13.9

%

Net loss

 

 

18,045,647

 

 

 

13,967,195

 

 

 

(4,078,452

)

 

 

(22.6

)%

Results of Operations - Segments

   
Six Months ended June 30,
   
Change
 
   
2021
   
2022
   
$
   
%
 
Net revenue
        
Audio
  $92,944,836   $100,783,041   $7,838,205    8.4
Digital
   13,747,071    18,527,660    4,780,589    34.8 
Other
   1,094,838    1,220,017    125,179    11.4 
  
 
 
   
 
 
   
 
 
   
  $107,786,745   $120,530,718   $12,743,973    11.8 
  
 
 
   
 
 
   
 
 
   
Operating expenses
        
Audio
  $74,450,474   $84,050,529   $9,600,055    12.9
Digital
   15,168,333    17,573,298    2,404,965    15.9 
Other
   1,843,484    2,012,314    168,830    9.2 
  
 
 
   
 
 
   
 
 
   
  $91,462,291   $103,636,141   $12,173,850    13.3 
  
 
 
   
 
 
   
 
 
   

 

Six Months Ended June 30,

 

 

Change

 

 

2022

 

 

2023

 

 

$

 

 

%

 

Net revenue

 

 

 

 

 

 

 

 

 

 

 

 

Audio

 

$

100,783,041

 

 

$

97,866,059

 

 

$

(2,916,982

)

 

 

(2.9

)%

Digital

 

 

18,527,660

 

 

 

22,278,054

 

 

 

3,750,394

 

 

 

20.2

%

Other

 

 

1,220,017

 

 

 

1,096,730

 

 

 

(123,287

)

 

 

(10.1

)%

 

$

120,530,718

 

 

$

121,240,843

 

 

$

710,125

 

 

 

0.6

%

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Audio

 

$

84,050,529

 

 

$

79,268,627

 

 

$

(4,781,902

)

 

 

(5.7

)%

Digital

 

 

17,573,298

 

 

 

20,694,181

 

 

 

3,120,883

 

 

 

17.8

%

Other

 

 

2,012,314

 

 

 

2,018,409

 

 

 

6,095

 

 

 

0.3

%

 

$

103,636,141

 

 

$

101,981,217

 

 

$

(1,654,924

)

 

 

(1.6

)%

Net Revenue.

Net revenue increased $12.7$0.7 million during the six months ended June 30, 20222023 as compared to the six months ended June 30, 2021.2022. Audio revenue increased $7.8decreased $2.9 million during the six months ended June 30, 20222023 as compared to the six months ended June 30, 2021,2022, primarily due to a decrease in agency revenue. Digital revenue increased $3.8 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022, primarily due to continued recovery fromgrowth in the
COVID-19
pandemic. Digital revenue digital segment.

Operating Expenses. Operating expenses increased $1.7 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. Audio operating expenses decreased $4.8 million during the six months ended June 30, 20222023 as compared to the six months ended June 30, 2021,2022, primarily due to continued growth in the digital segment.

19

Operating Expenses.
Operatingongoing expense management. Digital operating expenses increased $12.2$3.1 million during the six months ended June 30, 20222023 as compared to the six months ended June 30, 2021. Audio operating expenses increased $9.6 million during the six months ended June 30, 2022, as compared to the six months ended June 30, 2021, primarily due to continued recovery from the
COVID-19
pandemic. Digital operating expenses increased $2.4 million during the six months ended June 30, 2022 as compared to the six months ended June 30, 2021, primarily due to continued investment in the digital segment.

Corporate Expenses.

Corporate expenses increased $0.9 million during the six months ended June 30, 2022 as compared2023 were comparable to the six months ended June 30, 2021, primarily due2022.

Impairment Losses. Due to an increasethe potential sales of certain audio assets in cash compensation, contract services, and travel expenses.

Impairment Losses.
2023, we recorded impairment losses of $10.0 million during the second quarter of 2023 based on the estimated fair value of these audio assets. Due to an increase in interest rates in the U.S. economy, we tested our FCC licenses and goodwill for impairment during the second quarter of 2022. As a result of the quantitative impairment tests, during the second quarter of 2022, we recorded impairment losses of $2.8 million related to the FCC licenses in our Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters and impairment losses of $5.9 million related to the goodwill in our Boston, MA, Charlotte, NC, Fayetteville, NC, Fort Myers-Naples, FL, and Tampa-Saint Petersburg, FL market clusters. The impairment losses were primarily due to an increase in the discount rate used in the discounted cash flow analyses to estimate the fair value of FCC licenses and goodwill due to certain risks associated with the U.S. economy. On April 1, 2022, we completed the sale of substantially all of the assets used in the operations of
WWNN-AM
in West Palm Beach-Boca Raton, FL to a third party for $1.25 million in cash. As a result of the sale, we recorded an impairment loss of $1.9 million related to the FCC license during the first quarter of 2022.
Other Operating Income, Net.
Other operating income, net for the six months ended June 30, 2021 includes life insurance proceeds of $3.0 million related to the death of Mr. George Beasley, the Company’s former Chairman, in June 2021, partially offset by certain payments totaling $1.5 million that were accrued in accordance with Mr. Beasley’s employment contract, payments of $0.6 million for consulting services related to the
COVID-19
pandemic and expenses of $0.5 million related to the early termination of a programming contract.
Interest Expense.
Interest expense increased $1.0 million during the six months ended June 30, 2022, as compared to the six months ended June 30, 2021. The primary factors affecting interest expense were an increase in long-term debt outstanding and the applicable interest rate.
Loss on Extinguishment of Long-Term Debt.
We recorded a loss on extinguishment of long-term debt of $5.0 million during the six months ended June 30, 2021, resulting from the issuance of the Notes on February 2, 2021 and the use of proceeds to repay the credit facility.

Income Tax Benefit.

Our effective tax rate was approximately (27)(13)% and (13)(18)% for the six months ended June 30, 20212022 and 2022,2023, respectively. These rates differ from the federal statutory rate of 21% due to the effect of state income taxes certain
non-taxable
income, and certain expenses that are not deductible for tax purposes.

Net Loss.

Net loss for the six months ended June 30, 20222023 was $18.0$14.0 million compared to a net loss of $10.5$18.0 million for the six months ended June 30, 20212022, as a result of the factors described above.

18


Liquidity and Capital Resources

Overview.

Our primary sources of liquidity are internally generated cash flow and cash on hand. Our primary liquidity needs have been, and for the next twelve12 months and thereafter are expected to continue to be, for working capital, debt service, and other general corporate purposes, including capital expenditures and radio station acquisitions. Historically, our capital expenditures have not been significant. In addition to property and equipment associated with radio station acquisitions, our capital expenditures have generally been, and are expected to continue to be, related to the maintenance of our office and studio space, the maintenance of our radio towers and equipment, and digital products and information technology. We have also purchased or constructed office and studio space in some of our markets to facilitate the consolidation of our operations.
In response to the
COVID-19
pandemic, our

Our board of directors has suspended future quarterly dividend payments until it is determined that resumption of dividend payments is in the best interest of the Company’s stockholders. In addition, as discussed in “Secured Notes” below, the Indenture governing our Notes limits our ability to pay dividends.

20

Secured Notes.

On February 2, 2021, we issued $300.0 million aggregate principal amount of 8.625% senior secured notes due on February 1, 2026 (the “Notes”) under an indenture dated February 2, 2021 (the “Indenture”). Interest on the Notes accrues at the rate of 8.625% per annum and is payable semiannually in arrears on February 1 and August 1 of each year. The Notes are secured on a first-lien priority basis by substantially all assets of the Company and its majority ownedmajority-owned subsidiaries and are guaranteed jointly and severally by the Company and its majority ownedmajority-owned subsidiaries. The Indenture contains restrictive covenants that limit the ability of the Company and its subsidiaries to, among other things, incur additional indebtedness, guarantee indebtedness or issue disqualified stock or, in the case of such subsidiaries, preferred stock; pay dividends on, repurchase or make distributions in respect of our capital stock or make other restricted payments; make certain investments or acquisitions; sell, transfer or otherwise convey certain assets; create liens; enter into agreements restricting certain subsidiaries’ ability to pay dividends or make other intercompany transfers; consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; enter into transactions with affiliates; prepay certain kinds of indebtedness; and issue or sell stock of our subsidiaries.

In April 2022, we repurchased $5.0 million aggregate principal amount of the Notes for an aggregate price equal to 96% of the principal amount. As a result of the repurchase, we recorded an aggregate gain on repurchase of long-term debt of $0.1 million during the second quarter of 2022. In July 2022,2023, we repurchased $2.0$3.0 million principal amount of the Notes for a price equal to 75%66% of the principal amount. Asamount and recorded a gain of $1.0 million as a result of the repurchase we recorded a gain on repurchase of long-term debt of $0.5 million during the third quarter of 2022.

From time to time, we repurchase sufficient shares of our common stock to fund withholding taxes in connection with the vesting of restricted stock units. We paid $0.1 millionapproximately $68,000 to repurchase 70,82370,318 shares during the six months ended June 30, 2022.2023. From time to time, we may seek to repurchase, redeem or otherwise retire our Notes through cash purchases and/or exchanges for equity securities, in open market purchases, privately negotiated transactions, tender offers or otherwise. Such repurchases, redemptions or other transactions, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions, and other factors. The amounts involved may be material.

We expect to provide for future liquidity needs through one or a combination of the following sources of liquidity:

internally generated cash flow;
additional borrowings or notes offerings, to the extent permitted under the Indenture governing our Notes; and
additional equity offerings.

We believe we will have sufficient liquidity and capital resources to permit us to provide for our liquidity requirements and meet our financial obligations for the next twelve12 months and thereafter. However, poor financial results or unanticipated expenses could give rise to default under the Notes, additional debt servicing requirements or other additional financing or liquidity requirements sooner than we expect, and we may not secure financing when needed or on acceptable terms.

Off-Balance

Sheet Arrangements.
We did not have any
off-balance
sheet arrangements as of June 30, 2022.
2023.

Cash Flows

. The following summary table presents a comparison of our cash flows for the six months ended June 30, 20212022 and 20222023 with respect to certain of our key measures affecting our liquidity. The changes set forth in the table are discussed in greater detail below. This section should be read in conjunction with the condensed consolidated financial statements and notes to condensed consolidated financial statements included in Item 1 of this report.
   
Six Months ended June 30,
 
   
2021
   
2022
 
Net cash provided by operating activities
  $4,849,026   $6,751,546 
Net cash used in investing activities
   (2,191,287   (7,301,590
Net cash provided by (used in) financing activities
   33,723,920    (4,910,152
  
 
 
   
 
 
 
Net increase (decrease) in cash and cash equivalents
  $36,381,659   $(5,460,196
  
 
 
   
 
 
 

19


 

Three Months Ended June 30,

 

 

2022

 

 

2023

 

Net cash provided by operating activities

 

$

6,751,546

 

 

$

23,711

 

Net cash used in investing activities

 

 

(7,301,590

)

 

 

(2,016,185

)

Net cash used in financing activities

 

 

(4,910,152

)

 

 

(2,051,517

)

Net decrease in cash and cash equivalents

 

$

(5,460,196

)

 

$

(4,043,991

)

Net Cash Provided By Operating Activities.

Net cash provided by operating activities was $6.8 millionapproximately $24,000 during the six months ended June 30, 2022,2023, as compared to net cash provided by operating activities of $4.8$6.8 million during the six months ended June 30, 2021. Significant factors affecting the $1.92022. The $6.7 million increasechange in net cash provided by operating activities includedwas primarily due to a $14.2$5.6 million increasedecrease in cash receipts from revenue partially offset by an $11.2 million increase in interest payments, and a $1.2$1.1 million increase in cash paid for corporateoperating expenses.
21

Net Cash Used In Investing Activities.

Net cash used in investing activities during the six months ended June 30, 2023 included payments of $2.0 million for capital expenditures. Net cash used in investing activities for the same period in 2022 included payments of $6.5 million for capital expenditures and a payment of $2.0 million for the acquisition of Guarantee Digital, LLC, partially offset by proceeds of $1.2 million from a radio station disposition. Net cash used in investing activities for the same period in 2021 included payments of $2.6 million for capital expenditures.

Net Cash Provided By (Used In)Used In Financing Activities.

Net cash used in financing activities during the six months ended June 30, 2023 included Notes repurchases of $2.0 million. Net cash used in financing activities for the same period in 2022 included Notes repurchases of $4.8 million. Net cash provided by financing activities during the six months ended June 30, 2021 included proceeds of $300.0 million from the issuance of the Notes and proceeds from a $10.0 million loan pursuant to the Paycheck Protection Program under the Coronavirus Aid, Relief, and Economic Security Act, partially offset by credit facility and promissory note repayments of $263.5 million, the repayment of a $5.0 million loan provided by George Beasley, and payments of $7.6 million for debt issuance costs related to the Notes.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not required for smaller reporting companies.

ITEM 4. CONTROLS AND PROCEDURES.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures pursuant to Exchange Act Rule

13a-15(b)
as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective as of the end of the period covered by this report.

There were no changes in our internal controlcontrols over financial reporting during the quarter ended June 30, 20222023 that have materially affected, or are reasonably likely to materially affect, our internal controlcontrols over financial reporting.

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PART II OTHER INFORMATION

We currently and from time to time are involved in ordinary routine litigation and are the subject of threats of litigation that are incidental to the conduct of our business. These include indecency claims and related proceedings at the FCC, as well as claims and threatened claims by private third parties. However, we are not a party to any lawsuit or other proceedings, or the subject of any threatened lawsuit or other proceedings, which, in the opinion of management, is likely to have a material adverse effect on our financial condition or results of operations.

ITEM 1A. RISK FACTORS.

There have been no material changes to the risks affecting our Company as previously disclosed in Item 1A, “Risk Factors” of our annual report on Form

10-K
for the year ended December 31, 2021.
2022.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Repurchases of Equity Securities

The following table presents information with respect to purchases we made of our Class A common stock during the three months ended June 30, 2022.

Period
  
Total Number
of Shares
Purchased
   
Average Price
Paid per
Share
   
Total Number
of Shares
Purchased as
Part of
Publicly
Announced
Program
   
Approximate
Dollar Value
of Shares

That May Yet
Be Purchased
Under the
Program
 
April 1 – 30, 2022
   2,965   $1.70    —      —   
May 1 – 31, 2022
   22,430    1.50    —      —   
June 1 – 30, 2022
   29,221    1.28    —      —   
  
 
 
       
Total
   54,616       
  
 
 
       
2023.

Period

 

Total Number of Shares Purchased

 

 

Average Price Paid per Share

 

 

Total Number of Shares Purchased as Part of Publicly Announced Program

 

 

Approximate Dollar Value of Shares
That May Yet Be Purchased Under the Program

 

April 1 – 30, 2023

 

 

5,930

 

 

$

0.79

 

 

 

-

 

 

 

-

 

May 1 – 31, 2023

 

 

6,977

 

 

$

1.05

 

 

 

-

 

 

 

-

 

June 1 – 30, 2023

 

 

29,887

 

 

$

1.01

 

 

 

-

 

 

 

-

 

Total

 

 

42,794

 

 

 

 

 

 

 

 

 

 

On March 27, 2007, our board of directors approved the Beasley Broadcast Group, Inc. 2007 Equity Incentive Award Plan (the “2007 Plan”). The original ten10 year term of the 2007 Plan ended on March 27, 2017. Our stockholders approved an amendment to the 2007 Plan at the Annual Meeting of Stockholders on June 8, 2017 to, among other things, extend the term of the 2007 Plan until March 27, 2027. The 2007 Plan permits us to purchase sufficient shares to fund withholding taxes in connection with the vesting of restricted stock units and shares of restricted stock.units. All shares purchased during the three months ended June 30, 20222023 were purchased to fund withholding taxes in connection with the vesting of restricted stock units.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

None.

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ITEM 6. EXHIBITS.

Exhibit

Number

Description

31.1

31.1

Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) (17 CFR 240.15d-14(a)).

31.2

31.2

Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) (17 CFR 240.15d-14(a)).

32.1

32.1

Certification of Chief Executive Officer pursuant to Rule 13a-14(b)/15d-14(b) (17 CFR 240.15d-14(b)) and 18 U.S.C. Section 1350.

32.2

32.2

Certification of Chief Financial Officer pursuant to Rule 13a-14(b)/15d-14(b) (17 CFR 240.15d-14(b)) and 18 U.S.C. Section 1350.

101.INS

101.INS

XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH

101.SCH

XBRL Taxonomy Extension Schema Document.

101.CAL

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB

101.LAB

XBRL Taxonomy Extension Label Linkbase Document.

101.PRE

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document.

104

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BEASLEY BROADCAST GROUP, INC.

Dated: August 15, 20224, 2023

/s/ Caroline Beasley

Name: Caroline Beasley

Title: Chief Executive Officer (principal executive officer)

Dated: August 15, 20224, 2023

/s/ Marie Tedesco

Name: Marie Tedesco

Title: Chief Financial Officer (principal financial and accounting officer)

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