Beasley Broadcast Group Extends Early Second Lien Tender Date, Exchange Offer Withdrawal Deadline, Tender Offer Expiration Date, First Lien Consent Solicitation Expiration Date, Exchange Offer Expiration Date, Tender Offer Settlement Date and the Exchange Offer Settlement Date of Previously Announced Exchange Offer and Tender Offer

Rhea-AI Summary

Beasley Broadcast Group (Nasdaq: BBGI) extended key deadlines for its previously announced Exchange Offer, Tender Offer and related Consent Solicitations. Deadlines moved to 5:00 PM ET on April 22, 2026, with settlement dates extended to April 24, 2026, unless further extended.

According to the company, 100% of Existing First Lien Notes were tendered (with $15,899,000 purchased on March 30, 2026) and about 98% of Existing Second Lien Notes have validly tendered and provided consents as of April 15, 2026.

Positive

• First lien notes: 100% tendered
• Accepted $15,899,000 principal of First Lien Notes purchased March 30, 2026
• Second lien notes: approximately 98% tendered and consented
• Deadlines extended to April 22, 2026 and settlements to April 24, 2026

Negative

• Approximately 2% of Existing Second Lien Notes remain outstanding
• 2027 PIK Notes are unregistered, limiting resale under U.S. securities laws
• Offers limited to Eligible Holders, restricting broader noteholder participation

News Market Reaction – BBGI

+2.04%

58 alerts

+2.04% News Effect

+73.2% Peak in 32 hr 19 min

+$895K Valuation Impact

$44.76M Market Cap

0.3x Rel. Volume

On the day this news was published, BBGI gained 2.04%, reflecting a moderate positive market reaction. Argus tracked a peak move of +73.2% during that session. Our momentum scanner triggered 58 alerts that day, indicating high trading interest and price volatility. This price movement added approximately $895K to the company's valuation, bringing the market cap to $44.76M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

First lien coupon: 11.000% Second lien coupon: 9.200% New PIK notes coupon: 10.000% +5 more

8 metrics

First lien coupon 11.000% Senior Secured First Lien Notes due 2028

Second lien coupon 9.200% Senior Secured Second Lien Notes due 2028

New PIK notes coupon 10.000% Senior Secured Second Lien PIK Notes due 2027

First lien tendered $15,899,000 Aggregate principal accepted and purchased in Tender Offer

First lien participation 100% Existing First Lien Notes tendered as of Early First Lien Tender Date

Second lien participation 98% Existing Second Lien Notes tendered in Exchange Offer by Apr 15, 2026

Offer deadlines 5:00 P.M., April 22, 2026 Extended Early Tender, withdrawal and expiration times

Settlement date April 24, 2026 Extended Tender Offer and Exchange Offer settlement date

Market Reality Check

Price: $21.51 Vol: Volume 284,497 vs 20-day ...

low vol

$21.51 Last Close

Volume Volume 284,497 vs 20-day average 3,732,895 (relative volume 0.08x) shows muted trading interest. low

Technical Price at $13.72, trading above 200-day MA of $4.96 despite latest decline.

Peers on Argus

BBGI fell 6.98% while peers were mixed: MDIA down 5.24%, XHLD down 1.39%, but UO...

BBGI fell 6.98% while peers were mixed: MDIA down 5.24%, XHLD down 1.39%, but UONE and UONEK up 3.19% and 2.31%. The move appears company‑specific, not a broad broadcasting-sector trend.

Historical Context

5 past events · Latest: Apr 08 (Negative)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Apr 08	Q4 2025 earnings	Negative	+80.6%	Large impairment, heavy losses but strong rally tied to debt reduction plan.
Apr 03	Earnings call notice	Neutral	-1.3%	Scheduling FY 2025 results release and conference call information.
Feb 24	Community initiative	Neutral	+0.0%	Announcement of Hometown Heroes program honoring local public workers.
Nov 10	Q3 2025 earnings	Negative	-16.8%	Revenue decline, lower EBITDA and continued net losses despite digital growth.
Nov 03	Earnings call notice	Neutral	+2.9%	Announcement of timing and access details for Q3 2025 call and webcast.

Pattern Detected

The stock has often reacted sharply to capital structure and earnings news, including a large rally on weak Q4 results tied to refinancing progress, but has also sold off on prior soft quarters.

Recent Company History

Over the past six months, BBGI has focused on managing leverage and addressing weak financial performance. Earnings updates on Nov 10, 2025 and Apr 8, 2026 showed revenue declines, operating losses and large impairments, while also highlighting cost reductions and plans to cut debt from about $220M to roughly $110M through exchanges. Today’s announcement extends key deadlines for the exchange and tender offers that underpin this broader refinancing effort.

Market Pulse Summary

This announcement extended key deadlines for Beasley’s exchange and tender offers and confirmed stro...

Analysis

This announcement extended key deadlines for Beasley’s exchange and tender offers and confirmed strong creditor participation, including 100% of first‑lien and about 98% of second‑lien notes tendered. These offers tie directly into the broader refinancing framework disclosed in prior 8‑K filings. At the same time, recent 10‑K and 8‑K reports highlighted heavy losses, high leverage, a stockholders’ deficit, and Nasdaq compliance issues, making completion terms and post‑transaction financial metrics important data points to monitor.

Key Terms

senior secured first lien notes, senior secured second lien notes, indenture, pik notes, +4 more

8 terms

senior secured first lien notes financial

"11.000% Senior Secured First Lien Notes due 2028 (the "Existing First Lien Notes")"

Senior secured first lien notes are debt securities that give holders top priority to be repaid and to seize specific collateral if the borrower defaults. Think of them like being first in line and holding the deed to a valuable asset — this higher claim usually means lower risk and lower interest than unsecured or subordinated debt. Investors care because these notes affect expected return, default recovery and relative safety within a company’s capital structure.

senior secured second lien notes financial

"9.200% Senior Secured Second Lien Notes due 2028 (the "Existing Second Lien Notes""

A senior secured second lien note is a type of loan or bond that is backed by specific company assets but is paid after a first‑lien lender if those assets must be sold. Think of it as two people holding a mortgage on the same house: the first person gets paid from a sale first, and the second person gets whatever remains; because of that lower payout priority, second‑lien notes usually offer higher interest to compensate investors for the added risk. Investors watch these for the trade-off between higher yield and greater recovery uncertainty in a default.

indenture regulatory

"proposed amendments to the indenture governing the Issuer's 11.000% Senior"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

pik notes financial

"new 10.000% Senior Secured Second Lien PIK Notes due 2027 (the "2027 PIK Notes")"

PIK notes are loans that let the borrower pay interest by issuing more debt instead of cash, so investors receive extra securities rather than cash payments. For investors this matters because it can boost returns if the issuer grows, but it also increases the company’s total debt and the risk of not getting cash back; think of lending money and getting an IOU that keeps growing instead of regular interest checks.

consent solicitations regulatory

"the "Existing Notes") (the "Consent Solicitations"), as applicable, by its wholly"

A consent solicitation is a formal request sent to shareholders asking them to approve or waive specific corporate actions — such as contract changes, mergers, or amendments to governance rules — often by signing a written consent instead of voting at a meeting. For investors this matters because it can speed up major decisions and alter rights or payments without a public vote, so shareholders need to weigh potential benefits, risks and any pressure to agree, much like neighbors being asked to sign off on a change to a shared driveway.

exchange offer financial

"in connection with the previously announced exchange offer (the "Exchange Offer")"

An exchange offer is a proposal where a company asks investors to swap existing securities, like bonds or shares, for new ones, often with different terms or maturity dates. It matters to investors because it can affect the value of their holdings and the company's financial strategy, potentially providing benefits like better interest rates or reduced debt.

tender offer financial

"tender offer (the "Tender Offer" and, together with the Exchange Offer"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

securities act regulatory

"under the U.S. Securities Act of 1933, as amended (the "Securities Act")"

A securities act is a law that governs the offering, sale and disclosure of stocks, bonds and other investment products to the public. It requires companies to provide clear, truthful information—like a product label for an investment—so buyers can understand risks and value before they invest. For investors, these rules reduce fraud, promote transparency, and help ensure fair access to market information.

AI-generated analysis. Not financial advice.

NAPLES, Fla., April 16, 2026 /PRNewswire/ -- Beasley Broadcast Group, Inc. (Nasdaq: BBGI) (the "Company"), a multi-platform media company, today announced that the Early Second Lien Tender Date, the Exchange Offer Withdrawal Deadline, the Tender Offer Expiration Date, the First Lien Consent Solicitation Expiration Date and the Exchange Offer Expiration Date, in connection with the previously announced exchange offer (the "Exchange Offer"), tender offer (the "Tender Offer" and, together with the Exchange Offer, the "Offers") and solicitation of consents related to proposed amendments to the indenture governing the Issuer's (as defined below) 11.000% Senior Secured First Lien Notes due 2028 (the "Existing First Lien Notes") or the indenture governing the Issuer's 9.200% Senior Secured Second Lien Notes due 2028 (the "Existing Second Lien Notes," such indenture, the "Existing Second Lien Notes Indenture" and, the Existing First Lien Notes together with the Existing Second Lien Notes, the "Existing Notes") (the "Consent Solicitations"), as applicable, by its wholly owned subsidiary, Beasley Mezzanine Holdings, LLC (the "Issuer"), have been extended to 5:00 P.M., New York City time, on April 22, 2026, unless further extended. The Tender Offer Settlement Date and the Exchange Offer Settlement Date have been extended to April 24, 2026, unless further extended.

As of the Early First Lien Tender Date, 100% of the Existing First Lien Notes had been tendered, and the Company accordingly accepted $15,899,000 in aggregate principal amount of such tenders in accordance with the terms of the Tender Offer. On March 30, 2026, the Company completed the purchase of $15,899,000 in aggregate principal amount of the Existing First Lien Notes pursuant to the Tender Offer.

As of 5:00 P.M. on April 15, 2026, approximately 98% 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.

Full details of the terms and conditions of the Offers are described in the Confidential Offer Memorandum Solicitation Statement, dated as of March 20, 2026 (the "Exchange Offer Memorandum") and as supplemented by (i) that certain Supplement to the Exchange Offer Memorandum, dated as of April 1, 2026, (ii) that certain Supplement No. 2 to the Exchange Offer Memorandum, dated as of April 9, 2026 and (iii) that certain Supplement No. 3 to the Exchange Offer Memorandum, dated as of April 15, 2026 (the "Supplements"). The Offers are only being made pursuant to, and the information in this press release is qualified in its entirety by reference to, the Exchange Offer Memorandum and the Supplements, which are being made available to holders of the Existing Notes. Existing noteholders of the Existing Notes are encouraged to read the Exchange Offer Memorandum and the Supplements, as they contain important information regarding the Offers and the Consent Solicitations. This press release is neither an offer to purchase nor a solicitation of an offer to purchase any Existing Notes or the Issuer's new 10.000% Senior Secured Second Lien PIK Notes due 2027 (the "2027 PIK Notes") in the Offers.

Requests for the Exchange Offer Memorandum, the Supplements and other documents relating to the Offers may be directed to D.F. King & Co., Inc., the exchange agent and information agent for the Offers, toll free at (800) 967-7574 or via email at beasley@dfking.com.

None of the Company, any of its subsidiaries or affiliates, or any of their respective officers, boards of directors, members or managers, the exchange agent and information agent, the trustees of the Existing Notes or the 2027 PIK Notes or the collateral agents of the Existing Notes or the 2027 PIK Notes is making any recommendation as to whether existing noteholders should tender any Existing Notes in response to the Offers or Consent Solicitations, and no one has been authorized by any of them to make such a recommendation.

The Offers are not being made to existing noteholders of the Existing Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the Offers are required to be made by a licensed broker or dealer, the Offers will be deemed to be made on behalf of the Company and the Issuer by one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

The 2027 PIK Notes have not been and will not be registered under the federal securities laws or the securities laws of any state or any other jurisdiction. The Company is not required to register the 2027 PIK Notes for resale under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any other jurisdiction and is not required to exchange the Existing Second Lien Notes for notes registered under the Securities Act or the securities laws of any other jurisdiction and has no present intention to do so. The offering is being made in reliance on the exemption provided by Section 4(a)(2) of the Securities Act, only to persons reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the Securities Act) and outside the United States to non-U.S. persons (as defined in Regulation S under the Securities Act). The Company refers to the holders of Existing Notes who have certified that they are eligible to participate in the Offers and Consent Solicitations pursuant to at least one of the foregoing conditions as "Eligible Holders." Only Eligible Holders are authorized to participate in the Offers and Consent Solicitations.

About Beasley Broadcast Group

The Company 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, Las Vegas, NV, Middlesex, NJ, Monmouth, NJ, Morristown, NJ, Philadelphia, PA and Tampa-Saint Petersburg, FL.

Note Regarding Forward-Looking Statements

This release contains "forward-looking statements" about the Company, which relate to future, not past, events. All statements other than statements of historical fact included or incorporated by reference in this document are forward-looking statements. These forward-looking statements are based on the current beliefs and expectations of the Company's management and are subject to known and unknown risks and uncertainties. Forward-looking statements, which address the Company's expected business and financial performance and financial condition, among other matters, contain words such as: "expects," "anticipates," "intends," "plans," "believes," "estimates," "may," "will," "projects," "could," "should," "would," "seek," "forecast," or other similar expressions.

Forward-looking statements, by their nature, address matters that are, to different degrees, uncertain. Although the Company believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions, it can give no assurance that the expectations will be attained or that any deviation will not be material. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. The Company undertakes no obligation to update or revise any forward-looking statements.

Forward-looking statements involve a number of risks and uncertainties, and actual results or events may differ materially from those projected or implied in those statements. Factors that could cause actual results or events to differ materially from these forward-looking statements include, but are not limited to:

• risks associated with the exchange of less than 100% of the Existing Notes pursuant to the Offers and the ability of the supporting holders to waive the minimum participation condition outlined in the Transaction Support Agreement, dated as of March 20, 2026, by and among the Issuer, the party thereto and the supporting noteholders party thereto;
• the ability of the Company to comply with the continued listing standards of Nasdaq, remain listed on Nasdaq, and make periodic filings with the SEC;
• risks from health epidemics, natural disasters, terrorism, and other catastrophic events;
• external economic forces and conditions that could have a material adverse impact on the Company's advertising revenues and results of operations;
• adverse effects of inflation;
• the ability of the Company's stations to compete effectively in their respective markets for advertising revenues;
• the ability of the Company to develop compelling and differentiated digital content, products and services;
• audience acceptance of the Company's content, particularly its audio programs;
• the ability of the Company to adapt or respond to changes in technology, standards and services that affect the audio industry;
• the Company's dependence on federally issued licenses subject to extensive federal regulation;
• actions by the Federal Communications Commission ("FCC") or new legislation affecting the audio industry;
• increases to royalties the Company pays to copyright owners or the adoption of legislation requiring royalties to be paid to record labels and recording artists;
• the Company's dependence on selected market clusters of stations for a material portion of its net revenue;
• credit risk on the Company's accounts receivable;
• the risk that the Company's FCC licenses could become impaired;
• the Company's substantial debt levels and the potential effect of restrictive debt covenants on the Company's operational flexibility and ability to pay dividends;
• risks related to the 2027 PIK Notes;
• impacts to the value of collateral assets;
• the Company's ability to consummate the Offers;
• the potential effects of hurricanes, extreme weather and other climate change conditions on the Company's corporate offices and stations;
• the failure or destruction of the internet, satellite systems and transmitter facilities that the Company depends upon to distribute its programming;
• modifications or interruptions of the Company's information technology infrastructure and information systems;
• the loss of key executives and other key employees;
• the Company's ability to identify, consummate and integrate acquired businesses and stations;
• the fact that the Company is controlled by the Beasley family, which creates difficulties for any attempt to gain control of the Company; and
• other economic, business, competitive, and regulatory factors affecting the businesses of the Company, as discussed in more detail in the Company's filings with the SEC.

Although the Company believes the expectations reflected in any of its forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of the Company's forward-looking statements. The Company does not intend, and undertakes no obligation, to update any forward-looking statement.

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SOURCE Beasley Media Group, Inc.

FAQ

What deadlines did Beasley Broadcast Group (BBGI) extend on April 16, 2026?

The company extended key tender and consent deadlines to 5:00 PM ET on April 22, 2026. According to the company, the Tender Offer and Exchange Offer settlement dates were also moved to April 24, 2026, unless further extended.

How much of Beasley Broadcast Group's (BBGI) First Lien Notes were tendered and purchased?

According to the company, 100% of the Existing First Lien Notes were tendered and accepted. The company purchased $15,899,000 in aggregate principal amount of those notes on March 30, 2026 under the Tender Offer.

What percentage of Beasley Broadcast Group's (BBGI) Second Lien Notes have tendered and consented?

Approximately 98% of the aggregate principal amount of the Existing Second Lien Notes had validly tendered and provided consents as of April 15, 2026. According to the company, that figure reflects participation in the Exchange Offer and Consent Solicitations.

Are the new 2027 PIK Notes issued by Beasley (BBGI) registered for resale?

No, the 2027 PIK Notes have not been and will not be registered under the federal securities laws. According to the company, the offering relies on exemptions and resale will be restricted under the Securities Act.

Who is eligible to participate in Beasley's (BBGI) Exchange Offer and Tender Offer?

Only holders who qualify as Eligible Holders are authorized to participate in the Offers and Consent Solicitations. According to the company, Eligible Holders are institutional buyers under Rule 144A or non-U.S. persons under Regulation S.