Beasley Broadcast announces expiration of exchange offer, tender offer

Beasley Broadcast announces the expiration and final results of its previously announced offers including an exchange offer of the Company’s existing 8.625% Senior Secured Notes due 2026, a cash offer to purchase up to $68.0 million of Existing Notes at a purchase price of 62.5%, a new notes offer of $30.0 million aggregate principal amount of 11.000% Superpriority Senior Secured Notes due August 1, 2028, and the solicitation of consents of the terms and conditions set forth in the Exchange Offer Memorandum. In the Exchange Offer, holders of the Existing Notes, had the opportunity to exchange their holdings into: newly issued 9.200% Senior Secured Notes due August 1, 2028 at an exchange ratio of 95.0% of the aggregate principal amount of the Existing Notes tendered for exchange; a pro rata share of 179,424 shares of Class A Common Stock of the Company based upon pro rata ownership of the Exchange Notes, pursuant to the terms and conditions described in the Exchange Offer Memorandum and Consent Solicitation Statement, dated September 5, 2024 and a consent fee of $5.00, in each case per $1,000 principal amount of Existing Notes tendered. Subject to the terms and conditions set forth in the Exchange Offer Memorandum, the Company has the option to increase the Exchange Shares issued and/or the cash amount paid to each exchanging holder in the Exchange Offer by an amount not to exceed, in the aggregate, a pro rata portion of $3.0 million if, and to the extent the Company determines, in its sole discretion, that such issuance or payment would improve the Company’s financial position after giving effect to the Exchange Offer, including the payment of fees and potential taxes associated therewith. The Company expects to make a final determination regarding an increase in the amount of Exchange Shares to be issued and/or cash to be paid to each exchanging holder shortly prior to settlement of the Exchange Offer on October 8, 2024.