Beasley Broadcast Group Announces Settlement of Previously Announced Exchange Offer and Tender Offer (Form 8-K)

Beasley Broadcast Group Announces Settlement of Previously Announced Exchange Offer and Tender Offer

NAPLES, Florida, May 1, 2026 - Beasley Broadcast Group, Inc. (Nasdaq: BBGI) (the "Company"), a multi-platform media company, today announced the settlement of its previously announced offers (the "Offers") including (i) an exchange offer (the "Exchange Offer") of the Company's existing 9.200% Senior Secured Second Lien Notes due 2028 (the "Existing Second Lien Notes"), (ii) an offer to purchase for cash up to $15,899,000 aggregate principal amount of 11.000% Senior Secured First Lien Notes due 2028 (the "Existing First Lien Notes" and, together with the Existing Second Lien Notes, the "Existing Notes") at a purchase price of 100.0% of the par value thereof, plus accrued and unpaid interest (the "Tender Offer") and (iii) the solicitation of consents (the "Consent Solicitations") of the terms and conditions set forth in the Confidential Offering Memorandum and Solicitation Statement (the "Exchange Offer Memorandum").

Holders of approximately $184,056,000 aggregate principal amount of Existing Second Lien Notes participated in the Exchange Offer, exchanging their Existing Second Lien Notes into $98,475,254 aggregate principal amount of 2027 PIK Notes.

On March 30, 2026, the Company completed the purchase of $15.9 million aggregate principal amount of Existing First Lien Notes pursuant to the Tender Offer, and $15.0 million aggregate principal amount of Existing First Lien Notes remain outstanding.

Holders (the "Supporting Holders") of approximately 98.7% of the Existing First Lien Notes and 76.5% of the Existing Second Lien Notes previously entered into an amended and restated transaction support agreement to support the Offers, subject to certain customary conditions, including a minimum participation condition (the "TSA Minimum Participation Condition") requiring 100% of holders of Existing Second Lien Notes to participate in the Exchange Offer. The Supporting Holder of the Existing Second Lien Notes waived the TSA Minimum Participation Condition on April 28, 2026.

Latham & Watkins LLP served as legal counsel to the Company. Guggenheim Securities, LLC acted as financial advisor to the Company.

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.

Contact

Joseph Jaffoni, Jennifer Neuman, JCIR

(212) 835-8500

[email protected]

Heidi Raphael, BBGI

(239) 263-5000