Financial Data and Key Metrics Changes - Fourth quarter revenue decreased 4.6% year-over-year to $72.1 million, primarily due to a decline in political revenue [6][10] - Full year 2019 revenue increased 1.6% on an actual basis, with a decrease of 1.1% on a same-station basis [8][10] - Fourth quarter free cash flow increased to $20.7 million compared to $8.6 million in the prior year [17] - Full year 2019 free cash flow increased to $33.5 million from $25.5 million in the prior year [18] Business Line Data and Key Metrics Changes - Digital revenues rose 44% year-over-year in Q4, accounting for 9.2% of total revenue, up from 6.1% in the same quarter last year [7][20] - Consumer services remained the largest revenue category at around 26% of total revenue, with a 4% year-over-year increase [12] - Retail category declined 8% year-over-year, while auto category increased by 2% driven by Boston, Detroit, and Philadelphia clusters [12] Market Data and Key Metrics Changes - Revenue increases were realized in six markets: Augusta, Charlotte, Detroit, Philadelphia, and Wilmington [10] - Las Vegas saw the biggest decline due to high political revenue booked in 2018 [10] Company Strategy and Development Direction - The company is focused on diversifying revenue and cash flow, particularly through investments in esports and digital initiatives [4][20] - The acquisition of the Houston Outlaws is part of the strategy to expand in the esports space [4][21] - The company aims to capture a 30% revenue share in each market while delivering valuable synergies [5] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the ongoing digital growth initiatives, expecting continued solid growth in 2020 [20][21] - The company anticipates EBITDA margins to grow throughout the year as digital revenue exceeds investment costs [28] Other Important Information - Corporate G&A expenses increased due to investments in building out the digital platform [13] - Total outstanding debt at December 31, 2019, was $263.5 million, with a leverage ratio of 5.02x [16] Q&A Session Summary Question: Are you seeing any political dollars from Bloomberg and can you quantify it? - The company has about $1 million in political revenue booked, with at least half coming from Bloomberg [25] Question: Where do you expect leverage to sit at the end of the year? - The company projects leverage to be around 4.2x at the end of 2020 [26] Question: How should we think about operating expense trends for 2020 given all the investment spend? - EBITDA margins are expected to be flat in the first quarter, with growth anticipated for the rest of the year as digital revenue increases [27][28]

Table of Contents Title of Each ClassTrading SymbolName of Each Exchange on which Registered Class A Common Stock, par value $0.001 per share BBGI Nasdaq Global Market Non-accelerated filer ☐ Smaller reporting company ☒ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITI ...

[PART I FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20FINANCIAL%20INFORMATION) This section provides the unaudited condensed consolidated financial statements and related notes, along with management's discussion and analysis of financial condition and results of operations [Condensed Consolidated Financial Statements](index=3&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements.) This section presents the unaudited condensed consolidated financial statements, including Balance Sheets, Statements of Comprehensive Income, and Statements of Cash Flows, for Beasley Broadcast Group, Inc Condensed Consolidated Balance Sheets (Unaudited) | Account | June 30, 2019 | December 31, 2018 | | :--- | :--- | :--- | | **Total Assets** | **$723,895,925** | **$681,085,079** | | Total Current Assets | $69,706,067 | $70,945,768 | | FCC broadcasting licenses | $516,735,554 | $516,735,554 | | Goodwill | $25,377,447 | $25,377,447 | | **Total Liabilities** | **$444,678,579** | **$406,050,988** | | Total Current Liabilities | $36,596,373 | $28,859,360 | | Long-term debt, net | $237,244,486 | $242,776,520 | | **Total Stockholders' Equity** | **$279,217,346** | **$275,034,091** | Condensed Consolidated Statements of Comprehensive Income (Unaudited) | Metric | Three Months Ended June 30, 2019 | Three Months Ended June 30, 2018 | | :--- | :--- | :--- | | Net revenue | $65,658,748 | $61,625,296 | | Operating income | $10,677,644 | $10,655,652 | | Net income | $4,269,001 | $4,918,612 | | Basic and diluted EPS | $0.15 | $0.18 | | Dividends declared per share | $0.05 | $0.05 | | **Metric** | **Six Months Ended June 30, 2019** | **Six Months Ended June 30, 2018** | | Net revenue | $123,346,302 | $116,778,923 | | Operating income | $17,487,222 | $11,051,300 | | Net income | $5,622,264 | $1,757,420 | | Basic and diluted EPS | $0.20 | $0.06 | Condensed Consolidated Statements of Cash Flows (Unaudited, Six Months Ended June 30) | Cash Flow Activity | 2019 | 2018 | | :--- | :--- | :--- | | Net cash provided by operating activities | $11,533,939 | $10,982,567 | | Net cash used in investing activities | ($3,369,405) | ($2,329,499) | | Net cash used in financing activities | ($9,325,978) | ($7,753,709) | | **Net (decrease) increase in cash** | **($1,161,444)** | **$899,359** | | Cash and cash equivalents at end of period | $12,272,384 | $14,821,749 | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements.) This section provides detailed explanations for financial statement figures, covering lease accounting, acquisitions, debt, revenue recognition, and stock-based compensation [Recent Accounting Pronouncements](index=7&type=section&id=Note%202%20Recent%20Accounting%20Pronouncements) The company adopted new FASB lease accounting guidance on January 1, 2019, recognizing significant lease liabilities and right-of-use assets - On January 1, 2019, the Company adopted the new lease guidance, recording a lease liability of **$43.1 million** and right-of-use assets of **$38.8 million**, with a cumulative effect adjustment of **$0.9 million** to retained earnings[10](index=10&type=chunk) [Acquisitions and Dispositions](index=7&type=section&id=Note%203%20Acquisitions%20and%20Dispositions) The company agreed to acquire WDMK-FM for $13.5 million and completed two dispositions in Q1 2019, generating a $3.5 million gain - On June 10, 2019, the Company agreed to acquire WDMK-FM and three translators in Detroit from Urban One, Inc. for **$13.5 million** in cash, with the deal expected to close in Q3 2019[11](index=11&type=chunk) - In Q1 2019, the company generated a total gain of **$3.5 million** from two dispositions: the sale of land in Augusta, GA (**$0.4 million** gain) and the cancellation of a broadband radio service license in Chattanooga, TN (**$3.1 million** gain)[12](index=12&type=chunk)[13](index=13&type=chunk) [Other Assets](index=8&type=section&id=Note%204%20Other%20Assets) The company invested $4.5 million in esports organization Renegades Holdings, Inc., acquiring an approximate 43% stake through cash, stock, and media advertising - The company invested **$4.5 million** in esports organization Renegades Holdings, Inc. for an approximate **43% stake** The investment consisted of **$2.5 million** in cash, **$1.0 million** in Class A common stock, and **$1.0 million** in media advertising[17](index=17&type=chunk) [Long-Term Debt](index=8&type=section&id=Note%205%20Long-Term%20Debt) As of June 30, 2019, long-term debt primarily consisted of a $245.5 million term loan, with the company in compliance with all financial covenants and full availability of its $20.0 million revolving credit facility Long-Term Debt Composition (June 30, 2019) | Component | Amount | | :--- | :--- | | Term loan | $245,500,000 | | Revolving credit facility | $0 | | Less unamortized debt issuance costs | ($8,255,514) | | **Total Long-Term Debt, Net** | **$237,244,486** | - The term loan matures on **November 1, 2023**, and carried an interest rate of **6.4%** as of June 30, 2019 The company was in compliance with its financial covenants, including a maximum First Lien Leverage Ratio of **5.75x**[18](index=18&type=chunk)[21](index=21&type=chunk)[23](index=23&type=chunk) [Revenue](index=11&type=section&id=Note%208%20Revenue) The company's revenue, primarily from commercial advertising, grew to $123.3 million for the six months ended June 30, 2019, driven by increases in both commercial and digital advertising Revenue by Type (Six Months Ended June 30) | Revenue Type | 2019 | 2018 | | :--- | :--- | :--- | | Commercial advertising | $106,957,086 | $101,116,875 | | Digital advertising | $8,455,130 | $7,330,337 | | Other | $7,934,086 | $8,331,711 | | **Total Revenue** | **$123,346,302** | **$116,778,923** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=14&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses the company's financial performance for the three and six months ended June 30, 2019, highlighting revenue growth, net income changes, and liquidity - The company operates **64 radio stations** across various markets, including Atlanta, Boston, Detroit, Philadelphia, and Tampa[48](index=48&type=chunk) - Net revenue is primarily derived from the sale of commercial spots, with rates based on audience share (Nielsen Audio ratings), competition, and market size Revenue is typically lowest in the first quarter[55](index=55&type=chunk)[56](index=56&type=chunk)[57](index=57&type=chunk) [Results of Operations (Three Months Ended June 30)](index=16&type=section&id=Three%20Months%20Ended%20June%2030%2C%202019%20Compared%20to%20the%20Three%20Months%20Ended%20June%2030%2C%202018) Q2 2019 net revenue increased by 6.5% to $65.7 million due to acquisitions and market growth, though net income decreased by 13.2% to $4.3 million due to higher expenses Q2 2019 vs Q2 2018 Financial Comparison | Metric | Q2 2019 | Q2 2018 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net revenue | $65,658,748 | $61,625,296 | $4,033,452 | 6.5% | | Station operating expenses | $47,759,693 | $44,967,293 | $2,792,400 | 6.2% | | Net income | $4,269,001 | $4,918,612 | ($649,611) | (13.2)% | - The **$4.0 million** revenue increase was primarily due to **$3.2 million** from the Philadelphia market (WXTU-FM acquisition) and a **$1.6 million** increase in the Boston market[64](index=64&type=chunk) - Corporate general and administrative expenses rose by **$1.0 million**, mainly due to a **$0.7 million** increase in cash compensation from a higher employee count at corporate offices[67](index=67&type=chunk) [Results of Operations (Six Months Ended June 30)](index=17&type=section&id=Six%20Months%20Ended%20June%2030%2C%202019%20Compared%20to%20the%20Six%20Months%20Ended%20June%2030%2C%202018) H1 2019 net revenue grew 5.6% to $123.3 million, with net income significantly increasing by 219.9% to $5.6 million, primarily due to disposition gains H1 2019 vs H1 2018 Financial Comparison | Metric | H1 2019 | H1 2018 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net revenue | $123,346,302 | $116,778,923 | $6,567,379 | 5.6% | | Gain on dispositions | $3,545,755 | $0 | $3,545,755 | N/A | | Net income | $5,622,264 | $1,757,420 | $3,864,844 | 219.9% | - The **$6.6 million** revenue increase was driven by the Philadelphia (**$5.4 million**), Boston (**$2.1 million**), and Tampa-Saint Petersburg (**$0.9 million**) markets, partially offset by declines in Las Vegas and Charlotte[72](index=72&type=chunk) - A **$3.5 million** gain on dispositions was recorded in H1 2019 from the sale of land in Augusta and the cancellation of a license in Chattanooga[76](index=76&type=chunk) [Liquidity and Capital Resources](index=18&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity relies on cash from operations and its $20.0 million revolving credit facility, with management confident in sufficient liquidity despite debt covenants and dividend restrictions - As of June 30, 2019, the company had a term loan balance of **$245.5 million** and **$20.0 million** available under its revolving credit facility[82](index=82&type=chunk) - The credit agreement restricts annual cash dividends to **$7.5 million** if the Total Leverage Ratio is above **3.5x**, and **$10.0 million** if it is at or below **3.5x** The company paid **$2.8 million** in dividends in H1 2019[88](index=88&type=chunk) Cash Flow Summary (Six Months Ended June 30) | Cash Flow Activity | 2019 | 2018 | | :--- | :--- | :--- | | Net cash provided by operating activities | $11,533,939 | $10,982,567 | | Net cash used in investing activities | ($3,369,405) | ($2,329,499) | | Net cash used in financing activities | ($9,325,978) | ($7,753,709) | [Quantitative and Qualitative Disclosures About Market Risk](index=20&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) This section is omitted as it is not required for smaller reporting companies - Disclosure is not required for smaller reporting companies[96](index=96&type=chunk) [Controls and Procedures](index=20&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of June 30, 2019, with no material changes to internal control over financial reporting - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures are effective as of the end of the reporting period[97](index=97&type=chunk) - No changes in internal control over financial reporting occurred during the quarter ended June 30, 2019, that have materially affected, or are reasonably likely to materially affect, internal controls[98](index=98&type=chunk) [PART II OTHER INFORMATION](index=21&type=section&id=PART%20II%20OTHER%20INFORMATION) This section provides other information, including legal proceedings, risk factors, equity security sales, and exhibits [Legal Proceedings](index=21&type=section&id=Item%201.%20Legal%20Proceedings.) The company is involved in incidental litigation, but management believes no current proceedings will materially adversely affect its financial condition or operations - The company is not a party to any lawsuit or proceeding that is likely to have a material adverse effect on its financial condition or operations[98](index=98&type=chunk) [Risk Factors](index=21&type=section&id=Item%201A.%20Risk%20Factors.) This section refers to risk factors from the 2018 Form 10-K, confirming no material changes during Q2 2019 - There have been no material changes to the risk factors affecting the Company during the second quarter of 2019 For details, refer to Item 1A of the 2018 Form 10-K[102](index=102&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=21&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) During Q2 2019, the company repurchased Class A common shares to fund withholding taxes related to employee restricted stock vesting, as permitted by its equity plan and credit agreement Share Repurchases (Q2 2019) | Period | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | April 1 – 30, 2019 | 1,875 | $3.78 | | May 1 – 31, 2019 | 500 | $3.57 | | June 1 – 30, 2019 | 750 | $3.18 | - All share purchases were made to fund withholding taxes in connection with the vesting of restricted stock units and shares, not as part of a publicly announced program[100](index=100&type=chunk) [Defaults Upon Senior Securities](index=21&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities.) The company reports no defaults upon senior securities during the period - None[104](index=104&type=chunk) [Mine Safety Disclosures](index=21&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This item is not applicable to the company - Not applicable[105](index=105&type=chunk) [Other Information](index=21&type=section&id=Item%205.%20Other%20Information.) No information was provided under this item - None[105](index=105&type=chunk) [Exhibits](index=21&type=section&id=Item%206.%20Exhibits.) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files - Exhibits filed include CEO and CFO certifications pursuant to Rule 13a-14(a)/15d-14(a) and Section 1350, as well as XBRL documents[107](index=107&type=chunk) [Signatures](index=23&type=section&id=SIGNATURES) This section contains the formal signatures authorizing the report [Signatures](index=23&type=section&id=Signatures) The report was formally signed and authorized by Caroline Beasley, CEO, and Marie Tedesco, CFO, on August 7, 2019 - The report was signed on **August 7, 2019**, by Caroline Beasley (CEO) and Marie Tedesco (CFO)[108](index=108&type=chunk)[109](index=109&type=chunk)

Financial Performance - Net revenue for the three months ended March 31, 2019, was $57.7 million, an increase of $2.5 million or 4.6% compared to $55.2 million for the same period in 2018[60]. - Net income for the three months ended March 31, 2019, was $1.4 million, an increase of $4.5 million compared to a net loss of $3.2 million for the same period in 2018[67]. - Net cash provided by operating activities increased by $2.6 million to $7.4 million for the three months ended March 31, 2019 compared to the same period in 2018[81]. Expenses - Station operating expenses increased by $1.9 million or 4.3% to $47.5 million for the three months ended March 31, 2019, compared to $45.5 million in the same period of 2018[61]. - Corporate general and administrative expenses rose by $1.7 million or 51.2% to $5.0 million for the three months ended March 31, 2019, compared to $3.3 million in the same period of 2018[62]. - Interest expense increased by $1.0 million or 26.6% to $4.6 million for the three months ended March 31, 2019, compared to $3.6 million in the same period of 2018[65]. Cash Flow - Cash receipts from revenue increased by $10.9 million, while cash paid for station operating expenses rose by $4.6 million during the same period[81]. - Net cash used in investing activities was $541,132 for the three months ended March 31, 2019, which included $2.5 million for investments and $1.8 million for capital expenditures[82]. - Net cash used in financing activities decreased to $3.9 million for the three months ended March 31, 2019, down from $4.3 million in the same period in 2018[83]. Debt and Liquidity - As of March 31, 2019, the carrying amount of the Company's long-term debt was $249.5 million, which approximated fair value based on current market interest rates[44]. - The revolving credit facility had $20.0 million in available commitments as of March 31, 2019, with interest based on LIBOR at 6.5%[70]. - The company expects to meet liquidity needs through internally generated cash flow, revolving credit facility, and potential equity offerings[78]. Tax and Compliance - The effective tax rate for the three months ended March 31, 2019, was 31.9%, compared to (13.7)% for the same period in 2018[66]. - The company was in compliance with all applicable financial covenants under the credit agreement as of March 31, 2019[75]. Acquisitions and Investments - The Company completed the acquisition of WXTU-FM on September 27, 2018, contributing $2.2 million in additional revenue in the Philadelphia market cluster[60]. - The credit agreement allows for additional dividends of up to $10 million annually if the Total Leverage Ratio is less than or equal to 3.5x[77]. - The scheduled principal repayments for the credit facility total $249.5 million, with $247.2 million due in 2023[76].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 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 (St ...