Beasley Broadcast Group Enters Into Asset Exchange Agreement With Entercom Communications
November 01 2017 - 1:06PM
Beasley to Exchange WMJX-FM, Boston for
WBZ-FM, Boston in Transaction Expected to be Accretive to Beasley’s
Station Operating Income
Beasley Broadcast Group, Inc. (Nasdaq:BBGI) (“Beasley” or “the
Company”), a large- and mid-size market radio broadcaster,
announced today that it entered into an asset exchange agreement
with Entercom Communications Corp. (NYSE:ETM) (“Entercom”), whereby
Beasley will exchange WMJX-FM, 106.7 MHz Boston and $12 million
cash for WBZ-FM, 98.5 MHz Boston. In addition, pursuant to a
local marketing agreement, Entercom will begin operating WMJX-FM
upon the completion of its pending merger with CBS Radio.
The planned asset exchange highlights Beasley’s
focus on premium local programming and content and is complementary
to the Company’s five other radio stations and digital operations
in the Boston market, the tenth largest designated marketing area
in the country.
Commenting on the proposed transaction, Caroline
Beasley, Chief Executive Officer said, “Throughout Beasley
Broadcast Group’s 56 year history, we have actively managed our
station portfolio with the goal of serving the communities where we
operate with the best local programming and brands, diversifying
our operations, managing risk and improving financial results. The
agreement to add WBZ-FM to our portfolio addresses all of these
strategic objectives as, upon completion, we will complement our
already strong Boston market presence and content with the market’s
best and most listened-to professional sports programming.
“Focusing on strong core programming and
targeted original local content is the foundation of Beasley’s
operating strategy and has proven vital to the Company’s long-term
ratings strength and success. Professional sports are unique
in that strong bonds are formed between local fans across multiple
generations based on shared traditions and a continued passion for
their teams. This transaction will further diversify our Boston
market content offerings with marquee sports programming and live
game broadcasts of several of the most prominent and competitive
professional sports teams in the country.
“Boston fans love their strong local teams and
98.5 The Sports Hub was the first Boston FM Sports Talk Radio
Station to address this interest. Not only is The Sports Hub
the flagship station for the New England Patriots, the Boston
Bruins, the Boston Celtics and the New England Revolution, but it
also features an outstanding line-up of on-air talent to keep
Boston sports fans on top of all of their favorite teams every day,
at any time and on any device.
“The asset exchange is expected to be accretive
to the Company at closing. Overall, we believe this transaction
represents another unique and innovative means for Beasley
Broadcast Group to enhance shareholder value.”
The transaction is expected to close in the
first quarter of 2018, subject to Federal Communications Commission
approval and other customary closing conditions.
About Beasley Broadcast
GroupCelebrating its 56th anniversary this year, Beasley
Broadcast Group, Inc., (www.bbgi.com) was founded in 1961 by George
G. Beasley who remains the Company’s Chairman of the Board.
Beasley Broadcast Group owns and operates 63 stations (45 FM and 18
AM) in 15 large- and mid-size markets in the United States.
Beasley radio stations reach approximately 19.0 million unique
consumers weekly over-the-air, online and on smartphones and
tablets, and millions regularly engage with the Company’s brands
and personalities through digital platforms such as Facebook,
Twitter, text, apps and email. For more information, please
visit www.bbgi.com.
Note Regarding Forward-Looking
Statements:Statements in this release that are
“forward-looking statements” are based upon current expectations
and assumptions, and involve certain risks and uncertainties within
the meaning of the U.S. Private Securities Litigation Reform Act of
1995. Words or expressions such as “believe,” “intends,”
“expects,” “expected,” “anticipates” or variations of such words
and similar expressions are intended to identify such
forward-looking statements. Key risks are described in our
reports filed with the SEC including in our Annual Report on Form
10-K and Quarterly Reports on Form 10-Q. Readers should note
that forward-looking statements are subject to change and to
inherent risks and uncertainties and may be impacted by several
factors, including, but not limited to: external economic forces
that could have a material adverse impact on our advertising
revenues and results of operations; our radio stations may not be
able to compete effectively in their respective markets for
advertising revenues; our ability to successfully combine our
business with Greater Media’s business (the “Merger”) and the
potential for unexpected delays, costs, or liabilities relating to
the integration of Greater Media; the incurrence of significant
Merger-related fees and costs; the risk that the Merger may prevent
us from acting on future opportunities to enhance stockholder
value; we may not remain competitive if we do not respond to
changes in technology, standards and services that affect our
industry; audience acceptance of our content, particularly our
radio programs; our substantial debt levels; our dependence on
federally issued licenses subject to extensive federal regulation;
the risk that our FCC broadcasting licenses and/or goodwill,
including those assets recorded due to the Merger, could become
impaired; the failure or destruction of the internet, satellite
systems and transmitter facilities that we depend upon to
distribute programming; disruptions or security breaches of our
information technology infrastructure; actions by the FCC or new
legislation affecting the radio industry; the fact that we are
controlled by the Beasley family, which creates difficulties for
any attempt to gain control of us; the effect of future sales of
Class A common stock by the Beasley family or the former
stockholders of Greater Media; and, the loss of key
personnel.
Our actual performance and results could differ
materially because of these factors and other factors discussed in
the “Management’s Discussion and Analysis of Results of Operations
and Financial Condition” in our SEC filings, including but not
limited to our Annual Report on Form 10-K or Quarterly Reports on
Form 10-Q, copies of which can be obtained from the SEC,
www.sec.gov, or our website, www.bbgi.com. All information in
this release is as of the date of this press release, and we
undertake no obligation to update the information contained herein
to actual results or changes to our expectations.
CONTACT:Heidi RaphaelVice President of
Corporate CommunicationsBeasley Broadcast Group,
Inc.239-659-7332heidi.raphael@bbgi.com
Joseph Jaffoni, Jennifer NeumanJCR212-835-8500 or
bbgi@jcir.com
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