Beasley Broadcast Group Launches Exchange Offer, New Notes Offer, Tender Offer and Consent Solicitations Relating to Existing Notes

Core Points - Beasley Broadcast Group, Inc. has initiated an exchange offer for its existing 8.625% Senior Secured Notes due 2026, allowing holders to exchange them for newly issued 9.200% Senior Secured Notes due August 1, 2028, along with shares of Class A common stock and a consent fee [1][2][13] - Approximately 73% of existing noteholders have agreed to support the exchange offer, which aims to improve the company's balance sheet and reduce leverage [2][3] - The company is also conducting a cash tender offer to purchase up to $68 million of existing notes at a price of 62.5% of their principal amount [2][12] Exchange Offer Details - The exchange offer allows existing noteholders to receive $950 in exchange notes, a pro rata share of 3,588,495 shares of Class A common stock, and a consent fee of $5 per $1,000 principal amount of existing notes tendered [1][13] - The tender offer will be funded with $12.5 million from the company's balance sheet and proceeds from new notes [3][4] - The exchange offer and tender offer are set to expire on October 2, 2024, with the settlement expected to occur shortly thereafter [14][15] Proposed Amendments - The company is soliciting consent from existing noteholders to adopt proposed amendments to the indenture governing the existing notes, which would eliminate most restrictive covenants and certain events of default [5][6] - The proposed amendments require the consent of a majority of existing noteholders for certain changes and two-thirds for the release of liens on collateral [6][12] New Notes Offer - The company plans to offer $30 million in new 11.000% Superpriority Senior Secured Notes due August 1, 2028, which will be backstopped by a majority holder of the existing notes [4][7] - Recipients of the new notes will receive a participation premium of 3.0% of the aggregate principal amount purchased [4][7] Financial Overview - The total outstanding principal amount of the existing notes is $267 million, with the company aiming to issue approximately $189.05 million of exchange notes assuming full participation [9][13] - The cash consideration for the tender offer is set at $625 per $1,000 principal amount of existing notes [12][13]