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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): May 07, 2025

 

 

BEASLEY BROADCAST GROUP, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

000-29253

65-0960915

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

3033 Riviera Drive, Suite 200

 

Naples, Florida

 

34103

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 239 263-5000

 

 

(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:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Class A Common Stock, par value $0.001 per share

 

BBGI

 

The Nasdaq Stock 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 May 7, 2025, Beasley Broadcast Group, Inc. issued a press release announcing its financial results for the fiscal quarter ended March 31, 2025. 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

Description

99.1

Press Release dated May 7, 2025 issued by Beasley Broadcast Group, Inc.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


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.

 

 

 

BEASLEY BROADCAST GROUP, INC.

 

 

 

 

Date:

 May 7, 2025

By:

/s/ Lauren Burrows Coleman

 

 

 

Lauren Burrows Coleman
Chief Financial Officer

 


EX-99.1 2 bbgi-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

img101118723_0.jpg

Conference Call and WebcastToday, May 7, 2025 at 11:00 a.m. ET+1 (646) 307-1952 or (888) 672-2415, conference ID 1613596 orwww.bbgi.com Replay information provided below

 

CONTACT:

 

Heidi Raphael

Ilana Goldstein

Chief Communications Officer

Director, IR & Corp. Dev.

Beasley Broadcast Group, Inc.

Beasley Broadcast Group, Inc.

239/263-5000 or Heidi.raphael@bbgi.com

212/835-8500 or ilana@bbgi.com

 

BEASLEY BROADCAST GROUP REPORTS FIRST QUARTER REVENUE OF $48.9 MILLION

 

NAPLES, Florida, May 7, 2025 – 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 March 31, 2025. For further information, the Company has posted a presentation to its website regarding the first quarter highlights and accomplishments that management will review on today’s conference call.

First Quarter Financial Highlights

 

In millions, except per share data

 

Three Months Ended
March 31,

 

 

2025

 

 

2024

 

Net revenue

 

$

48.9

 

 

$

54.4

 

Operating loss

 

 

(2.0

)

 

 

(1.1

)

Net income (loss) 1

 

 

(2.7

)

 

 

 

Net income (loss) per diluted share 1

 

 

(1.50

)

 

 

0.01

 

Adjusted EBITDA (non-GAAP)

 

$

1.1

 

 

$

0.9

 

 

1.
Net income and net income per diluted share in the three months ended March 31, 2024 include a $6.0 million gain on sale of an investment in Broadcast Music, Inc.

 

First Quarter 2025 Highlights

Revenue from new business accounted for 18% of net revenue
Local revenue, including digital packages sold locally, accounted for 71% of net revenue
Digital revenue was comparable to the first quarter of 2024 but increased 6% year-over-year to $10.8 million, on a same-station basis
Digital revenue accounted for 22% of net revenue
Digital segment operating margin was 18%

Net revenue during the three months ended March 31, 2025 decreased 10.1%, or 8.5% on a same-station basis, to $48.9 million, driven by declines in agency revenue due to ongoing softness in the advertising market, as well as revenue declines related to the closures of Guarantee Digital and our esports division.

Beasley reported an operating loss of $2.0 million in the first quarter of 2025, compared to an operating loss of $1.1 million in the first quarter of 2024. Operating loss increased as the $5.5 million year-over-year reduction in net revenue exceeded the $4.6 million decrease in total operating expenses, corporate expenses and depreciation and amortization. Although core operating and corporate expenses declined due to continued cost management efforts, these savings were insufficient to fully offset the impact of lower agency revenue.

 


 

Beasley Broadcast Group, 5/7/2025

 

page 2

 

Beasley reported a net loss of approximately $2.7 million, or $1.50 per diluted share, in the three months ended March 31, 2025, compared to a net income of $8 thousand, or $0.01 per diluted share, in the three months ended March 31, 2024. The year-over-year decline was primarily attributable to a $6.0 million gain on the sale of an investment in Broadcast Music, Inc. in the first quarter of 2024 and to the macroeconomic softness that impacted agency revenue performance.

Adjusted EBITDA was $1.1 million in the first quarter of 2025, compared to $0.9 million in the first quarter of 2024. Despite a meaningful shortfall in revenue, the increase in Adjusted EBITDA reflects the benefits of strategic streamlining initiatives implemented across the organization.

Please refer to the “Reconciliation of Net Income (Loss) to Adjusted EBITDA” table at the end of this release.

Commenting on the financial results, Caroline Beasley, Chief Executive Officer, said, “Our first quarter results reflect the strength of our ongoing transformation and the resilience of our core strategy. While revenue was impacted by persistent macroeconomic headwinds, we mitigated this through disciplined cost management, operational streamlining, and continued momentum in our digital business, resulting in an Operating Loss of $2.0 million and year-over-year Adjusted EBITDA growth. Digital revenue now represents over 20% of total revenue, and the meaningful expansion in digital segment operating income underscores the scalability of our platform and the impact of our strategic investments. As we look ahead, we remain focused on unlocking margin expansion, accelerating our digital evolution, and driving long-term value for our stockholders through thoughtful execution and innovation.”

“We are particularly encouraged by the continued growth in our high-margin digital offerings and the early success of new digital and content initiatives,” continued Caroline Beasley. “With a more agile operating structure, a differentiated content portfolio, and deepened advertiser engagement, we believe Beasley is well-positioned to navigate short-term market challenges while building a more durable and diversified revenue base.”

Conference Call and Webcast Information

The Company will host a conference call and webcast today, May 7, 2025 at 11:00 a.m. ET to discuss its financial results and operations. To access the conference call, interested parties may dial (888) 672-2415, or +1 (646) 307-1952 conference ID 1613596 (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 Wednesday, May 7, 2025. Management will answer as many questions as possible during the conference call and webcast (provided the questions are not addressed in their prepared remarks).

About Beasley Broadcast Group

The Company is a multi-platform media company whose primary business is operating radio stations throughout the United States. The Company offers local and national advertisers integrated marketing solutions across audio, digital and event platforms. The Company owns and operates 57 AM and FM stations in the following large- and mid-size markets in the United States: 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, and Tampa-Saint Petersburg, FL. Approximately 18 million consumers listen to the Company’s radio stations 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, X, 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 ir@bbgi.com.

 


 

Beasley Broadcast Group, 5/7/2025

 

page 3

 

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, one-time severance expense, stock-based compensation or equity in earnings of unconsolidated affiliates. See “Reconciliation of Net Income (Loss) to Adjusted EBITDA” for additional information.

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.

Same station revenue excludes revenue from all divestitures and other operations that were exited in the prior 12 months. This metric provides investors with a clearer view of core business performance by eliminating the impact of portfolio changes and enabling more meaningful year-over-year comparisons. By isolating the performance of continuing operations, same station results offer greater transparency into underlying trends, operational execution, and the effectiveness of strategic initiatives.

New business revenue is defined as revenue from an advertiser that has not advertised in the prior 13 months before the start of the current quarter.

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:

ability to comply with the continued listing standards of Nasdaq, continued listing on Nasdaq or make periodic filings with the SEC;
risks from health epidemics, natural disasters, terrorism, and other catastrophic events;
adverse effects of inflation;
external economic forces and conditions that could have a material adverse impact on our advertising revenues and results of operations;
the ability of our stations to compete effectively in their respective markets for advertising revenues;
our ability to develop compelling and differentiated digital content, products and services;
audience acceptance of our content, particularly our audio programs;
our ability to adapt or respond to changes in technology, standards and services that affect the audio industry;
our dependence on federally issued licenses subject to extensive federal regulation;
actions by the FCC or new legislation affecting the audio industry;
increases to royalties we pay to copyright owners or the adoption of legislation requiring royalties to be paid to record labels and recording artists; our dependence on selected market clusters of stations for a material portion of our net revenue;

 


 

Beasley Broadcast Group, 5/7/2025

 

page 4

 

credit risk on our accounts receivable;
the risk that our FCC licenses could become impaired;
our substantial debt levels and the potential effect of restrictive debt covenants on our operational flexibility and ability to pay dividends;
the potential effects of hurricanes, extreme weather and other climate change conditions on our corporate offices and stations;
the failure or destruction of the internet, satellite systems and transmitter facilities that we depend upon to distribute our programming;
modifications or interruptions of our information technology infrastructure and information systems;
the loss of key executives and other key employees;
our ability to identify, consummate and integrate acquired businesses and stations;
the fact that our Company is controlled by the Beasley family, which creates difficulties for any attempt to gain control of our Company; and
other economic, business, competitive, and regulatory factors affecting our businesses, including those set forth in our filings with the SEC.

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 May 7, 2025, and we undertake no obligation to update the information contained herein to actual results or changes to our expectations, except as required by law.

 

 


 

Beasley Broadcast Group, 5/7/2025

 

page 5

 

BEASLEY BROADCAST GROUP, INC.

Condensed Consolidated Statements of Net Income (Loss) - Unaudited

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Net revenue

 

$

48,912,465

 

 

$

54,380,346

 

Operating expenses:

 

 

 

 

 

 

Operating expenses (including stock-based compensation and excluding depreciation and amortization shown separately below)

 

 

45,241,261

 

 

 

49,240,998

 

Corporate expenses (including stock-based compensation)

 

 

4,019,462

 

 

 

4,407,832

 

Depreciation and amortization

 

 

1,652,331

 

 

 

1,834,602

 

Total operating expenses

 

 

50,913,054

 

 

 

55,483,432

 

Operating loss

 

 

(2,000,589

)

 

 

(1,103,086

)

Non-operating income (expense):

 

 

 

 

 

 

Interest expense

 

 

(3,380,642

)

 

 

(5,587,308

)

Gain on sale of investment

 

 

 

 

 

6,026,776

 

Other income, net

 

 

1,097,485

 

 

 

270,005

 

Loss before income taxes

 

 

(4,283,746

)

 

 

(393,613

)

Income tax benefit

 

 

(1,567,727

)

 

 

(410,230

)

Income (loss) before equity in earnings of unconsolidated affiliates

 

 

(2,716,019

)

 

 

16,617

 

Equity in earnings of unconsolidated affiliates, net of tax

 

 

26,198

 

 

 

(8,647

)

Net income (loss)

 

$

(2,689,821

)

 

$

7,970

 

Basic and diluted net income (loss) per share

 

$

(1.50

)

 

$

0.01

 

Basic common shares outstanding

 

 

1,792,029

 

 

 

1,516,290

 

Diluted common shares outstanding

 

 

1,792,029

 

 

 

1,523,337

 

 

Selected Balance Sheet Data - Unaudited

(in thousands)

 

 

March 31,

 

 

December 31,

 

 

2025

 

 

2024

 

Cash and cash equivalents

 

$

12,235

 

 

$

13,773

 

Working capital

 

 

8,141

 

 

 

16,303

 

Total assets

 

 

539,259

 

 

 

549,207

 

Long-term debt, net of unamortized debt issuance costs

 

 

240,939

 

 

 

247,118

 

Stockholders' equity

 

$

144,619

 

 

$

147,220

 

 

Selected Statement of Cash Flows Data – Unaudited

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Net cash used in operating activities

 

$

(3,474,505

)

 

$

(4,036,884

)

Net cash provided by investing activities

 

 

1,946,342

 

 

 

5,079,052

 

Net cash used in financing activities

 

 

(9,105

)

 

 

(12,636

)

Net increase (decrease) in cash and cash equivalents

 

$

(1,537,268

)

 

$

1,029,532

 

 

 

 


 

Beasley Broadcast Group, 5/7/2025

 

page 6

 

 

Reconciliation of Net Income (Loss) to Adjusted EBITDA – Unaudited

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Net income (loss)

 

$

(2,689,821

)

 

$

7,970

 

Interest expense

 

 

3,380,642

 

 

 

5,587,308

 

Income tax benefit

 

 

(1,567,727

)

 

 

(410,230

)

Depreciation and amortization

 

 

1,652,331

 

 

 

1,834,602

 

EBITDA

 

 

775,425

 

 

 

7,019,650

 

Severance expenses

 

 

889,470

 

 

 

 

Non-recurring expenses

 

 

494,961

 

 

 

 

Stock-based compensation expenses

 

 

98,619

 

 

 

153,361

 

Gain on sale of investment

 

 

 

 

 

(6,026,776

)

Other income, net

 

 

(1,097,485

)

 

 

(270,005

)

Equity in earnings of unconsolidated affiliates, net of tax

 

 

(26,198

)

 

 

8,647

 

Adjusted EBITDA

 

$

1,134,792

 

 

$

884,877

 

 

Calculation of Same Station Net Revenue and Operating Expenses – Unaudited

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Net revenue

 

$

48,912,465

 

 

$

54,380,346

 

Wilmington

 

 

 

 

 

(55,117

)

Guarantee Digital

 

 

 

 

 

(744,691

)

Outlaws

 

 

 

 

 

(99,191

)

Same station net revenue

 

$

48,912,465

 

 

$

53,481,347

 

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Operating expenses

 

$

45,241,261

 

 

$

49,240,998

 

Atlanta

 

 

 

 

 

(36,270

)

Wilmington

 

 

 

 

 

(77,227

)

Guarantee Digital

 

 

 

 

 

(1,000,045

)

Outlaws

 

 

 

 

 

(312,815

)

Same station operating expenses

 

$

45,241,261

 

 

$

47,814,641

 

 

Calculation of Same Station Audio Net Revenue and Audio Operating Expenses – Unaudited

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Audio net revenue

 

$

38,153,370

 

 

$

43,428,127

 

Wilmington

 

 

 

 

 

(55,117

)

Same station audio net revenue

 

$

38,153,370

 

 

$

43,373,010

 

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Audio operating expenses

 

$

36,394,976

 

 

$

38,432,912

 

Atlanta

 

 

 

 

 

(36,270

)

Wilmington

 

 

 

 

 

(77,227

)

Same station audio operating expenses

 

$

36,394,976

 

 

$

38,319,415

 

 

 

 

 

 

 

 


 

Beasley Broadcast Group, 5/7/2025

 

page 7

 

Calculation of Same Station Digital Net Revenue and Digital Operating Expenses – Unaudited

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Digital net revenue

 

$

10,759,095

 

 

$

10,952,219

 

Guarantee Digital

 

 

 

 

 

(744,691

)

Outlaws

 

 

 

 

 

(99,191

)

Same station digital net revenue

 

$

10,759,095

 

 

$

10,108,337

 

 

 

Three months ended

 

 

March 31,

 

 

2025

 

 

2024

 

Digital operating expenses

 

$

8,846,285

 

 

$

10,808,086

 

Guarantee Digital

 

 

 

 

 

(1,000,045

)

Outlaws

 

 

 

 

 

(312,815

)

Same station digital operating expenses

 

$

8,846,285

 

 

$

9,495,226