UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 03, 2023 |
BEASLEY BROADCAST GROUP, INC.
(Exact name of Registrant as Specified in Its Charter)
Delaware |
000-29253 |
65-0960915 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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3033 Riviera Drive, Suite 200 |
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Naples, Florida |
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34103 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: 239 263-5000 |
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Class A Common Stock, par value $0.001 per share |
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BBGI |
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Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On August 3, 2023, Beasley Broadcast Group, Inc. issued a press release announcing its financial results for the fiscal quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit Number |
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Description |
99.1 |
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Press Release dated August 3, 2023 issued by Beasley Broadcast Group, Inc. |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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 hereunto duly authorized.
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BEASLEY BROADCAST GROUP, INC. |
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Date: |
August 3, 2023 |
By: |
/s/ Marie Tedesco |
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Marie Tedesco |
Exhibit 99.1
Conference Call and Webcast
Today, August 3, 2023 at 11:00 a.m. ET
877-407-4018 or 201-689-8471, conference ID 13739796 or
www.bbgi.com
Replay information provided below
CONTACT: |
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B. Caroline Beasley |
Joseph Jaffoni, James Leahy |
Chief Executive Officer |
JCIR |
Beasley Broadcast Group, Inc. |
212/835-8500 or bbgi@jcir.com |
239/263-5000 or ir@bbgi.com |
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BEASLEY BROADCAST GROUP REPORTS SECOND QUARTER REVENUE OF $63.5 MILLION
14.8% Digital Revenue Growth and Expense Management Lead to a $4.1 Million Reduction in Net Loss and a 16.8% Increase in Adjusted EBITDA
NAPLES, Florida, August 3, 2023 – Beasley Broadcast Group, Inc. (Nasdaq: BBGI) (“Beasley” or the “Company”), a multi-platform media company, today announced operating results for the three-month period ended June 30, 2023. For further information, the Company has posted a presentation to its website regarding the second quarter highlights and accomplishments which management will review on today’s conference call.
Summary of Second Quarter and Year-to-Date Results
In millions, except per share data |
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Three Months Ended |
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Six Months Ended |
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2023 |
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2022 |
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2023 |
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2022 |
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Net revenue |
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$ |
63.5 |
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$ |
64.8 |
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$ |
121.2 |
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$ |
120.5 |
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Operating loss 1 |
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(4.5 |
) |
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(4.5 |
) |
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(4.1 |
) |
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(7.3 |
) |
Net loss 1 |
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(10.4 |
) |
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(14.5 |
) |
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(14.0 |
) |
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(18.0 |
) |
Net loss per diluted share 1 |
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$ |
(0.35 |
) |
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$ |
(0.49 |
) |
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$ |
(0.47 |
) |
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$ |
(0.61 |
) |
Adjusted EBITDA (non-GAAP) |
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7.7 |
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6.6 |
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10.4 |
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8.1 |
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Net revenue during the three months ended June 30, 2023 decreased 2.1% to $63.5 million, primarily reflecting a year-over-year decline in audio revenue largely due to a decrease in agency revenue, which offset an increase in digital revenue.
Despite a 4.3% year-over-year decline in operating expenses and flat corporate expenses compared to the second quarter of 2022, Beasley reported a 2023 second quarter operating loss of $4.5 million in the second quarter of 2023 compared to an operating loss of $4.5 million in the second quarter of 2022. The second quarter of 2023 operating loss largely reflects the impact of $10.0 million of non-cash impairment losses compared to $8.6 million of non-cash impairment losses in the second quarter of 2022.
-more-
Beasley Broadcast Group, 8/3/23 |
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page 2 |
Beasley reported a net loss of $10.4 million, or $0.35 per diluted share, in the three months ended June 30, 2023, compared to a net loss of $14.5 million, or $0.49 per diluted share, in the three months ended June 30, 2022. The net loss in both period primarily reflects the aforementioned impairment charges and other items discussed above.
Adjusted EBITDA (a non-GAAP financial measure) increased 16.8% to $7.7 million in the second quarter of 2023 compared to Adjusted EBITDA of $6.6 million in the second quarter of 2022. The increase is primarily attributable to lower operating expenses as a percentage of net revenue compared to the prior-year period.
Please refer to the “Calculation of Adjusted EBITDA” and “Reconciliation of Net Loss to Adjusted EBITDA” tables at the end of this release.
Commenting on the financial results, Caroline Beasley, Chief Executive Officer, said, “Despite ongoing challenges related to the economy and softness in the national spot market, Beasley’s successful digital transformation, continued local audio leadership and revenue diversification initiatives, combined with our proactive initiatives to reduce expenses, resulted in net loss declining by more than $4.0 million in both the quarter and year-to-date periods, compared to the same periods in 2022, as well as quarterly Adjusted EBITDA growth of 16.8% and 2023 year-to-date Adjusted EBITDA growth of 28.1%.
“During the quarter, we made additional progress with reducing leverage and strengthening our balance sheet as we repurchased another $3 million of our debt at a discount and lowered quarterly interest expense which support our goal to drive cash flow growth. We are generating cash from operations, and we expect to continue to generate positive cash flow for the full year.
“Our digital strategy delivered second quarter digital revenue growth of 14.8% year-over-year, and accounted for 19.4% of total second quarter revenue. Our digital revenue is primarily derived from our owned and operated assets, with our proprietary content creation driving the largest increase with the best margins and third-party products that come with a higher cost. Our talented sales teams have been able to combine our over-the-air and digital platform offerings to create marketing campaigns and brand solutions that provide great results for our clients. Our continued strong digital revenue growth has moved us to within a few basis points of reaching the bottom end of our goal of digital revenue accounting for 20% to 30% of total revenue and we remain laser focused on this initiative as a means to diversify and complement revenue in a cash flow positive manner.
“Total outstanding debt as of June 30, 2023 was $287.0 million, and second quarter interest expense declined slightly to $6.7 million. Beasley had $35.5 million of cash and cash equivalents on hand at quarter end. Our current cash balance provides us the flexibility to continue to opportunistically reduce our debt, leverage, and interest expense. We are hyper focused on this, as it both increases cash flow and de-risks our equity.
“In summary, the experience of our team and strong competitive positions in our markets combined with the meaningful actions we have taken to reduce costs and improve operating efficiencies were again evident in the strength of our second quarter results. Looking ahead, we are closely monitoring local and national economies and believe that our current operating structure will result in positive cash flow for the balance of the year and for the full year 2023.”
Conference Call and Webcast Information
The Company will host a conference call and webcast today, August 3, 2023, at 11:00 a.m. ET to discuss its financial results and operations. To access the conference call, interested parties may dial 877-407-4018 or 201-689-8471, conference ID 13739796 (domestic and international callers). Participants can also listen to a live webcast of the call at the Company’s website at www.bbgi.com. Please allow 15 minutes to register and download and install any necessary software. Following its completion, a replay of the webcast can be accessed for five days on the Company’s website, www.bbgi.com.
Questions from analysts, institutional investors and debt holders may be e-mailed to ir@bbgi.com at any time up until 9:00 a.m. ET on Thursday, August 3, 2023. Management will answer as many questions as possible during the conference call and webcast (provided the questions are not addressed in their prepared remarks).
-more-
Beasley Broadcast Group, 8/3/23 |
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page 3 |
About Beasley Broadcast Group
Beasley Broadcast Group, Inc. (www.bbgi.com) was founded in 1961 and owns 61 AM and FM stations in 14 large- and mid-size markets in the United States. Beasley reaches approximately 29 million unique consumers weekly over-the-air, online and on smartphones and tablets, and millions regularly engage with the Company’s brands and personalities through digital platforms such as Facebook, Twitter, text, apps and email. For more information, please visit www.bbgi.com.
For further information, or to receive future Beasley Broadcast Group news announcements via e-mail, please contact Beasley Broadcast Group, at 239-263-5000 or email@bbgi.com, or Joseph Jaffoni, JCIR, at 212-835-8500 or bbgi@jcir.com.
Definitions
EBITDA is defined as net income (loss) before interest income or expense, income tax expense or benefit, depreciation, and amortization.
Adjusted EBITDA is defined as EBITDA further adjusted to exclude certain, non-operating or other items that we believe are not indicative of the performance of our ongoing operations, such as impairment losses, other income or expense, or equity in earnings of unconsolidated affiliates. See “Reconciliation of Net Loss to Adjusted EBITDA” for additional information.
Adjusted EBITDA can also be calculated as net revenue less operating and corporate expenses. We define operating expenses as cost of services and selling, general and administrative expenses. Corporate expenses include general and administrative expenses and certain other income and expense items not allocated to the operating segments.
Adjusted EBITDA is a measure widely used in the media industry. The Company recognizes that because Adjusted EBITDA is not calculated in accordance with GAAP, it is not necessarily comparable to similarly titled measures employed by other companies. However, management believes that Adjusted EBITDA provides meaningful information to investors because it is an important measure of how effectively we operate our business and assists investors in comparing our operating performance with that of other media companies.
Note Regarding Forward-Looking Statements
Statements in this release that are “forward-looking statements” are based upon current expectations and assumptions, and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words or expressions such as “looking ahead,” “intends,” “believes,” “expects,” “seek,” “will,” “should,” or variations of such words and similar expressions are intended to identify such forward-looking statements. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Key risks are described in the Company’s reports filed with the Securities and Exchange Commission (“SEC”) including its annual report on Form 10-K and quarterly reports on Form 10-Q. Readers should note that forward-looking statements are subject to change and to inherent risks and uncertainties and may be impacted by several factors, including:
-more-
Beasley Broadcast Group, 8/3/23 |
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page 4 |
Our actual performance and results could differ materially because of these factors and other factors discussed in our SEC filings, including but not limited to our annual reports on Form 10-K or quarterly reports on Form 10-Q, copies of which can be obtained from the SEC, www.sec.gov, or our website, www.bbgi.com. All information in this release is as of August 3, 2023 and we undertake no obligation to update the information contained herein to actual results or changes to our expectations.
-more-
Beasley Broadcast Group, 8/3/23 |
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page 5 |
BEASLEY BROADCAST GROUP, INC.
Condensed Consolidated Statements of Comprehensive Loss - Unaudited
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Three months ended |
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Six months ended |
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June 30, |
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June 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Net revenue |
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$ |
63,461,723 |
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$ |
64,810,450 |
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$ |
121,240,843 |
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$ |
120,530,718 |
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Operating expenses: |
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Operating expenses (including stock-based compensation and excluding depreciation and amortization shown separately below) |
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51,327,562 |
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53,626,592 |
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101,981,217 |
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103,636,141 |
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Corporate expenses (including stock-based compensation) |
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4,405,031 |
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4,567,470 |
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8,888,126 |
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8,800,930 |
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Depreciation and amortization |
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2,195,985 |
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2,451,102 |
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4,425,310 |
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4,967,002 |
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Impairment loss |
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10,041,000 |
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8,619,097 |
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10,041,000 |
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10,476,323 |
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Total operating expenses |
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67,969,578 |
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69,264,261 |
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125,335,653 |
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127,880,396 |
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Operating loss |
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(4,507,855 |
) |
|
|
(4,453,811 |
) |
|
|
(4,094,810 |
) |
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(7,349,678 |
) |
Non-operating income (expense): |
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Interest expense |
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(6,724,469 |
) |
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(6,823,217 |
) |
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(13,318,321 |
) |
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(13,672,254 |
) |
Other income, net |
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36,735 |
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190,210 |
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577,250 |
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|
191,082 |
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Loss before income taxes |
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(11,195,589 |
) |
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(11,086,818 |
) |
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(16,835,881 |
) |
|
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(20,830,850 |
) |
Income tax expense (benefit) |
|
|
(821,836 |
) |
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|
3,554,469 |
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|
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(2,985,819 |
) |
|
|
(2,621,977 |
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Loss before equity in earnings of unconsolidated affiliates |
|
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(10,373,753 |
) |
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(14,641,287 |
) |
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(13,850,062 |
) |
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(18,208,873 |
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Equity in earnings of unconsolidated affiliates, net of tax |
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(56,876 |
) |
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186,570 |
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|
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(117,133 |
) |
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163,226 |
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Net loss |
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$ |
(10,430,629 |
) |
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$ |
(14,454,717 |
) |
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$ |
(13,967,195 |
) |
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$ |
(18,045,647 |
) |
Basic and diluted net loss per share |
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$ |
(0.35 |
) |
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$ |
(0.49 |
) |
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$ |
(0.47 |
) |
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$ |
(0.61 |
) |
Basic and diluted common shares outstanding |
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29,853,144 |
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29,418,951 |
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29,819,638 |
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29,395,003 |
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Selected Balance Sheet Data - Unaudited
(in thousands)
|
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June 30, |
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December 31, |
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2023 |
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2022 |
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Cash and cash equivalents |
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$ |
35,491 |
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$ |
39,535 |
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Working capital |
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43,672 |
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48,966 |
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Total assets |
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698,426 |
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714,943 |
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Long-term debt, net of unamortized debt issuance costs |
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283,249 |
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285,473 |
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Stockholders' equity |
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$ |
209,809 |
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$ |
223,489 |
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-more-
Beasley Broadcast Group, 8/3/23 |
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page 6 |
Selected Statement of Cash Flows Data – Unaudited
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Six months ended |
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June 30, |
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2023 |
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2022 |
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Net cash provided by operating activities |
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$ |
23,711 |
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$ |
6,751,546 |
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Net cash used in investing activities |
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(2,016,185 |
) |
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(7,301,590 |
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Net cash used in financing activities |
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(2,051,517 |
) |
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(4,910,152 |
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Net decrease in cash and cash equivalents |
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$ |
(4,043,991 |
) |
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$ |
(5,460,196 |
) |
Calculation of Adjusted EBITDA – Unaudited
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Three months ended |
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Six months ended |
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June 30, |
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June 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Net revenue |
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$ |
63,461,723 |
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$ |
64,810,450 |
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$ |
121,240,843 |
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$ |
120,530,718 |
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Operating expenses |
|
|
(51,327,562 |
) |
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|
(53,626,592 |
) |
|
|
(101,981,217 |
) |
|
|
(103,636,141 |
) |
Corporate expenses |
|
|
(4,405,031 |
) |
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|
(4,567,470 |
) |
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(8,888,126 |
) |
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(8,800,930 |
) |
Adjusted EBITDA |
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$ |
7,729,130 |
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$ |
6,616,388 |
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$ |
10,371,500 |
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$ |
8,093,647 |
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Reconciliation of Net Loss to Adjusted EBITDA – Unaudited
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Three months ended |
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Six months ended |
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June 30, |
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June 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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Net loss |
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$ |
(10,430,629 |
) |
|
$ |
(14,454,717 |
) |
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$ |
(13,967,195 |
) |
|
$ |
(18,045,647 |
) |
Interest expense |
|
|
6,724,469 |
|
|
|
6,823,217 |
|
|
|
13,318,321 |
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|
|
13,672,254 |
|
Income tax expense (benefit) |
|
|
(821,836 |
) |
|
|
3,554,469 |
|
|
|
(2,985,819 |
) |
|
|
(2,621,977 |
) |
Depreciation and amortization |
|
|
2,195,985 |
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|
|
2,451,102 |
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|
|
4,425,310 |
|
|
|
4,967,002 |
|
EBITDA |
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|
(2,332,011 |
) |
|
|
(1,625,929 |
) |
|
|
790,617 |
|
|
|
(2,028,368 |
) |
Impairment losses |
|
|
10,041,000 |
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|
|
8,619,097 |
|
|
|
10,041,000 |
|
|
|
10,476,323 |
|
Other income, net |
|
|
(36,735 |
) |
|
|
(190,210 |
) |
|
|
(577,250 |
) |
|
|
(191,082 |
) |
Equity in earnings of unconsolidated affiliates, net of tax |
|
|
56,876 |
|
|
|
(186,570 |
) |
|
|
117,133 |
|
|
|
(163,226 |
) |
Adjusted EBITDA |
|
$ |
7,729,130 |
|
|
$ |
6,616,388 |
|
|
$ |
10,371,500 |
|
|
$ |
8,093,647 |
|
# # #