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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, 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 Number: 000-29253

 

BEASLEY BROADCAST GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

65-0960915

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

 

3033 Riviera Drive, Suite 200

Naples, Florida 34103

(Address of Principal Executive Offices and Zip Code)

 

(239) 263-5000

(Registrant's Telephone Number, Including Area Code)

 

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

 

Title of Each Class

Trading Symbol

Name of Each Exchange on which Registered

Class A Common Stock, par value $0.001 per share

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

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's classes of common stock, as of the latest practicable date.

 

Class A Common Stock, $0.001 par value, 13,296,990 Shares Outstanding as of July 28, 2023

 

Class B Common Stock, $0.001 par value, 16,662,743 Shares Outstanding as of July 28, 2023

 

 

 

 


 

INDEX

 

 

 

 

Page

No.

 

 

 

 

PART I

 

FINANCIAL INFORMATION

 

 

 

 

Item 1.

Condensed Consolidated Financial Statements.

 

 

 

 

 

 

 

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.

 

20

 

 

 

 

Item 4.

Controls and Procedures.

 

20

 

 

 

 

PART II

 

OTHER INFORMATION

 

 

 

 

Item 1.

Legal Proceedings.

 

21

 

 

 

 

Item 1A.

Risk Factors.

 

21

 

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

 

21

 

 

 

 

Item 3.

Defaults Upon Senior Securities.

 

21

 

 

 

 

Item 4.

Mine Safety Disclosures.

 

21

 

 

 

 

Item 5.

Other Information.

 

21

 

 

 

 

Item 6.

Exhibits.

 

22

 

 

 

 

SIGNATURES

 

23

 

 


 

BEASLEY BROADCAST GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

 

 

 

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


 

BEASLEY BROADCAST GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)

 

 

 

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


 

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,

 

 

 

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


 

BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(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, 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

 

 

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 million in cash. The acquisition was accounted for as a business combination. The purchase price allocation is summarized as follows:

 

Property and equipment

 

$

3,000

 

Goodwill

 

 

922,000

 

Other intangibles

 

 

1,075,000

 

 

$

2,000,000

 

 

Goodwill was equal to the amount the purchase price exceeded the values allocated to the tangible and identifiable intangible assets and includes the value of 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 million in cash. As a result of the sale, the Company recorded an impairment loss of $1.9 million related to the FCC license during the first quarter of 2022.

(4)
FCC Licenses

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 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)% - 15.9%

Market revenue shares at maturity

 

0.6% - 44.0%

Operating income margins at maturity

 

19.2% - 32.6%

Discount rate

 

9.5%

 

(5)
Goodwill

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 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 goodwill in the 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

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)% - 11.1%

Operating income margins

 

5.4% - 29.8%

Discount rate

 

9.5%

 

(6)
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

 

 

On February 2, 2021, the Company 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-owned subsidiaries and are guaranteed jointly and severally by the Company and its majority-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 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 the 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 million aggregate principal amount of the Notes for an aggregate price equal to 96% of the principal amount and recorded an aggregate gain of $0.1 million as a result of the repurchases.

(7)
Stockholders’ Equity

The changes in stockholders’ equity 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)

(8)
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

 

 

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 sheets. Substantially all deferred revenue is recognized within 12 months of the payment date.

 

 

December 31,

 

 

June 30,

 

 

2022

 

 

2023

 

Deferred revenue

 

$

4,696,989

 

 

$

6,636,401

 

 

Audio revenue includes revenue from the sale or trade of aired commercial spots to advertisers directly or through 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

 

 

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

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

 

 

As of June 30, 2023, there was $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 2.4 years.

 

(10)
Income Taxes

 

The Company’s effective tax rate was 32% and (7)% for the three months ended June 30, 2022 and 2023, respectively, and (13)% and (18)% for the six months ended June 30, 2022 and 2023, respectively. These rates differ from the federal statutory rate of 21% due to the effect of state income taxes and certain expenses that are not deductible for tax purposes.

(11)
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

)

 

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 2023, respectively, and 171,501 shares and 57,775 shares for the six months ended June 30, 2022 and 2023, respectively.

11


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(12)
Financial Instruments

The carrying amount of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximates 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 $174.0 million and $189.4 million as of December 31, 2022 and June 30, 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

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 stations in the following 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 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 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

 

Capital expenditures

 

$

5,039,229

 

 

$

8,982

 

 

$

(1,598

)

 

$

64,514

 

 

$

5,111,127

 

 

12


BEASLEY BROADCAST GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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

 

 

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

 

Capital expenditures

 

$

6,221,223

 

 

$

10,826

 

 

$

59,084

 

 

$

206,744

 

 

$

6,497,877

 

 

Reportable segment information as of June 30, 2023 is as follows:

 

 

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, 2022 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

 

 

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 stations in the following 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 stations in each 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:

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 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 audio programs;
the ability of the Company to respond to changes in technology, standards and services that affect the audio industry;
the Company’s dependence on federally issued licenses subject to extensive federal regulation;
actions by the FCC or new legislation affecting the audio 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 stations for a material portion of its net revenue;
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 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 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 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 station’s audience share in the demographic groups targeted by advertisers as measured principally by periodic reports issued by Nielsen Audio;
the number of 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 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 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 stations. We strive to control our operating expenses by centralizing certain functions at our corporate offices and consolidating certain functions in each of our 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.

Our critical accounting estimates are described in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022. There have been no additional material changes to our critical accounting estimates during the six months ended June 30, 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, 2023 Compared to the Three Months Ended June 30, 2022

The following summary table presents a comparison of our results of operations for the three months ended June 30, 2022 and 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

 

 

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

 

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 decreased $1.3 million during the three months ended June 30, 2023 as compared to the three months ended June 30, 2022. Audio revenue decreased $3.0 million during the three months ended June 30, 2023 as compared to the three months ended June 30, 2022, primarily due to a decrease in agency revenue. Digital revenue increased $1.6 million during the three months ended June 30, 2023 as compared to the three months ended June 30, 2022, primarily due to continued growth in the digital segment.

Operating Expenses. Operating expenses decreased $2.3 million during the three months ended June 30, 2023 as compared to the three months ended June 30, 2022. Audio operating expenses decreased $3.8 million during the three months ended June 30, 2023 as compared to the three months ended June 30, 2022, primarily due to ongoing expense management. Digital operating expenses increased $1.6 million during the three months ended June 30, 2023 as compared to the three months ended June 30, 2022, primarily due to continued investment in the digital segment.

Corporate Expenses. Corporate expenses during the three months ended June 30, 2023 were compareable to the three months ended June 30, 2022.

Impairment Losses. Due to the potential sales of certain audio assets in 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.

Income Tax Expense (Benefit). Our effective tax rate was approximately 32% and (7)% for the three months ended June 30, 2022 and 2023, respectively. These rates differ from the federal statutory rate of 21% due to the effect of state income taxes and certain expenses that are not deductible for tax purposes.

Net Loss. Net loss for the three months ended June 30, 2023 was $10.4 million compared to a net loss of $14.5 million for the three months ended June 30, 2022, as a result of the factors described above.

Six Months Ended June 30, 2023 Compared to the Six Months Ended June 30, 2022

The following summary table presents a comparison of our results of operations for the six months ended June 30, 2022 and 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

 

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

 

 

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 $0.7 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022. Audio revenue decreased $2.9 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 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 growth in the 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, 2023 as compared to the six months ended June 30, 2022, primarily due to ongoing expense management. Digital operating expenses increased $3.1 million during the six months ended June 30, 2023 as compared to the six months ended June 30, 2022, primarily due to continued investment in the digital segment.

Corporate Expenses. Corporate expenses during the six months ended June 30, 2023 were comparable to the six months ended June 30, 2022.

Impairment Losses. Due to the potential sales of certain audio assets in 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.

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

Net Loss. Net loss for the six months ended June 30, 2023 was $14.0 million compared to a net loss of $18.0 million for the six months ended June 30, 2022, 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 12 months and thereafter are expected to continue to be, for working capital, debt service, and other general corporate purposes, including capital expenditures and station acquisitions. Historically, our capital expenditures have not been significant. In addition to property and equipment associated with 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 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.

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.

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-owned subsidiaries and are guaranteed jointly and severally by the Company and its majority-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 the second quarter of 2023, we 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

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 approximately $68,000 to repurchase 70,318 shares during the six months ended June 30, 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 12 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, 2023.

Cash Flows. The following summary table presents a comparison of our cash flows for the six months ended June 30, 2022 and 2023 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.

 

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 approximately $24,000 during the six months ended June 30, 2023, as compared to net cash provided by operating activities of $6.8 million during the six months ended June 30, 2022. The $6.7 million change in net cash provided by operating activities was primarily due to a $5.6 million decrease in cash receipts from revenue and a $1.1 million increase in cash paid for operating expenses.

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 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.

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 controls over financial reporting during the quarter ended June 30, 2023 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

20


 

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, 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, 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 10 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. All shares purchased during the three months ended June 30, 2023 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.

21


 

ITEM 6. EXHIBITS.

 

Exhibit

Number

 

Description

31.1

 

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

31.2

 

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

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

 

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

 

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

 

XBRL Taxonomy Extension Schema Document.

101.CAL

 

XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF

 

XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB

 

XBRL Taxonomy Extension Label Linkbase Document.

101.PRE

 

XBRL Taxonomy Extension Presentation Linkbase Document.

104

 

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

 

22


 

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 4, 2023

 

/s/ Caroline Beasley

 

 

Name: Caroline Beasley

 

 

Title: Chief Executive Officer (principal executive officer)

 

 

 

Dated: August 4, 2023

 

/s/ Marie Tedesco

 

 

Name: Marie Tedesco

 

 

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

 

23


 

Exhibit 31.1

 

Certification of Chief Executive Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

I, Caroline Beasley, certify that:

1.
I have reviewed this quarterly report on Form 10-Q of Beasley Broadcast Group, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Dated: August 4, 2023

 

/s/ Caroline Beasley

 

 

Title: Chief Executive Officer

 


 

Exhibit 31.2

 

Certification of Chief Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

I, Marie Tedesco, certify that:

1.
I have reviewed this quarterly report on Form 10-Q of Beasley Broadcast Group, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Dated: August 4, 2023

 

/s/ Marie Tedesco

 

 

Title: Chief Financial Officer

 


Exhibit 32.1

 

Certification of Chief Executive Officer

 

Pursuant to 18 U.S.C. § 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Beasley Broadcast Group, Inc. (the “Company”) hereby certifies to such officer’s knowledge that:

 

(i)
the accompanying Quarterly Report on Form 10-Q of the Company for the quarterly period ended June 30, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and
(ii)
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Dated: August 4, 2023

 

/s/ Caroline Beasley

 

 

Caroline Beasley

 

 

Chief Executive Officer

 

The foregoing certification is being furnished solely to accompany the Report pursuant to 18 U.S.C. § 1350, and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 


Exhibit 32.2

 

Certification of Chief Financial Officer

 

Pursuant to 18 U.S.C. § 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned officer of Beasley Broadcast Group, Inc. (the “Company”) hereby certifies to such officer’s knowledge that:

 

(i)
the accompanying Quarterly Report on Form 10-Q of the Company for the quarterly period ended June 30, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, as amended; and
(ii)
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Dated: August 4, 2023

 

/s/ Marie Tedesco

 

 

Marie Tedesco

 

 

Chief Financial Officer

 

The foregoing certification is being furnished solely to accompany the Report pursuant to 18 U.S.C. § 1350, and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

 


v3.23.2
Cover Page - shares
6 Months Ended
Jun. 30, 2023
Jul. 28, 2023
Document Information [Line Items]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Jun. 30, 2023  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q2  
Trading Symbol BBGI  
Entity Registrant Name BEASLEY BROADCAST GROUP, INC.  
Entity Central Index Key 0001099160  
Current Fiscal Year End Date --12-31  
Entity Current Reporting Status Yes  
Entity Filer Category Non-accelerated Filer  
Entity Shell Company false  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Interactive Data Current Yes  
Entity Address, State or Province FL  
Entity Tax Identification Number 65-0960915  
Entity Address, Address Line One 3033 Riviera Drive  
Entity Address, Address Line Two Suite 200  
Entity Address, City or Town Naples  
Entity Address, Postal Zip Code 34103  
City Area Code 239  
Local Phone Number 263-5000  
Security Exchange Name NASDAQ  
Title of 12(b) Security Class A Common Stock, par value $0.001 per share  
Entity File Number 000-29253  
Entity Incorporation, State or Country Code DE  
Document Transition Report false  
Document Quarterly Report true  
Class A Common Stock [Member]    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   13,296,990
Class B Common Stock [Member]    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   16,662,743
v3.23.2
Condensed Consolidated Balance Sheets - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 35,490,662 $ 39,534,653
Accounts receivable, less allowance for credit losses of $1,876,751 in 2022 and $1,848,595 in 2023 55,299,435 56,683,526
Prepaid expenses 8,669,362 5,078,231
Other current assets 4,931,795 4,364,120
Total current assets 104,391,254 105,660,530
Property and equipment, net 53,442,533 55,807,047
Operating lease right-of-use assets 37,398,260 38,478,756
Finance lease right-of-use assets 300,000 306,667
FCC licenses 477,208,798 487,249,798
Goodwill 13,265,460 13,265,460
Other intangibles, net 7,735,897 8,219,939
Other assets 4,684,273 5,955,158
Total assets 698,426,475 714,943,355
Current liabilities:    
Accounts payable 20,071,365 19,344,621
Operating lease liabilities 8,317,603 8,166,394
Other current liabilities 32,330,526 29,183,630
Total current liabilities 60,719,494 56,694,645
Long-term debt, net of unamortized debt issuance costs 283,249,402 285,472,107
Operating lease liabilities 36,011,146 37,485,602
Deferred tax liabilities 94,924,594 98,068,981
Total liabilities 488,617,022 491,454,547
Commitments and contingencies
Stockholders' equity:    
Preferred stock, $0.001 par value; 10,000,000 shares authorized; none issued
Additional paid-in capital 152,303,663 151,948,310
Treasury stock, Class A common stock; 3,649,568 shares in 2022; 3,719,886 shares in 2023 (29,223,067) (29,155,300)
Retained earnings 86,195,869 100,163,064
Accumulated other comprehensive income 499,311 499,311
Total stockholders' equity 209,809,453 223,488,808
Total liabilities and stockholders' equity 698,426,475 714,943,355
Class A Common Stock [Member]    
Stockholders' equity:    
Common stock 17,015 16,761
Class B Common Stock [Member]    
Stockholders' equity:    
Common stock 16,662 16,662
Due to Related Parties [Member]    
Current liabilities:    
Other long-term liabilities 70,375 85,731
Nonrelated Party [Member]    
Current liabilities:    
Other long-term liabilities $ 13,642,011 $ 13,647,481
v3.23.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Allowance for doubtful accounts $ 1,848,595 $ 1,876,751
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares authorized 10,000,000 10,000,000
Preferred stock, shares issued 0 0
Class A Common Stock [Member]    
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 150,000,000 150,000,000
Common stock, shares issued 17,016,876 16,763,227
Common stock, shares outstanding 13,296,990 13,113,659
Treasury stock, Class A common stock shares 3,719,886 3,649,568
Class B Common Stock [Member]    
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 75,000,000 75,000,000
Common stock, shares issued 16,662,743 16,662,743
Common stock, shares outstanding 16,662,743 16,662,743
v3.23.2
Condensed Consolidated Statements of Comprehensive Loss - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income Statement [Abstract]        
Net revenue $ 63,461,723 $ 64,810,450 $ 121,240,843 $ 120,530,718
Operating expenses:        
Operating expenses 51,327,562 53,626,592 101,981,217 103,636,141
Corporate expenses 4,405,031 4,567,470 8,888,126 8,800,930
Depreciation and amortization 2,195,985 2,451,102 4,425,310 4,967,002
Impairment losses 10,041,000 8,619,097 10,041,000 10,476,323
Total operating expenses 67,969,578 69,264,261 125,335,653 127,880,396
Operating loss (4,507,855) (4,453,811) (4,094,810) (7,349,678)
Non-operating income (expense):        
Interest expense (6,724,469) (6,823,217) (13,318,321) (13,672,254)
Other income, net 36,735 190,210 577,250 191,082
Loss before income taxes (11,195,589) (11,086,818) (16,835,881) (20,830,850)
Income tax expense (benefit) (821,836) 3,554,469 (2,985,819) (2,621,977)
Loss before equity in earnings of unconsolidated affiliates (10,373,753) (14,641,287) (13,850,062) (18,208,873)
Equity in earnings of unconsolidated affiliates, net of tax (56,876) 186,570 (117,133) 163,226
Net loss $ (10,430,629) $ (14,454,717) $ (13,967,195) $ (18,045,647)
Net loss per Class A and Class B common share:        
Basic $ (0.35) $ (0.49) $ (0.47) $ (0.61)
Diluted $ (0.35) $ (0.49) $ (0.47) $ (0.61)
Weighted average shares outstanding:        
Basic 29,853,144 29,418,951 29,819,638 29,395,003
Diluted 29,853,144 29,418,951 29,819,638 29,395,003
v3.23.2
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Stock-based compensation     $ 355,607 $ 606,080
Station Operating Expenses [Member]        
Stock-based compensation $ 39,416 $ 75,368 72,220 153,591
Corporate General and Administrative Expenses [Member]        
Stock-based compensation $ 141,923 $ 303,462 $ 283,387 $ 452,489
v3.23.2
Condensed Consolidated Statements of Cash Flows - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Cash flows from operating activities:        
Net loss $ (10,430,629) $ (14,454,717) $ (13,967,195) $ (18,045,647)
Adjustments to reconcile net loss to net cash provided by operating activities:        
Stock-based compensation     355,607 606,080
Provision for credit losses 295,122 511,253 525,814 588,751
Depreciation and amortization 2,195,985 2,451,102 4,425,310 4,967,002
Impairment losses 10,041,000 8,619,097 10,041,000 10,476,323
Amortization of loan fees     734,253 754,085
Gain on debt purchases     (973,208) (100,335)
Deferred income taxes     (3,144,387) (2,747,810)
Equity in earnings of unconsolidated affiliates 56,876 (186,570) 117,133 (163,226)
Change in operating assets and liabilities:        
Accounts receivable     858,277 7,160,917
Prepaid expenses     (3,591,131) (2,286,447)
Other assets     947,918 (2,176,152)
Accounts payable     726,744 2,641,981
Other liabilities     2,840,148 5,003,953
Other operating activities     127,428 72,071
Net cash provided by operating activities     23,711 6,751,546
Cash flows from investing activities:        
Payment for acquisition       (2,000,000)
Capital expenditures     (2,016,185) (6,486,902)
Proceeds from dispositions       1,185,312
Net cash used in investing activities     (2,016,185) (7,301,590)
Cash flows from financing activities:        
Payments on debt     (1,983,750) (4,802,500)
Reduction of finance lease liabilities       (1,945)
Purchase of treasury stock     (67,767) (105,707)
Net cash used in financing activities     (2,051,517) (4,910,152)
Net decrease in cash and cash equivalents     (4,043,991) (5,460,196)
Cash and cash equivalents at beginning of period     39,534,653 51,378,642
Cash and cash equivalents at end of period $ 35,490,662 $ 45,918,446 35,490,662 45,918,446
Cash paid for interest     12,569,776 12,921,869
Cash paid for income taxes     $ 1,246,263 $ 1,546,500
v3.23.2
Interim Financial Statements
6 Months Ended
Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
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, 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.

v3.23.2
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies
(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

 

 

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.

v3.23.2
Acquisition and Dispositions
6 Months Ended
Jun. 30, 2023
Business Combinations [Abstract]  
Acquisition and Dispositions
(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 million in cash. The acquisition was accounted for as a business combination. The purchase price allocation is summarized as follows:

 

Property and equipment

 

$

3,000

 

Goodwill

 

 

922,000

 

Other intangibles

 

 

1,075,000

 

 

$

2,000,000

 

 

Goodwill was equal to the amount the purchase price exceeded the values allocated to the tangible and identifiable intangible assets and includes the value of 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 million in cash. As a result of the sale, the Company recorded an impairment loss of $1.9 million related to the FCC license during the first quarter of 2022.

v3.23.2
FCC Licenses
6 Months Ended
Jun. 30, 2023
Text Block [Abstract]  
FCC Licenses
(4)
FCC Licenses

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 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)% - 15.9%

Market revenue shares at maturity

 

0.6% - 44.0%

Operating income margins at maturity

 

19.2% - 32.6%

Discount rate

 

9.5%

v3.23.2
Goodwill
6 Months Ended
Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill
(5)
Goodwill

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 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 goodwill in the 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%

v3.23.2
Long-Term Debt
6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Long-Term Debt
(6)
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

 

 

On February 2, 2021, the Company 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-owned subsidiaries and are guaranteed jointly and severally by the Company and its majority-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 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 the 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 million aggregate principal amount of the Notes for an aggregate price equal to 96% of the principal amount and recorded an aggregate gain of $0.1 million as a result of the repurchases.

v3.23.2
Stockholders' Equity
6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Stockholders' Equity
(7)
Stockholders’ Equity

The changes in stockholders’ equity 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

 

v3.23.2
Net Revenue
6 Months Ended
Jun. 30, 2023
Revenue from Contract with Customer [Abstract]  
Net Revenue
(8)
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

 

 

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 sheets. Substantially all deferred revenue is recognized within 12 months of the payment date.

 

 

December 31,

 

 

June 30,

 

 

2022

 

 

2023

 

Deferred revenue

 

$

4,696,989

 

 

$

6,636,401

 

 

Audio revenue includes revenue from the sale or trade of aired commercial spots to advertisers directly or through 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

 

 

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.

v3.23.2
Stock-Based Compensation
6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
(9)
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

 

 

As of June 30, 2023, there was $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 2.4 years.

v3.23.2
Income Taxes
6 Months Ended
Jun. 30, 2023
Income Tax Disclosure [Abstract]  
Income Taxes
(10)
Income Taxes

 

The Company’s effective tax rate was 32% and (7)% for the three months ended June 30, 2022 and 2023, respectively, and (13)% and (18)% for the six months ended June 30, 2022 and 2023, respectively. These rates differ from the federal statutory rate of 21% due to the effect of state income taxes and certain expenses that are not deductible for tax purposes.

v3.23.2
Earnings Per Share
6 Months Ended
Jun. 30, 2023
Earnings Per Share [Abstract]  
Earnings Per Share
(11)
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

)

 

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 2023, respectively, and 171,501 shares and 57,775 shares for the six months ended June 30, 2022 and 2023, respectively.

v3.23.2
Financial Instruments
6 Months Ended
Jun. 30, 2023
Investments, All Other Investments [Abstract]  
Financial Instruments
(12)
Financial Instruments

The carrying amount of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximates 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 $174.0 million and $189.4 million as of December 31, 2022 and June 30, 2023, respectively. The Company used Level 2 measurements under the fair value measurement hierarchy to determine the estimated fair value of the Notes.

v3.23.2
Segment Information
6 Months Ended
Jun. 30, 2023
Segment Reporting [Abstract]  
Segment Information
(13)
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 stations in the following 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 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 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

 

Capital expenditures

 

$

5,039,229

 

 

$

8,982

 

 

$

(1,598

)

 

$

64,514

 

 

$

5,111,127

 

 

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

 

 

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

 

Capital expenditures

 

$

6,221,223

 

 

$

10,826

 

 

$

59,084

 

 

$

206,744

 

 

$

6,497,877

 

 

Reportable segment information as of June 30, 2023 is as follows:

 

 

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, 2022 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

 

v3.23.2
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Use of Estimates

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

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

 

Recent Accounting Pronouncements

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.

v3.23.2
Summary of Significant Accounting Policies (Tables)
6 Months Ended
Jun. 30, 2023
Allowance for Credit Loss [Abstract]  
Summary of credit losses 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

 

v3.23.2
Acquisition and Dispositions (Tables)
6 Months Ended
Jun. 30, 2023
Business Combinations [Abstract]  
Schedule of Purchase Price Allocation The purchase price allocation is summarized as follows:

 

Property and equipment

 

$

3,000

 

Goodwill

 

 

922,000

 

Other intangibles

 

 

1,075,000

 

 

$

2,000,000

 

v3.23.2
FCC Licenses (Tables)
6 Months Ended
Jun. 30, 2023
Text Block [Abstract]  
Discounted Cash Flow Analyses 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%

v3.23.2
Goodwill (Tables)
6 Months Ended
Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Summary of Key Assumptions Used in the Discounted Cash Flow Analyses 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%

v3.23.2
Long-Term Debt (Tables)
6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Summary of 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

 

v3.23.2
Stockholders Equity (Tables)
6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Schedule of Changes in Stockholders Equity

The changes in stockholders’ equity 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

 

v3.23.2
Net Revenue (Tables)
6 Months Ended
Jun. 30, 2023
Revenue from Contract with Customer [Abstract]  
Composition of 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

 

Deferred Revenue

 

December 31,

 

 

June 30,

 

 

2022

 

 

2023

 

Deferred revenue

 

$

4,696,989

 

 

$

6,636,401

 

Trade Sale Revenue

 

 

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

 

v3.23.2
Stock-Based Compensation (Tables)
6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Restricted Stock Units

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

 

v3.23.2
Earnings Per Share (Tables)
6 Months Ended
Jun. 30, 2023
Earnings Per Share [Abstract]  
Schedule of 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

)

v3.23.2
Segment Information (Tables)
6 Months Ended
Jun. 30, 2023
Segment Reporting [Abstract]  
Summary of reportable segment information

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

 

Capital expenditures

 

$

5,039,229

 

 

$

8,982

 

 

$

(1,598

)

 

$

64,514

 

 

$

5,111,127

 

 

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

 

 

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

 

Capital expenditures

 

$

6,221,223

 

 

$

10,826

 

 

$

59,084

 

 

$

206,744

 

 

$

6,497,877

 

 

Reportable segment information as of June 30, 2023 is as follows:

 

 

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, 2022 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

 

v3.23.2
Summary of Significant Accounting Policies - Summary of Credit Losses on Accounts Receivable (Detail) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Allowance for Credit Loss [Abstract]        
Beginning balance $ 1,740,162 $ 1,510,422 $ 1,876,751 $ 1,720,477
Provision for credit losses 295,122 511,253 525,814 588,751
Deductions (186,689) (373,333) (553,970) (660,886)
Ending balance $ 1,848,595 $ 1,648,342 $ 1,848,595 $ 1,648,342
v3.23.2
Acquisition and Dispositions - Schedule of Purchase Price Allocation (Detail) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Business Acquisition [Line Items]    
Goodwill $ 13,265,460 $ 13,265,460
BBGI Guarantee Digital L L C [Member]    
Business Acquisition [Line Items]    
Property and equipment 3,000  
Goodwill 922,000  
Other intangibles 1,075,000  
Total purchase price allocation $ 2,000,000  
v3.23.2
Acquisition and Dispositions - Additional Information (Detail) - USD ($)
1 Months Ended 3 Months Ended 6 Months Ended
Jun. 22, 2022
Apr. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
Jun. 30, 2022
Business Acquisition [Line Items]          
Proceeds from dispositions         $ 1,185,312
Impairment losses     $ 1,900,000 $ 10,000,000  
Reporting Unit, Zero or Negative Carrying Amount, Amount of Allocated Goodwill       $ 900,000  
Payment to acquire business gross         $ 2,000,000
Guarantee Digital L L C [Member]          
Business Acquisition [Line Items]          
Payment to acquire business gross $ 2,000,000        
West Palm Beach Boca Raton [Member] | WWNNAM [Member]          
Business Acquisition [Line Items]          
Proceeds from dispositions   $ 1,250,000      
v3.23.2
FCC Licenses - Additional Information (Detail) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
FCC Licenses [Line Items]      
Impairment of intangible assets indefinite lived excluding goodwill   $ 1.9 $ 10.0
Fort Mayers Naples FL Lasvegas LV And Wilmington [Member] | Licensing Agreements [Member]      
FCC Licenses [Line Items]      
Impairment of intangible assets indefinite lived excluding goodwill $ 2.8    
v3.23.2
FCC Licenses - Discounted Cash Flow Analyses (Detail)
3 Months Ended
Jun. 30, 2022
Measurement Input, Discount Rate [Member]  
Fair Value Inputs Asset Quantitative Information [Line Items]  
Fair value assumptions inputs rate 9.50%
Minimum [Member]  
Fair Value Inputs Asset Quantitative Information [Line Items]  
Market revenue shares at maturity 0.60%
Operating income margins at maturity 19.20%
Minimum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member]  
Fair Value Inputs Asset Quantitative Information [Line Items]  
Fair value assumptions inputs rate (1.90%)
Maximum [Member]  
Fair Value Inputs Asset Quantitative Information [Line Items]  
Market revenue shares at maturity 44.00%
Operating income margins at maturity 32.60%
Maximum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member]  
Fair Value Inputs Asset Quantitative Information [Line Items]  
Fair value assumptions inputs rate 15.90%
v3.23.2
Goodwill - Additional Information (Details)
$ in Millions
6 Months Ended
Jun. 30, 2022
USD ($)
Goodwill [Line Items]  
Goodwill impairment losses $ 5.9
v3.23.2
Goodwill - Summary of Key Assumptions Used in the Discounted Cash Flow Analyses (Details)
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2023
Goodwill [Member] | Measurement Input, Long-term Revenue Growth Rate [Member]    
Goodwill [Line Items]    
Revenue growth rates   (9.50%)
Minimum [Member]    
Goodwill [Line Items]    
Operating income margins 19.20%  
Minimum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member]    
Goodwill [Line Items]    
Revenue growth rates (1.90%)  
Minimum [Member] | Goodwill [Member]    
Goodwill [Line Items]    
Operating income margins   5.40%
Minimum [Member] | Goodwill [Member] | Measurement Input, Long-term Revenue Growth Rate [Member]    
Goodwill [Line Items]    
Revenue growth rates   (1.90%)
Maximum [Member]    
Goodwill [Line Items]    
Operating income margins 32.60%  
Maximum [Member] | Measurement Input, Long-term Revenue Growth Rate [Member]    
Goodwill [Line Items]    
Revenue growth rates 15.90%  
Maximum [Member] | Goodwill [Member]    
Goodwill [Line Items]    
Operating income margins   29.80%
Maximum [Member] | Goodwill [Member] | Measurement Input, Long-term Revenue Growth Rate [Member]    
Goodwill [Line Items]    
Revenue growth rates   11.10%
v3.23.2
Long-Term Debt - Summary of Long-Term Debt (Detail) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Line of Credit Facility [Line Items]    
Less unamortized debt issuance costs $ (3,750,598) $ (4,527,893)
Long-term debt 283,249,402 285,472,107
Secured Notes [Member]    
Line of Credit Facility [Line Items]    
Secured notes $ 287,000,000 $ 290,000,000
v3.23.2
Long-Term Debt - Additional Information (Detail) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Feb. 02, 2021
Long-Term Debt [Line Items]          
Gain (Loss) on Extinguishment of Debt     $ 973,208 $ 100,335  
Promissory Note [Member]          
Long-Term Debt [Line Items]          
Debt Instrument Repurchased Amount $ 3,000,000 $ 5,000,000      
Debt instrument redeemed Percentage 66.00% 96.00%      
Gain (Loss) on Extinguishment of Debt $ 1,000,000 $ 100,000      
8.625% senior secured notes due on February 1, 2026          
Long-Term Debt [Line Items]          
Debt Instrument, Interest Rate, Stated Percentage         8.625%
Debt instrument face value         $ 300,000,000
v3.23.2
Stockholders' Equity - Schedule of Changes in Stockholders Equity (Detail) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Beginning balance $ 220,100,965 $ 259,689,019 $ 223,488,808 $ 263,082,298
Stock-based compensation 181,339 378,830 355,607 606,080
Purchase of treasury stock (42,222) (76,108) (67,767) (105,707)
Net loss (10,430,629) (14,454,717) (13,967,195) (18,045,647)
Ending balance $ 209,809,453 $ 245,537,024 $ 209,809,453 $ 245,537,024
v3.23.2
Net Revenue - Composition of Revenue (Detail) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Disaggregation of Revenue [Line Items]        
Net revenue $ 63,461,723 $ 64,810,450 $ 121,240,843 $ 120,530,718
Audio [Member]        
Disaggregation of Revenue [Line Items]        
Net revenue 50,448,093 53,417,896 97,866,059 100,783,041
Digital [Member]        
Disaggregation of Revenue [Line Items]        
Net revenue 12,301,269 10,719,410 22,278,054 18,527,660
Other [Member]        
Disaggregation of Revenue [Line Items]        
Net revenue $ 712,361 $ 673,144 $ 1,096,730 $ 1,220,017
v3.23.2
Net Revenue - Deferred Revenue (Detail) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]    
Deferred revenue $ 6,636,401 $ 4,696,989
v3.23.2
Net Revenue - Trade Sale Revenue (Detail) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]          
Trade sales receivable $ 1,973,948   $ 1,973,948   $ 1,564,054
Trade sales payable 849,333   849,333   $ 806,162
Trade sales revenue $ 1,466,652 $ 1,504,105 $ 2,847,494 $ 2,876,678  
v3.23.2
Stock-Based Compensation - Additional Information (Detail) - 2007 Plan [Member]
$ in Millions
6 Months Ended
Jun. 30, 2023
USD ($)
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Total unrecognized compensation cost for restricted stock granted | $ $ 1
Cost expected to be recognized over a weighted-average period 2 years 4 months 24 days
Minimum [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Restricted stock units and restricted stock awards, vest, period 1 year
Maximum [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Restricted stock units and restricted stock awards, vest, period 5 years
Class A Common Stock [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Shares authorized | shares 7,500,000
v3.23.2
Stock-Based Compensation - Restricted Stock Units (Detail) - 2007 Plan [Member] - Restricted Stock Units (RSUs) [Member]
3 Months Ended
Jun. 30, 2023
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unvested Shares, Beginning Balance | shares 1,049,350
Granted, Shares | shares 0
Vested, Shares | shares (170,500)
Forfeited, Shares | shares 0
Unvested Shares, Ending Balance | shares 878,850
Unvested, Weighted-Average Grant-Date Fair Value, Beginning Balance | $ / shares $ 1.78
Granted, Weighted-Average Grant-Date Fair Value | $ / shares 0
Vested, Weighted-Average Grant-Date Fair Value | $ / shares 2.58
Forfeited, Weighted-Average Grant-Date Fair Value | $ / shares 0
Unvested, Weighted-Average Grant-Date Fair Value, Ending Balance | $ / shares $ 1.63
v3.23.2
Income Taxes - Additional Information (Detail)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Federal statutory rate     21.00%  
Effective tax rate (7.00%) 32.00% (18.00%) (13.00%)
v3.23.2
Earnings Per Share - Schedule of Earnings Per Share (Detail) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Earnings Per Share [Abstract]        
Net loss attributable to BBGI stockholders $ (10,430,629) $ (14,454,717) $ (13,967,195) $ (18,045,647)
Weighted-average shares outstanding:        
Basic 29,853,144 29,418,951 29,819,638 29,395,003
Effect of dilutive restricted stock units and restricted stock 0 0 0 0
Diluted 29,853,144 29,418,951 29,819,638 29,395,003
Net loss attributable to BBGI stockholders per Class A and Class B common share - basic $ (0.35) $ (0.49) $ (0.47) $ (0.61)
Net loss attributable to BBGI stockholders per Class A and Class B common share - diluted $ (0.35) $ (0.49) $ (0.47) $ (0.61)
v3.23.2
Earnings Per Share - Additional information (Detail) - shares
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Share-Based Payment Arrangement [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities excluded from the computation of earnings per share 58,490 136,119 57,775 171,501
v3.23.2
Financial Instruments - Additional Information (Detail) - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Fair Value, Inputs, Level 2 [Member]    
Fair Value Of Financial Instruments [Line Items]    
Long-term debt $ 189.4 $ 174.0
v3.23.2
Segment Information - Summary of Reportable Segment Information (Detail) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Segment Reporting Information [Line Items]          
Net revenue $ 63,461,723 $ 64,810,450 $ 121,240,843 $ 120,530,718  
Operating expenses 51,327,562 53,626,592 101,981,217 103,636,141  
Corporate expenses 4,405,031 4,567,470 8,888,126 8,800,930  
Depreciation and amortization 2,195,985 2,451,102 4,425,310 4,967,002  
Impairment losses 10,041,000 8,619,097 10,041,000 10,476,323  
Operating loss (4,507,855) (4,453,811) (4,094,810) (7,349,678)  
Capital expenditures 846,905 5,111,127 2,016,185 6,497,877  
Property and equipment, net 53,442,533   53,442,533   $ 55,807,047
FCC licenses 477,208,798   477,208,798   487,249,798
Goodwill 13,265,460   13,265,460   13,265,460
Other intangibles, net 7,735,897   7,735,897   8,219,939
Audio [Member]          
Segment Reporting Information [Line Items]          
Net revenue 50,448,093 53,417,896 97,866,059 100,783,041  
Operating expenses 39,369,033 43,187,604 79,268,627 84,050,529  
Depreciation and amortization 1,737,441 1,564,338 3,512,205 3,186,165  
Impairment losses 10,041,000 8,619,097 10,041,000 10,476,323  
Operating loss (699,381) 46,857 5,044,227 3,070,024  
Capital expenditures 811,663 5,039,229 1,949,777 6,221,223  
Property and equipment, net 49,958,321   49,958,321   51,941,687
FCC licenses 477,208,798   477,208,798   487,249,798
Goodwill 10,582,360   10,582,360   10,582,360
Other intangibles, net 1,774,455   1,774,455   1,841,001
Digital [Member]          
Segment Reporting Information [Line Items]          
Net revenue 12,301,269 10,719,410 22,278,054 18,527,660  
Operating expenses 10,786,584 9,171,535 20,694,181 17,573,298  
Depreciation and amortization 47,201 4,613 93,967 9,077  
Operating loss 1,467,484 1,543,262 1,489,906 945,285  
Capital expenditures 8,777 8,982 11,590 10,826  
Property and equipment, net 109,274   109,274   112,693
Goodwill 922,000   922,000   922,000
Other intangibles, net 913,794   913,794   992,752
Other [Member]          
Segment Reporting Information [Line Items]          
Net revenue 712,361 673,144 1,096,730 1,220,017  
Operating expenses 1,171,945 1,267,453 2,018,409 2,012,314  
Depreciation and amortization 199,290 700,953 395,767 1,396,301  
Operating loss (658,874) (1,295,262) (1,317,446) (2,188,598)  
Capital expenditures (5,412) (1,598) 25,534 59,084  
Property and equipment, net 84,109   84,109   67,751
Goodwill 1,761,100   1,761,100   1,761,100
Other intangibles, net 4,867,985   4,867,985   5,206,523
Corporate [Member]          
Segment Reporting Information [Line Items]          
Corporate expenses 4,405,031 4,567,470 8,888,126 8,800,930  
Depreciation and amortization 212,053 181,198 423,371 375,459  
Operating loss (4,617,084) (4,748,668) (9,311,497) (9,176,389)  
Capital expenditures 21,053 $ 64,514 29,284 $ 206,744  
Property and equipment, net 3,290,829   3,290,829   3,684,916
Other intangibles, net $ 179,663   $ 179,663   $ 179,663

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