BEASLEY BROADCAST GROUP INC
BBGIBusiness Summary
Beasley Broadcast Group, Inc. is a multi-platform media company whose primary business is operating radio stations throughout the United States. The Company offers local and national advertisers integrated marketing solutions across audio, digital and event platforms. The Company owns and operates stations in the following markets: Augusta, GA, Boston, MA, Charlotte, NC, Detroit, MI, Fayetteville, NC, Fort Myers-Naples, FL, Las Vegas, NV, Middlesex, NJ, Monmouth, NJ, Morristown, NJ, Philadelphia, PA, and Tampa-Saint Petersburg, FL. The radio broadcasting industry is highly competitive, and the Company's stations compete for listeners and advertising revenue with other stations within their respective markets, as well as with other media including digital audio streaming, satellite radio, broadcast television, digital, satellite and cable television, video streaming services, newspapers and magazines, outdoor advertising, direct mail, wireless media alternatives, cellular phones and other forms of audio entertainment and advertisement. Competition for advertising revenues also comes directly from competitors such as Amazon, Apple, Meta and Alphabet.
The Company seeks to secure and maintain a leadership position in the markets it serves by developing high quality local content, through its audio and digital platforms, including events and experiences in the communities it serves. The Company operates its stations in clusters to capture a variety of demographic listener groups, which it believes enhances its stations' appeal to a wide range of advertisers. Current rules and regulations of the FCC do not permit the Company to add more AM or FM stations to its Philadelphia, PA market cluster, or more FM stations to its Augusta, GA, Boston, MA, Charlotte, NC, Fayetteville, NC, and Las Vegas, NV market clusters. The stations located in Boston, MA, Detroit, MI and Philadelphia, PA contributed 58% of the Company's net revenue in 2025 1.
The primary source of revenue for the Company's stations is the sale of advertising time to local, regional and national advertisers and national network advertisers who purchase commercials in varying lengths. A growing source of revenue is from station-related digital product suites, which allow for enhanced audience interaction and participation, and integrated digital advertising solutions. A station's local sales staff generates the majority of its local and regional advertising sales through direct solicitations of local advertising agencies and businesses. The Company retains a national representation firm to sell to advertisers outside of its local markets. The Company currently operates two operating and reportable segments: Audio and Digital.
The Audio segment generated net revenue of $156,467,315 2 for the year ended December 31, 2025, compared to $193,561,279 3 for the year ended December 31, 2024. Audio operating expenses were $148,954,220 4 for the year ended December 31, 2025, compared to $160,575,045 5 for the year ended December 31, 2024. The Digital segment generated net revenue of $49,472,312 6 for the year ended December 31, 2025, compared to $46,730,332 7 for the year ended December 31, 2024. Digital operating expenses were $37,661,036 8 for the year ended December 31, 2025, compared to $41,193,712 9 for the year ended December 31, 2024.
On September 29, 2025, the Company completed the sale of substantially all of the assets used in the operations of WPBB-FM in Tampa, FL to a third party for $8.0 million 10 in cash, recording a gain on disposition of $0.4 million 11 during the third quarter of 2025. On August 11, 2025, the Company entered into agreements to sell substantially all of the assets used in the operations of WRXK-FM and WXKB-FM in Fort Myers, FL to a third party for $9.0 million 12 in cash and substantially all of the assets used in the operations of WBCN-AM, WJPT-FM and WWCN-FM in Fort Myers, FL to another third party for $9.0 million 13 in cash. On June 25, 2025, stockholders approved the adoption of the 2025 Equity Incentive Award Plan, under which the Company may issue up to 300,000 14 shares of Class A common stock. In the second quarter of 2025, the Company repurchased $1.5 million 15 principal amount of the Prior Notes for a price equal to 65% 16 of the principal amount and recorded a gain of $0.5 million 17 as a result of the repurchase. On January 27, 2025, the Company completed a sale of land in Belmar, NJ to a third party for $2.8 million 18 in cash, recording a gain on disposition of $1.7 million 19 during the first quarter of 2025.
Net revenue for the year ended December 31, 2025 was $205,939,627 20, a decrease of $34,351,984 21 or -14.3% 22 compared to $240,291,611 23 for the year ended December 31, 2024. Net loss for the year ended December 31, 2025 was $196,549,741 24 compared to a net loss of $5,887,258 25 for the year ended December 31, 2024. The net loss in 2025 was significantly impacted by FCC licenses impairment losses of $224,815,149 26 recorded during the year. Operating expenses decreased $15,153,501 27 or -7.5% 28 to $186,615,256 29 for the year ended December 31, 2025. Corporate expenses decreased $2,908,409 30 or -16.8% 31 to $14,364,287 32 for the year ended December 31, 2025. Interest expense decreased $7,999,227 33 or -37.7% 34 to $13,233,800 35 for the year ended December 31, 2025.
Business Outlook
The Company's primary growth vector is its Digital segment, which increased revenue by $2,741,980 36 or 5.9% 37 during the year ended December 31, 2025 compared to the prior year, primarily due to continued growth in the digital segment. The Company continues to invest in digital support services to develop and promote its station websites, applications, and other distribution platforms, deriving revenue from the sale of advertiser promotions and advertising on its websites, the sale of advertising airtime during audio streaming, and the sale of third-party digital products and services. The Company also holds an investment in Quu, Inc., a company that provides access to an application for digital revenue, with payments to Quu of $0.5 million 38 for the year ended December 31, 2025.
The Company's margin and cost outlook is focused on expense management. Audio operating expenses decreased $11,620,825 39 or -7.2% 40 during the year ended December 31, 2025 compared to the prior year, primarily due to continued expense management in the audio segment. Digital operating expenses decreased $3,532,676 41 or -8.6% 42 during the year ended December 31, 2025 compared to the prior year, primarily due to continued expense management in the digital segment. Corporate expenses decreased $2,908,409 43 or -16.8% 44 during the year ended December 31, 2025 compared to the prior year, primarily due to a decrease in compensation and contract expenses. The Company recorded other operating expenses of $3,487,147 45 in 2025, consisting primarily of increased royalties of $1.5 million 46 to be paid under a settlement agreement between ASCAP and the RMLC for the period from 2022 to 2024 and increased royalties of $1.4 million 47 to be paid under a settlement agreement between BMI and the RMLC for the period from 2022 to 2024.
Capital expenditures were $4,835,724 48 for the year ended December 31, 2025, compared to $3,013,668 49 for the year ended December 31, 2024. The Company's capital expenditures have generally been, and are expected to continue to be, related to the maintenance of its office and studio space, the maintenance of its towers and equipment, and digital products and information technology. The Company's Board 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. The Company paid approximately $30,000 50 to repurchase 5,561 51 shares of Class A Common Stock to fund withholding taxes during the year ended December 31, 2025.
The Company faces significant structural headwinds, including a history of net losses and negative operating cash flows, and expects to continue to incur additional losses in the near future. The Company has defaulted on its Existing Second Lien Notes. The Company's liquidity may be insufficient to meet its obligations for at least one year from the date of issuance of the financial statements, and management has concluded there is substantial doubt about the Company's ability to continue as a going concern. The Company's ability to generate cash for, make payments on or refinance its indebtedness as it becomes due depends on many factors, some of which are beyond its control. As of December 31, 2025, the Company had long-term debt, net of an unamortized premium, of $218.6 million 52 and stockholders' deficit of $176.4 million 53. In February 2026, the Company failed to make a scheduled interest payment on its long-term debt.
The Company is subject to extensive regulation by the FCC under the Communications Act, and its business depends upon maintaining its broadcast licenses, which are issued for a term of eight years and are renewable. The next renewal cycle begins in June 2027. The Company must comply with extensive FCC regulations and policies regarding the ownership and operation of its stations, which limit the number of radio stations that a licensee can own in a market and could restrict the Company's ability to consummate future transactions. The radio broadcasting industry is subject to rapid technological change, evolving industry standards, and the emergence of alternate media platforms, including home and personal digital audio devices, satellite delivered digital audio radio services, internet-based audio music services, and vehicles equipped with dashboards that provide internet connectivity, which could change the means by which advertisers can reach target audiences.
Risk Factors
The Company faces substantial doubt about its ability to continue as a going concern for at least one year from the date of issuance of the financial statements, driven by a history of net losses and negative operating cash flows, and a default on its Existing Second Lien Notes. As of December 31, 2025, the Company had long-term debt, net of an unamortized premium, of $218.6 million 54 and a stockholders' deficit of $176.4 million 55. In February 2026, the Company failed to make a scheduled interest payment on its long-term debt. The Company's FCC licenses, which represented 52% 56 of total assets as of December 31, 2025, are subject to annual impairment testing, and the Company recorded impairment losses of $224.8 million 57 in 2025 due to decreased projected revenues, lower operating cash flow margins, and an increased discount rate. The Company is highly dependent on its stations in Boston, MA, Detroit, MI, and Philadelphia, PA, which collectively contributed 58% 58 of net revenue in 2025, exposing it to adverse events in those markets. The Company is subject to extensive FCC regulation, and the non-renewal or renewal with substantial conditions of its broadcast licenses, which are issued for renewable terms of eight years, could have a material adverse effect on its business.
Management Priorities
Management's message in the filing is heavily focused on the Company's substantial doubt as a going concern and the strategic plan to address its liquidity challenges through the Refinancing Transactions. Management emphasizes that the successful completion of the Refinancing Transactions contemplated by the Transaction Support Agreement, including the Exchange Offer and Tender Offer, would significantly improve the Company's liquidity position and capital structure. Management notes that as of the date of the filing, approximately 97% 59 of the aggregate principal amount of the Existing Second Lien Notes have validly tendered in the Exchange Offer and provided consents to the proposed amendments to the Existing Second Lien Notes Indenture. The strategic priorities emphasized are: (1) completing the Refinancing Transactions to reduce outstanding indebtedness and improve liquidity, (2) continuing expense management across both the Audio and Digital segments, and (3) pursuing a strategy to realize improved operations, including anticipated improvements from the Refinancing Transactions and related cost reductions.
View Source Annual Report on SEC.gov ↗
References
- [1] Item 7, MD&A — Results of Operations; Item 1, Business
- [2] Item 7, MD&A — Results of Operations - Segments
- [3] Item 7, MD&A — Results of Operations - Segments
- [4] Item 7, MD&A — Results of Operations - Segments
- [5] Item 7, MD&A — Results of Operations - Segments
- [6] Item 7, MD&A — Results of Operations - Segments
- [7] Item 7, MD&A — Results of Operations - Segments
- [8] Item 7, MD&A — Results of Operations - Segments
- [9] Item 7, MD&A — Results of Operations - Segments
- [10] Item 7, MD&A — Recent Developments; Item 8, Note 3 — Dispositions
- [11] Item 7, MD&A — Recent Developments; Item 8, Note 3 — Dispositions
- [12] Item 7, MD&A — Recent Developments; Item 8, Note 3 — Dispositions
- [13] Item 7, MD&A — Recent Developments; Item 8, Note 3 — Dispositions
- [14] Item 7, MD&A — Recent Developments; Item 8, Note 2 — Summary of Significant Accounting Policies
- [15] Item 7, MD&A — Results of Operations; Item 8, Note 9 — Long-Term Debt
- [16] Item 7, MD&A — Results of Operations; Item 8, Note 9 — Long-Term Debt
- [17] Item 7, MD&A — Results of Operations; Item 8, Note 9 — Long-Term Debt
- [18] Item 8, Note 4 — Property and Equipment
- [19] Item 8, Note 4 — Property and Equipment
- [20] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [21] Item 7, MD&A — Results of Operations - Consolidated
- [22] Item 7, MD&A — Results of Operations - Consolidated
- [23] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [24] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [25] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [26] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Note 5 — FCC Licenses
- [27] Item 7, MD&A — Results of Operations - Consolidated
- [28] Item 7, MD&A — Results of Operations - Consolidated
- [29] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [30] Item 7, MD&A — Results of Operations - Consolidated
- [31] Item 7, MD&A — Results of Operations - Consolidated
- [32] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [33] Item 7, MD&A — Results of Operations - Consolidated
- [34] Item 7, MD&A — Results of Operations - Consolidated
- [35] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [36] Item 7, MD&A — Results of Operations - Segments
- [37] Item 7, MD&A — Results of Operations - Segments
- [38] Item 7, MD&A — Related Party Transactions
- [39] Item 7, MD&A — Results of Operations - Segments
- [40] Item 7, MD&A — Results of Operations - Segments
- [41] Item 7, MD&A — Results of Operations - Segments
- [42] Item 7, MD&A — Results of Operations - Segments
- [43] Item 7, MD&A — Results of Operations - Consolidated
- [44] Item 7, MD&A — Results of Operations - Consolidated
- [45] Item 7, MD&A — Results of Operations - Consolidated; Item 8, Consolidated Statements of Comprehensive Loss
- [46] Item 7, MD&A — Results of Operations - Consolidated
- [47] Item 7, MD&A — Results of Operations - Consolidated
- [48] Item 7, MD&A — Liquidity and Capital Resources; Item 8, Consolidated Statements of Cash Flows
- [49] Item 7, MD&A — Liquidity and Capital Resources; Item 8, Consolidated Statements of Cash Flows
- [50] Item 7, MD&A — Liquidity and Capital Resources
- [51] Item 7, MD&A — Liquidity and Capital Resources
- [52] Item 1A, Risk Factors
- [53] Item 1A, Risk Factors
- [54] Item 1A, Risk Factors
- [55] Item 1A, Risk Factors
- [56] Item 7, MD&A — Critical Accounting Estimates; Item 8, Note 5 — FCC Licenses
- [57] Item 7, MD&A — Critical Accounting Estimates; Item 8, Note 5 — FCC Licenses
- [58] Item 1A, Risk Factors; Item 8, Note 2 — Summary of Significant Accounting Policies
- [59] Item 7, MD&A — Going Concern Considerations; Item 8, Note 2 — Summary of Significant Accounting Policies
- [60] Item 8, Consolidated Statements of Comprehensive Loss
- [61] Item 8, Consolidated Statements of Comprehensive Loss
- [62] Item 8, Consolidated Statements of Comprehensive Loss
- [63] Item 8, Consolidated Statements of Comprehensive Loss
- [64] Item 8, Consolidated Statements of Comprehensive Loss
- [65] Item 8, Consolidated Statements of Comprehensive Loss
- [66] Item 8, Consolidated Statements of Comprehensive Loss
- [67] Item 8, Consolidated Statements of Comprehensive Loss
- [68] Item 8, Consolidated Statements of Comprehensive Loss; Item 8, Note 5 — FCC Licenses
- [69] Item 8, Consolidated Statements of Comprehensive Loss
- [70] Item 8, Consolidated Statements of Comprehensive Loss
- [71] Item 8, Consolidated Statements of Comprehensive Loss
- [72] Item 8, Consolidated Statements of Comprehensive Loss
- [73] Item 8, Consolidated Statements of Comprehensive Loss
- [74] Item 8, Consolidated Balance Sheets
- [75] Item 8, Consolidated Balance Sheets
- [76] Item 8, Consolidated Balance Sheets; Item 8, Note 9 — Long-Term Debt
- [77] Item 8, Consolidated Balance Sheets; Item 8, Note 9 — Long-Term Debt
- [78] Item 7, MD&A — Results of Operations - Segments
- [79] Item 7, MD&A — Results of Operations - Segments
Analysis on 6/21/2026