What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2024-02-16 compared with 2023-03-27 · 228 added, 274 removed, 646 unchanged (44% of the section changed)

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Consolidated Statements of Comprehensive Loss for the Years Ended December 31, 2022 and 2023

Consolidated Statements of Equity for the Years Ended December 31, 2021 and 2022

Consolidated Statements of Stockholders' Equity for the Years Ended December 31, 2022 and 2023

Consolidated Statements of Cash Flows for the Years Ended December 31, 2022 and 2023

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We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

FCC Licenses Impairment Assessment – Radio Reporting Units

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During the year ended December 31, 2023, the Company recorded impairment on FCC licenses of $89.2 million.

Management performs an annual impairment test during the fourth quarter of each year which includes a qualitative assessment as to whether it is more likely than not that an FCC license is impaired.

During 2022, management elected to bypass the qualitative assessment and perform a quantitative assessment for all radio reporting units.

FCC licenses are assessed for recoverability at the market cluster level.

Management performs an annual impairment test during the fourth quarter of each year,

Independent Member Crowe Global

or more frequently when it is determined that events and circumstances indicate that it is more likely than not that FCC licenses are impaired, which includes a qualitative assessment.

During 2023, management determined that is was more likely than not based on the qualitative assessment that FCC licenses were impaired and performed a quantitative assessment for all radio reporting units.

FCC licenses are assessed for impairment at the market cluster level.

Potential impairment is identified by comparing the fair value of a market’s FCC licenses to its carrying value.

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Utilized valuation specialists to assist in evaluating certain assumptions applied in the valuation model.

Other Intangibles Impairment Assessment — Franchise Rights

As disclosed in Note 7 to the consolidated financial statements, the Company’s franchise rights balance was $4.7 million as of December 31, 2022.

During the year ended December 31, 2022, the Company recorded impairment on franchise rights of $12.8 million.

The impairment evaluation of long-lived assets is an assessment that begins with the Company’s monitoring of indicators of impairment of the asset group which the Company believes is the lowest applicable level for which there are identifiable cash flows.

The Company reviews franchise rights for impairment indicators whenever events or changes in circumstances indicate the carrying amount of the assets may not be fully recoverable.

During 2022, management performed a qualitative assessment and identified a triggering event that indicated franchise rights may be impaired;

therefore, management performed a quantitative assessment.

When performing a quantitative impairment assessment, the Company estimates undiscounted cash flows at the asset group level over the remaining useful life of the franchise rights, being the primary asset within the asset group.

If the estimated undiscounted cash flows are not sufficient to recover the carrying value of the asset group, the Company then compares the carrying value of the asset group with its estimated fair value.

The Company applies

significant judgment in estimating the fair value of the asset group, based on historical and projected operating performance and industry information currently available.

When the estimated fair value is determined to be lower than the carrying value of the asset group, the asset group is written down to its estimated fair value.

Fair value of the franchise rights is estimated by management using an income approach.

Management’s cash flow projections included significant judgments and assumptions relating to revenue and operating expenses over the projection period and to the discount rate.

We considered auditing the impairment of franchise rights to be a critical audit matter because of the significant judgment required by management to determine estimated cash flows and the discount rate (including the company-specific risk premium component).

This required a high degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of management’s cash flow analysis.

Our audit procedures related to impairment of franchise rights included the following:

Evaluated management’s judgments in their assessment of ichanges in market conditions or events, or other changes in circumstances that indicate an impairment of franchise rights may be present.

Tested the completeness, accuracy, appropriateness of aggregation, and the relevance and reliability of underlying data used in the valuation model based on the income approach.

Evaluated the appropriateness of valuation model used and the application of certain assumptions in the valuation model, and recalculated the discounted cash flow schedules.

Evaluated the significant assumptions used by management, including revenue and operating expense projections and the discount rate.

This involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the asset group evaluated, (ii) the consistency with external market and industry data, and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit.

Additionally, we performed sensitivity testing on these assumptions

Utilized valuation specialists to assist in evaluating the methodology used and certain assumptions applied in the valuation model.

/s/ Crowe LLP

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Fort Lauderdale, Florida

March 27, 2023

February 16, 2024

BEASLEY BROADCAST GROUP, INC.

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BA LANCE SHEETS

Current assets:

Cash and cash equivalents

Accounts receivable, less allowance for doubtful accounts of $ 1,720,477 in 2021 and $ 1,876,751 in 2022

Accounts receivable, less allowance for credit losses of $ 1,876,751 in 2022

and $ 1,752,058 in 2023

Prepaid expenses

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Property and equipment, net

Operating lease right-of-use

Finance lease right-of-use

Operating lease right-of-use assets

Finance lease right-of-use assets

Other intangibles, net

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Operating lease liabilities

Finance lease liabilities

Other current liabilities

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Due to related parties

Long-term debt, net of current installments and unamortized debt issuance costs

Long-term debt, net of unamortized debt issuance costs

Operating lease liabilities

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issued and 13,113,659 outstanding in 2022;

16,763,227 issued and 13,113,659 outstanding in 2022

17,391,382 issued and 13,653,941

outstanding in 2023

Class B common stock, $ 0.001 par value;

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issued and outstanding in 2022 and 2023

Additional paid-in

Additional paid-in capital

Treasury stock, Class A common stock;

3,649,568 shares in 2022;

3,649,568 shares in 2022

3,737,441 shares

Retained earnings

Accumulated other comprehensive (loss) income

Accumulated other comprehensive income

Total stockholders' equity

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Operating expenses:

Operating expenses (including stock-based compensation of $ 317,938 in 2021 and $ 193,738 in 2022 and excluding depreciation and amortization shown separately below)

Corporate expenses (including stock-based compensation of $ 1,065,518 in 2021 and $ 865,165 in 2022)

Operating expenses (including stock-based compensation of $ 193,738 in 2022

and $ 66,382 in 2023 and excluding depreciation and amortization

shown separately below)

Corporate expenses (including stock-based compensation of $ 865,165

in 2022 and $ 779,993 in 2023)

Depreciation and amortization

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Gain on exchange

Gain on disposition

Other operating income, net

Extinguishment of franchise fee

Total operating expenses

Operating income (loss)

Non-operating

income (expense):

Operating loss

Non-operating income (expense):

Interest expense

Loss on extinguishment of long-term debt

Gain on forgiveness of long-term debt

Gain on repurchases of long-term debt

Other income, net

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Equity in earnings of unconsolidated affiliates, net of tax

Earnings attributable to noncontrolling interest

Net loss attributable to BBGI stockholders

Other comprehensive loss:

Unrecognized actuarial gain on postretirement plan (net of income tax expense of $ 140,151 in 2021 and $ 542,438 in 2022)

Other comprehensive gain (loss):

Unrecognized actuarial gain (loss) on postretirement plan (net of income

tax expense of $ 542,438 in 2022 and income tax benefit of $ 52,260 in 2023)

Comprehensive loss

Net loss attributable to BBGI stockholders per Class A and B common share:

Net loss per Class A and B common share:

Basic and diluted

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

Treasury Stock

Comprehensive

Stockholders'

(Loss) Income

Treasury Stock

Noncontrolling

Balances as of January 1, 2022

Stock-based compensation

Acquisition of noncontrolling interest

Adjustment from related party acquisition

Adjustment from related

party acquisition

Purchase of treasury stock

Other comprehensive gain

Elimination of noncontrolling interest

Balances as of December 31, 2022

Stock-based compensation

Adjustment from related party acquisition

Adjustment from related

party acquisition

Purchase of treasury stock

comprehensive

Other comprehensive loss

Balances as of December 31, 2023

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Stock-based compensation

Provision for bad debts

Provision for credit losses

Depreciation and amortization

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Gain on exchange

Gain on disposition

Extinguishment of franchise fee

Amortization of loan fees

Loss on extinguishment of long-term debt

Gain on forgiveness of long-term debt

Gain on repurchases of long-term debt

Deferred income taxes

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Proceeds from dispositions

Proceeds from life insurance

Net cash used in investing activities

Net cash provided by (used in) investing activities

Cash flows from financing activities:

Issuance of debt

Payments on debt

( 268,500,000

Payment of debt issuance costs

Repurchase of long-term debt

Reduction of finance lease liabilities

Purchase of treasury stock

Net cash provided by (used in) financing activities

Net increase (decrease) in cash and cash equivalents

Net cash used in financing activities

Net decrease in cash and cash equivalents

Cash and cash equivalents at beginning of period

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Cash paid for income taxes

Supplemental disclosure of non-cash

investing and financing activities:

Acquisition of noncontrolling interest

Extinguishment of trade sales payable

Class A common stock returned to treasury stock

See accompanying notes to consolidated financial statements

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Beasley Broadcast Group, Inc.

(the “Company” or “BBGI”) is a multi-platform media company ,

operating two reportable business segments, whose primary business is operating radio stations throughout the United States.

(the “Company” or “BBGI”) is a multi-platform media company, operating two reportable business segments, 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:

Atlanta, GA, Augusta, GA, Boston, MA, Charlotte, NC, Detroit, MI, Fayetteville, NC, Fort Myers-Naples, FL, Las Vegas, NV, Middlesex, NJ, Monmouth, NJ, Morristown, NJ, Philadelphia, PA, Tampa-Saint Petersburg, FL, and Wilmington, DE.

The Company also operates an esports segment, however, it does not exceed the thresholds for separate disclosure.

Beginning in early 2020, the Company was impacted by deteriorating general economic conditions resulting from the COVID-19

pandemic that caused a downturn in the advertising industry.

The decreased demand for advertising materially negatively impacted the Company’s results of operations, liquidity and financial condition in 2020, and to a lesser extent, in 2021 and 2022.

In response to the COVID-19

pandemic, beginning in March 2020, the Company implemented certain expense control initiatives, such as reductions in compensation for management and other employees, reductions in planned capital expenditures, negotiated vendor pricing reductions, furloughs and headcount reductions for certain employees and suspensions of new employee hiring and travel and entertainment expenses.

These initiatives reduced the Company’s expenses throughout the remainder of 2020, and certain of these expense reductions continued during 2021 and 2022.

The Company’s board of directors also suspended future quarterly dividend payments until it is determined that resumption of dividend payments is in the best interest of the Company’s stockholders.

The extent to which the COVID-19

pandemic will continue to impact the Company’s business and financial results going forward will be dependent on future developments which are uncertain and unpredictable.

Accordingly, it is reasonably possible that these uncertainties could materially impact the Company’s significant accounting estimates related to, but not limited to, allowance for doubtful accounts, impairment of Federal Communications Commission (“FCC”) licenses and goodwill, and determination of right-of-use

As a result, many of the Company’s estimates and assumptions require increased judgment and carry a higher degree of variability and volatility.

The Company’s estimates may change as new events occur and additional information emerges, and such changes are recognized or disclosed in its consolidated financial statements.

(2) Summary of Significant Accounting Policies

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The financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly owned subsidiaries, including OutlawsXP, Inc.

As of January 1, 2021, the Company held an approximately 90 % economic interest in Outlaws and an approximately 51 % economic interest in Renegades Holdings, Inc.

(“Renegades”).

On March 12, 2021, the Company entered into an agreement to exchange its ownership interest in Renegades for the interest held by Renegades in Outlaws.

As a result of the exchange, Outlaws became a wholly owned subsidiary of the Company, and the Company no longer holds an economic interest in Renegades.

Renegades was included in the financial statements of the Company up to the date of the exchange transaction.

Net assets and results of operations for Outlaws and Renegades as of and for the years ended December 31, 2021 and 2022 were not significant.

All significant inter-company transactions and balances have been eliminated.

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Such estimates include:

(i) the amount of allowance for doubtful accounts;

(i) the amount of allowance for credit losses;

(ii) future cash flows used for testing recoverability of property and equipment;

(iii) fair values used for testing FCC licenses, goodwill and other intangibles for impairment;

(iv) estimates used to determine the incremental borrowing rate to record lease liabilities and related right-of-use

assets (v) the realization of deferred tax assets;

and (vi) actuarial assumptions related to the SERP.

(iii) fair values used for testing Federal Communications Commission ("FCC") licenses, goodwill and other intangibles for impairment;

(iv) estimates used to determine the incremental borrowing rate to record lease liabilities and related right-of-use assets (v) the realization of deferred tax assets;

and (vi) actuarial assumptions related to the Supplemental Employee Retirement Plan ("SERP").

Actual results and outcomes may differ from management’s estimates and assumptions.

Reclassifications

Certain amounts previously reported in the 2022 financial statements have been reclassified to conform to the 2023 presentation.

Cash and Cash Equivalents

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Accounts receivable consist primarily of uncollected amounts due from advertisers for the sale of advertising airtime.

The amounts are net of advertising agency commissions and an allowance for doubtful accounts.

The allowance for doubtful accounts reflects management’s estimate of probable losses in accounts receivable.

Management determines the allowance based on historical information, relative improvements or deteriorations in the age of the accounts receivable and changes in current economic conditions.

The amounts are net of advertising agency commissions and an allowance for credit losses.

The allowance for credit losses reflects management’s estimate of expected losses in accounts receivable from local advertisers and national agencies.

Management determines the allowance based on historical information, relative improvements or deteriorations in the age of the accounts receivable and changes in current economic conditions and reasonable and supportable forecasts of future economic conditions.

Interest is not accrued on accounts receivable.

The changes in allowance for credit losses on accounts receivable are as follows:

Beginning balance

Provision for credit losses

Ending balance

Property and Equipment

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Goodwill is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the Company’s goodwill might be impaired.

The Company assesses qualitative

factors to determine whether it is necessary to perform a quantitative assessment for each reporting unit.

The Company assesses qualitative factors to determine whether it is necessary to perform a quantitative assessment for each reporting unit.

If the quantitative assessment is necessary, the Company will determine the fair value of each reporting unit.

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The loss recognized will not exceed the total amount of goodwill allocated to the reporting unit.

For the purpose of testing its goodwill for impairment, the Company has identified its market clusters and esports as its reporting units.

See Note 6 for changes in the carrying amount of goodwill for the year ended December 31, 2022.

There were no changes in the carrying of goodwill for the year ended December 31, 2021.

For the purpose of testing its goodwill for impairment, the Company has identified its market clusters, digital, and esports as its reporting units.

See Note 6 for changes in the carrying amount of goodwill for the years ended December 31, 2022 and 2023 .

Other Intangibles

Other intangibles include advertiser relationships, franchise rights and a trade name, which are amortized over their respective estimated useful lives and brands and other intangibles with indefinite lives which are not amortized.

Other intangibles include advertiser relationships, franchise rights and a trade name with finite lives that are amortized over their respective estimated useful lives.

If an event or change in circumstances were to indicate that the carrying amount of any other intangibles is not recoverable, the carrying amount will be reduced to the estimated fair value.

Other intangibles also includes brands with indefinite lives that are tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the Company’s brands might be impaired.

For the purpose of testing its other intangibles for impairment, the Company has identified its market clusters, digital, and esports as its reporting units.

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When the evaluation indicates that an impairment exists, the Company will estimate the fair value of the investment and recognize an impairment loss equal to the difference between the fair value and the carrying amount of the investment.

The carrying amount of the investment in QUU

was $ 2.0 million as of December 31, 2021 and 2022.

The carrying amount of the investment in QUU was $ 2.0 million and $ 1.8 million as of December 31, 2022 and 2023 , respectively.

Debt Issuance Costs

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(1) the periods covered by options to extend the lease if the Company is reasonably certain to exercise that option, (2) the periods covered by an option to terminate if the Company is reasonably certain not to exercise that option and (3) the period covered by an option to extend (or not terminate) if controlled by the lessor.

The lease liabilities and the related right-of

use assets are calculated based on the present value of the lease payments using (1) the rate implicit in the lease or (2) the lessee’s incremental borrowing rate (“IBR”).

The lease liabilities and the related right-of use assets are calculated based on the present value of the lease payments using (1) the rate implicit in the lease or (2) the lessee’s incremental borrowing rate (“IBR”).

IBR is defined as the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment.

Supplemental Employee Retirement Plan

The costs and liabilities of the Supplemental Employee Retirement Plan (“SERP”) are determined using actuarial valuations.

The costs and liabilities of the SERP are determined using actuarial valuations.

An actuarial valuation involves making various assumptions that include the discount rate and mortality rates.

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Common shares outstanding include shares of both Class A and Class B common stock, which have equal rights and privileges except with respect to voting.

Diluted net loss per share reflects the potential dilution that could occur if stock options, restricted stock or other contracts to issue common stock were exercised or converted into common stock and were not anti-dilutive.

When reporting a net loss, the effect of restrictive stock units and restricted stock is excluded under the treasury stock method as the addition of shares would be anti-dilutive.

Diluted net loss per share reflects the potential dilution that could occur if restricted stock units or other contracts to issue common stock were exercised or converted into common

stock and were not anti-dilutive.

When reporting a net loss, the effect of restrictive stock units is excluded under the treasury stock method as the addition of shares would be anti-dilutive.

Concentrations of Risk

Certain cash deposits with financial institutions may, at times, exceed FDIC insurance limits.

The stations located in Boston, MA, Detroit, MI, and Philadelphia, PA collectively contributed

58 % of the Company’s net revenue in 2022.

The stations located in Boston, MA, Detroit, MI, and Philadelphia, PA collectively contributed

% of the Company’s net revenue in 2021.

The stations located in Boston, MA, Detroit, MI, and Philadelphia, PA collectively contributed 58 % of the Company’s net revenue in 2023 .

The stations located in Boston, MA, Detroit, MI, and Philadelphia, PA collectively contributed 58 % of the Company’s net revenue in 2022 .

Fair Value Measurements

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Other payments are expensed when the additional contract elements, such as post-season games, are broadcast.

The Company currently operates three operating segments (Audio, Digital, esports) and two reportable segments (Audio, Digital).

The Company currently operates two operating and reportable segments (Audio and Digital).

The Company also operated an esports segment in 2022 and from January 1, 2023 to December 13, 2023.

The identification of segments is consistent with how the segments report to and are managed by the Company’s Chief Executive Officer (the Company’s Chief Operating Decision Maker).

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Recent Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued guidance that will require the measurement of all expected credit losses for financial assets, including accounts receivable, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts.

In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance which requires additional disclosures for the Company's reportable segments, primarily related to significant segment expenses.

The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within the fiscal years beginning after December 15, 2024, with early adoption permitted.

The amendments should be applied retrospectively to all prior periods presented in the financial statements.

The Company is currently in the process of reviewing the new guidance.

In June 2016, the FASB issued guidance that will require the measurement of all expected credit losses for financial assets, including accounts receivable, held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts.

The guidance was initially effective for the Company for annual reporting periods beginning after December 15, 2019, and interim periods within those fiscal years.

In November 2019, the FASB issued additional guidance that included a deferral of the effective date for smaller reporting companies as defined by the Securities and Exchange Commission to fiscal years beginning after December 15, 2022, and interim periods within those years.

The Company adopted the guidance on January 1, 2023 however it does not expect the new guidance to have a material impact on the Company’s consolidated financial statements.

The Company adopted the guidance on January 1, 2023, and the adoption did not have a material impact on the Company’s consolidated financial statements.

(3) Acquisitions and Dispositions

in Las Vegas, NV for all of the assets used or useful in the operations of KXTE-FM

in Las Vegas, NV.

On September 29, 2022, the Company also entered into a local marketing agreement (“LMA”) with Audacy Nevada, LLC and began operating KXTE-FM

on November 14, 2022.

On December 13, 2 023, the Company completed the termination of its esports operations.

The Company received a $ 6.0 million termination payment from the esports league in the fourth quarter of 2023.

The Company no longer has esports operations after completion of the termination.

However, management determined that the termination did not represent a strategic shift that would have significant effect on the Company's operations and financial results;

therefore, the esports operations have not been reported as discontinued operations.

The Company recorded a loss on termina tion of $ 0.3 million d uring the fourth quarter of 2023.

The loss on termination is summarized as follows:

Termination payment

Goodwill (see Note 6)

Other intangibles (see Note 7)

Loss on termination

In addition, the remaining $ 6.0 million franchise fee payable to the esports league was forgiven by the esports league and is reported in the accompanying consolidated statement of comprehensive loss for the year ended December 31, 2023.

On October 5, 2023, the Company completed the sale of substantially all of the assets used in the operation of WJBR-FM in Wilmington, DE to a third party for $ 5.0 million in cash.

During the second quarter of 2023, due to the potential sale of these assets, the Company recorded and impairment loss of $ 10.0 million related to the FCC license.

The Company no longer has operations in the Wilmington, DE market after completion of the disposition.

However, management determined that the disposition did not represent a strategic shift that would have significant effect on the Company's operations and financial results;

therefore, the operations in the Wilmington, DE market have not been reported as discontinued operations.

The Company recorded a gain on disposition of approximately $ 18,000 during the fourth quarter of 2023.

On September 11, 2023, the Company completed the sale of substantially all of the assets used in the operations of WWWE-AM in Atlanta, GA to a third party for $ 250,000 in cash.

On December 22, 2022, the Company completed an asset exchange with Audacy Nevada, LLC and Beasley Media Group, LLC under which the Company agreed to exchange all of the assets used or useful in the operations of KDWN-AM in Las Vegas, NV for all of the assets used or useful in the operations of KXTE-FM in Las Vegas, NV.

On September 29, 2022, the Company also entered into a local marketing agreement (“LMA”) with Audacy Nevada, LLC and began operating KXTE-FM on November 14, 2022.

The LMA ended on December 22, 2022.

The assets received from the exchange did not meet the definition of a business under ASC 805.

The exchange was accounted for in accordance with ASC 610-20

which resulted in the Company recognizing a gain for the difference between the fair value of the assets received and the carrying amount of the assets given.

The exchange was accounted for in accordance with ASC 610-20, which resulted in the Company recognizing a gain for the difference between the fair value of the assets received and the carrying amount of the assets given.

The fair value of the assets received in the asset exchange was $ 5.8 million.

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The income approach measures the expected economic benefits the licenses provide and discounts these future benefits using discounted cash flow analyses.

The discounted cash flow analyses assume that each license is held by a hypothetical start-up

station and the value yielded by the discounted cash flow analyses represents the portion of the station’s value attributable solely to its license.

The discounted cash

flow analyses assume that each license is held by a hypothetical start-up station and the value yielded by the discounted cash flow analyses represents the portion of the station’s value attributable solely to its license.

The discounted cash flow model incorporates variables such as market revenues;

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Revenue growth rates

0.3 % - 1.5 %

Market revenue shares at maturity

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The goodwill was allocated to the Digital segment.

0.9 million allocated to goodwill is deductible for tax purposes.

The $ 0.9 million allocated to goodwill is deductible for tax purposes.

Revenue and earnings for Guarantee are not material for all reporting periods presented in the accompanying financial statements.

On April 1, 2022, the Company completed the sale of substantially all of the assets used in the operations of WWNN-AM

in West Palm Beach-Boca Raton, FL to a third party for $ 1.25 million in cash.

On April 1, 2022, the Company completed the sale of substantially all of the assets used in the operations of WWNN-AM in West Palm Beach-Boca Raton, FL to a third party for $ 1.25 million in cash.

As a result of the sale, the Company recorded an impairment loss of $ 1.9 million related to the FCC license during the first quarter of 2022.

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The Company recorded depreciation expense of $ 6.9 million and $ 7.8 million for the years ended December 31, 2022 and 2023 , respectively.

(5) FCC Licenses

Changes in the carrying amount of FCC licenses for the years ended December 31, 2022 and 2023 are as follows:

Balance as of January 1, 2022

Balance as of December 31, 2021

Asset exchange acquisition (see Note 3)

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Balance as of December 31, 2022

Dispositions (see Note 3)

Impairment losses (see below and also Note 3)

Balance as of December 31, 2023

FCC licenses are tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the FCC licenses might be impaired.

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If the Company determines it is more likely than not that its FCC licenses are impaired, then the Company is required to perform the quantitative impairment test.

The quantitative impairment test compares the fair value of the FCC licenses with the carrying

amounts of such licenses.

The quantitative impairment test compares the fair value of the FCC licenses with the carrying amounts of such licenses.

If the carrying amounts of the FCC licenses exceed the fair value, an impairment loss is recognized in an amount equal to that excess.

For the purpose of testing FCC licenses for impairment, the Company combines its licenses into reporting units based on its market clusters.

The FCC license valuations are Level 3 non-recurring fair value measurements.

Due to an increase in interest rates in the U.S.

economy and a decrease in projected revenues, the Company tested its FCC licenses for impairment during the third quarter of 2023.

As a result of the quantitative impairment test performed as of September 30, 2023, the Company recorded impairment losses of $ 78.2 million related to the FCC licenses in each of its market clusters.

The impairment losses were primarily due to an increase in the discount rate due to certain risks associated with the U.S.

economy and a decrease in the projected revenues in each market cluster used in the discounted cash flow analyses to estimate the fair value of the Company's FCC licenses.

The fair values of the FCC licenses were estimated using an income approach.

The income approach is based upon discounted cash flow analyses incorporating variables such as projected audio market revenues, projected growth rate for audio market revenues, projected audio market revenue shares, projected audio station operating income margins, and a discount rate appropriate for the audio industry.

The key assumptions used in the discounted cash flow analyses are as follows:

Revenue growth rates

( 1.2 )% - 1.8 %

Market revenue shares at maturity

0.4 % - 44.7 %

Operating income margins at maturity

19.7 % - 30.4 %

Discount rate

The Company performed the annual quantitative impairment test for its FCC licenses in all markets during the fourth quarter of 2023.

As a result of the quantitative impairment test performed as of November 30, 2023, the Company recorded impairment losses of $ 1.0 million related to the FCC licenses in its Augusta, GA, Fort Myers-Naples, FL, and Middlesex-Monmouth-Morristown, NJ market clusters.

The impairment losses were primarily due to a decrease in projected revenue in these markets.

The fair values of the FCC licenses were estimated using an income approach.

The key assumptions used in the discounted cash flow analyses are as follows:

Revenue growth rates

( 16.5 )% - 24.4 %

Market revenue shares at maturity

0.4 % - 45.5 %

Operating income margins at maturity

19.7 % - 29.9 %

Discount rate

Due to an increase in interest rates in the U.S.

economy, the Company tested its FCC licenses for impairment during the second quarter of 2022.

As a result of the quantitative impairment test performed as of June 30, 2022, the Company recorded impairment losses of $ 2.8 million related to the FCC licenses in its Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters.

As a result of the quantitative impairment tests performed as of June 30, 2022, the Company recorded impairment losses of $ 2.8 million related to the FCC licenses in its Fort Myers-Naples, FL, Las Vegas, NV, and Wilmington, DE market clusters.

The impairment losses were primarily due to an increase in the discount rate used in the discounted cash flow analyses to estimate the fair value of the FCC licenses due to certain risks associated with the U.S.

The fair values of the FCC licenses were estimated using an income approach.

The income approach is based upon discounted cash flow analyses incorporating variables such as projected audio market revenues, projected growth rate for audio market revenues, projected audio market revenue shares, projected audio operating income margins, and a discount rate appropriate for the audio broadcasting industry.

The key assumptions used in the discounted cash flow analyses are as follows:

2 unchanged sentences

Market revenue shares at maturity

0.6 % - 44.0 %

Operating income margins at maturity

17 unchanged sentences

Discount rate

On February 3, 2021, the Company completed the sale of WHSR-AM

in West Palm Beach-Boca Raton, FL to a third party for $ 0.4 million.

The sale included an FCC translator license with a carrying amount of $ 0.1 million.

Changes in the carrying amount of goodwill for the year ended December 31, 2022 are as follows:

Changes in the carrying amount of goodwill for the years ended December 31, 2022 and 2023 are as follows:

Balance as of January 1, 2022

2 unchanged sentences

Balance as of December 31, 2022

Disposition (see Note 3)

Impairment losses

Balance as of December 31, 2023

Goodwill is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the Company’s goodwill might be impaired.

4 unchanged sentences

For the purpose of testing goodwill for impairment, the Company has identified its audio market clusters and esports as its reporting units.

The goodwill valuations are Level 3 non-recurring fair value measurements.

Due to an increase in interest rates in the U.S.

economy and a decrease in projected revenues, the Company tested its goodwill for impairment during the third quarter of 2023.

As a result of the quantitative impairment test performed as of September 30, 2023, the Company recorded an impairment loss of $ 10.6 million related to the goodwill in its Philadelphia, PA market cluster.

The impairment loss was primarily due to an increase in the discount rate due to certain risks associated with the U.S.

economy and a decrease in the projected revenues used in the discounted cash flow analysis to estimate the fair value of our goodwill.

The fair value of the goodwill in the Philadelphia, PA market cluster was estimated using an income approach.

The key assumptions used in the discounted cash flow analyses are as follows:

Revenue growth rates

( 9.3 )% - 1.4 %

Operating income margin

Discount rate

Due to an increase in interest rates in the U.S.

economy, the Company tested its goodwill for impairment during the second quarter of 2022.

2 unchanged sentences

The fair values of the goodwill was estimated using an income approach.

The income approach is based upon discounted cash flow analyses incorporating variables such as projected audio market revenues, projected growth rate for audio

market revenues, projected audio market revenue shares, projected audio operating income margins, and a discount rate appropriate for the audio broadcasting industry.

The key assumptions used in the discounted cash flow analyses are as follows:

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economy continued to increase during the third quarter of 2022;

there were no changes to the discount rate or any other items used in the discounted cash flow analyses to estimate the fair value of goodwill.

however, there were no changes to the discount rate or any other items used in the discounted cash flow analyses to estimate the fair value of goodwill.

Therefore, the Company did not record any impairment losses related to goodwill during the third quarter of 2022.

The Company performed the annual quantitative impairment test for its goodwill in all markets during the fourth quarter of 2022.

As a result of the quantitative impairment test ,

the Company recorded an impairment loss of $ 8.9 million related to the goodwill in its Boston, MA market cluster.

As a result of the quantitative impairment test, the Company recorded an impairment loss of $ 8.9 million related to the goodwill in its Boston, MA market cluster.

The impairment loss was primarily due to a decrease in projected revenue in Boston.

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Discount rate

In addition, as a result of a quantitative impairment test in the esports segment, the Company recorded an impairment loss of $ 1.5 million related to the goodwill in the esports segment.

In addition, as a result of a quantitative impairment test in the esports segment, the Company recorded an impairment loss of $ 1.5 million related to the goodwill in the esports segment during the fourth quarter of 2022.

The impairment loss was primarily due to a decrease in projected revenue in the esports segment.

(7) Other Intangibles

intangibles as of December 31, 2022 are comprised of the following:

Other intangibles as of December 31, 2023 are comprised of the following:

Advertiser relationships

Franchise rights

Other intangibles with indefinite lives

6 unchanged sentences

During the fourth quarter of 2022, the Company received information related to the franchise rights in the esports segment, and based on that information the Company concluded that the carrying amount of the franchise rights was not fully recoverable.

the Company performed a quantitative impairment test for its franchise rights as of December 31, 2022.

As a result of the test, the Company recorded an impairment loss

Therefore, the Company performed a quantitative impairment test for its franchise rights as of December 31, 2022.

As a result of the test, the Company recorded an impairment loss of $ 12.8 million.

The fair values of the franchise rights were estimated using an income approach.

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Operating income margin(s)

( 22.3 )% - 43.5 %

Discount rate

The Company recorded amortization expense of $ 2.7 million and $ 1.0 million for the years ended December 31, 2022 and 2023, respectively.

Estimated future amortization expense related to intangible assets subject to amortization for the next five years and thereafter is

On March 1, 2019, the Company (i) issued 235,296 shares of Class A common stock with a fair value of $ 1.0 million, (ii) agreed to provide $ 1.0 million of media advertising over a three year period, and (iii) contributed $ 2.5 million in cash for an aggregate investment of $ 4.5 million in Renegades, an esports organization, in exchange for 3,750,000 shares.

The Company acquired an additional 416,666 shares in the third

quarter of 2019 for $ 0.5 million in cash.

In January 2020, the Company acquired an additional 833,334 shares for an aggregate of $ 1.0 million in cash.

As a result of the additional investment in January 2020, the Company obtained control of Renegades and consolidated the accounts of Renegades in the accompanying financial statements as of and for the year ended December 31, 2020.

On March 12, 2021, the Company entered into an agreement to exchange its ownership interest in Renegades for the interest held by Renegades in Outlaws.

As a result of the exchange, Outlaws is now a wholly owned subsidiary of the Company, and the Company no longer holds an economic interest in Renegades.

Therefore, the accounts of Renegades are no longer consolidated in the Company’s financial statements subsequent to the date of the exchange.

Also, as a result of the exchange, the Company recorded a loss of approximately $ 3,000 attributable to the difference between the estimated fair value of the economic interest held by Renegades in Outlaws and the carrying amount of the Company’s ownership interest in Renegades in the first quarter of 2021.

The Company used a discounted cash flow model with annual revenue growth rates ranging from 5 % to 57 %, operating margins ranging from ( 27 )% to 67 %, and a discount rate of 13.5 % to determine the loss.

Estimated future amortization expense related to intangible assets subject to amortization for the next five years and thereafter is as follows:

(8) Other Current Liabilities

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The Notes are secured on a first-lien priority basis by substantially all assets of the Company and its majority owned subsidiaries and are guaranteed jointly and severally by the Company and its majority owned subsidiaries.

The Company used the net proceeds from the Notes, to refinance in full our previously outstanding credit facility, to repay a previously outstanding promissory note and loan from George Beasley (see Note 18) and to pay related accrued interest, fees and expenses.

The Company used the net proceeds from the Notes, to refinance in full our previously outstanding credit facility, to repay a previously outstanding promissory note and loan from George Beasley and to pay related accrued interest, fees and expenses.

The Indenture contains restrictive covenants that limit the ability of the Company and its subsidiaries to, among other things, incur additional indebtedness, guarantee indebtedness or issue disqualified stock or, in the case of such subsidiaries, preferred stock;

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Prior to February 1, 2025, the Company will be subject to certain premiums, as defined in the Indenture, for optional or mandatory (upon certain contingent events) redemption of some or all of the Notes.

In connection with the issuance of the Notes and the repayment of the previously outstanding credit facility, the Company recorded a loss on extinguishment of long-term debt of

$ 5.0 million during the first quarter of 2021.

In the fourth quarter of 2023, the Company repurchased $ 20.0 million aggregate principal amount of the Notes for an aggregate price equal to 65 % of the principal amount and recorded an aggregate gain of $ 6.8 million as a result of the repurchases.

In the second quarter of 2023, the Company repurchased $ 3.0 million principal amount of the Notes for a price equal to 66 % of the principal amount and recorded a gain of $ 1.0 million as a result of the repurchase .

In the third quarter of 2022, the Company repurchased $ 5.0 million aggregate principal amount of the Notes for an aggregate price equal to 77 % of the principal amount and recorded an aggregate gain of $ 1.0 million as a result of the repurchases.

In the second quarter of 2022, the Company repurchased $ 5.0 million aggregate principal amount of the Notes for an aggregate price equal to 96 % of the principal amount and recorded an aggregate gain of $ 0.1 million as a result of the repurchases.

On March 1, 2021, the Company entered into a loan with Synovus Bank for $ 10.0 million pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”).

The loan bore interest at a rate of 1.0 % per annum and was scheduled to mature on March 1, 2026.

Principal and interest payments were deferred, with interest accruing, until after the period in which the Company was allowed to apply for loan forgiveness pursuant to the PPP.

In September 2021, the Company submitted an application for forgiveness, and, in November 2021, the loan was forgiven in full.

As of December 31, 2020, the previously outstanding credit facility consisted of a term loan facility with a remaining balance of

$ 238.0 million and a revolving credit facility with an outstanding balance of $ 20.0 million and a maximum commitment of $ 20.0 million.

The revolving credit facility carried interest, based on LIBOR, at 4.4 % as of December 31, 2020.

The term loan carried interest, based on LIBOR, at 5.25 % as of December 31, 2020.

As noted above, the credit facility was repaid on February 2, 2021, using a portion of the proceeds from the Notes offering.

On November 14, 2019, the Company acquired a majority interest in an esports team and issued a promissory note for $ 16.5 million to the seller.

On June 30, 2020, the Company entered into an amendment to the

promissory note applicable to the remaining balance.

As amended, the promissory note bore cash-pay

% per annum payable quarterly in arrears and additional payment-in-kind

The promissory note had a remaining balance of $

million as of December 31, 2020.

As noted above, the amended promissory note was repaid on February 2, 2021, using a portion of the proceeds from the Notes offering.

The Company leases office space, towers and office equipment.

4 unchanged sentences

Operating lease cost

Finance lease cost:

Amortization of right-of-use

Interest on lease liability

Short-term lease cost

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Operating cash flows from operating leases

Operating cash flows from finance lease

Financing cash flows from finance lease

assets obtained in exchange for new operating lease liabilities

assets obtained in exchange for new finance lease liabilities

Right-of-use assets obtained in exchange for new operating lease

Weighted-average remaining lease term – operating leases

Weighted-average remaining lease term — finance lease

Weighted-average discount rate – operating leases

Weighted-average discount rate — finance lease

As of December 31, 2023, future minimum payments for operating and finance leases for the next five years and thereafter are summarized as follows:

9 unchanged sentences

Supplemental Employee Retirement Plan

The benefit obligations related to the frozen SERP of $ 10.2 million and $ 8.0 million are reported in other long-term liabilities in the consolidated balance sheets as of December 31, 2021 and 2022, respectively.

The benefit obligations related to the frozen SERP of $ 8.0 million are reported in other long-term liabilities, of which $ 0.6 million was reclassified to other current liabilities, in the consolidated balance sheets as of December 31, 2022 and 2023 .

The Company contributed $ 0.5 million to the SERP in both 2022 and 2023.

25 unchanged sentences

Accumulated benefit obligation

Year ended December 31,

Weighted-Average Assumptions for Disclosure

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Total recognized in other comprehensive income (before tax effects)

Total recognized in net cost and other comprehensive

income (before tax effects)

Total recognized in net cost and other comprehensive income (before tax effects)

Amounts Expected to be Recognized in Net Periodic Cost in the Coming Year

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In the election of the other six directors and all other matters submitted to the stockholders for a vote, the holders of Class A shares and Class B shares shall vote as a single class, with each Class A share being entitled to one vote and each Class B share entitled to ten votes.

From time to time, the Company repurchases sufficient shares of its common stock to fund withholding taxes in connection with the vesting of restricted stock units and shares of restricted stock.

The Company paid $ 0.1 million to repurchase 97,113 shares in 2022.

In response to the COVID-19

pandemic, the board of directors suspended future quarterly dividend payments until it is determined that resumption of dividend payments is in the best interest of the Company’s stockholders.

From time to time, the Company repurchases sufficient shares of its common stock to fund withholding taxes in connection with the vesting of restricted stock units.

The Company pa id $ 0.1 million to repurchase 87,873 shar es in 2023.

The board of directors has suspended future quarterly dividend payments until it is determined that resumption of dividend payments is in the best interest of the Company’s stockholders.

In addition, the Indenture governing the Notes limits the ability of the Company to pay dividends.

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Deferred revenue

Year ended December 31,

Losses on receivables

Audio revenue includes revenue from the sale or trade of aired commercial spots to advertisers directly or through national, regional or local advertising agencies.

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Revenue is recognized when the commercial spots have streamed.

Station-owned assets are generally scheduled over a period of time and revenue is recognized over time as the digital items are used for advertising content, except for streamed commercial spots.

Station-owned assets are generally scheduled over a period of time and revenue is

recognized over time as the digital items are used for advertising content, except for streamed commercial spots.

Third-party products are generally scheduled over a period of time with an impression target each month.

1 unchanged sentence

The Company assesses each digital order to determine if the Company is operating as the principal or an agent.

In general, the Company operates as the principal, however, after the acquisition of Guarantee, the Company determined that it is operating as an agent for one advertiser.

The Company currently operates as the principal for digital revenue.

(14) Stock-Based Compensation

4 unchanged sentences

A summary of restricted stock unit activity is presented below:

Weighted-Average Grant-Date Fair Value

Unvested as of January 1, 2022

1 unchanged sentence

Unvested as of December 31, 2023

A summary of restricted stock activity is presented below:

Unvested as of January 1, 2021

Unvested as of December 31, 2021

As of December 31, 2023 , there was $ 0.7 million of total unrecognized compensation cost for restricted stock units granted under the 2007 Plan.

That cost is expected to be recognized over a weighted-average period of 2.4 years.

(15) Income Taxes

Income tax benefit is as follows:

6 unchanged sentences

Change in valuation allowance

Non-deductible

Non-deductible items

Temporary differences that give rise to the components of deferred tax assets and liabilities are as follows:

Deferred tax assets:

Allowance for doubtful accounts

Allowance for credit losses

Operating lease liabilities

9 unchanged sentences

( 113,956,340

( 128,156,610

( 113,956,340

Net deferred tax liabilities

( 115,689,317

As of December 31, 2022, the Company has federal net operating losses of $ 3.4 million and state net operating losses of $ 26.8 million.

The valuation allowance relates to net operating losses and unrealized losses on investments which management has determined, more likely than not, that such losses will not be utilized.

As of December 31, 2023 , the Company has state net operating losses of $ 20.0 million.

The valuation allowance relates to unrealized losses on investments which management has determined, more likely than not, that such losses will not be utilized.

As of December 31, 2022 and 2023 , the Company does not have any material unrecognized tax benefits and accordingly, has not recorded any interest or penalties related to unrecognized tax benefits.

4 unchanged sentences

Year ended December 31,

Net loss attributable to BBGI stockholders

Weighted-average shares outstanding:

Effect of dilutive restricted stock units and restricted stock

Net loss attributable to BBGI stockholders per Class A and Class B common share — basic and diluted

The Company excluded the effect of restrictive stock units and restricted stock under the treasury stock method when reporting a net loss as the addition of shares was anti-dilutive.

Effect of dilutive restricted stock units

Net loss per Class A and Class B common share – basic and diluted

The Company excluded the effect of restrictive stock units under the treasury stock method when reporting a net loss as the addition of shares was anti-dilutive.

The number of shares excluded was 140,170 and 85,800 for the years ended December 31, 2022 and 2023 , respectively.

(17) Related Party Transactions

The Company leases certain office space and towers from related parties as described below.

As a result, the Company has recorded operating lease right-of-use assets of $ 3.9 million and $ 4.6 million for the years ended December 31, 2022 and 2023 , respectively and operating lease liabilities of $ 4.2 million and $ 4.9 million for the years ended December 31, 2022 and 2023.

The operating lease right-of-use assets and operating lease liabilities for the related party leases are reported in the accompanying consolidated balance sheets for the years ended December 31, 2022 and 2023.

Beasley Broadcasting Management, LLC

2 unchanged sentences

Beasley and other members of the Beasley family.

The lease agreement expires on May 31, 2023 .

Rental expense was $ 0.2 million and $ 0.3 million for the years ended December 31, 2021 and 2022, respectively.

The lease agreement expires on December 31, 2031 .

Rental expense was $ 0.3 million for each of the years ended December 31, 2022 and 2023.

Beasley Family Properties, LLC

On September 30, 2021, the office space leased by the Company from GGB Estero, LLC for its stations in Fort Myers, FL was transferred to Beasley Family Properties, LLC, which is held by a trust for the benefit of Caroline Beasley, Bruce G.

The Company leases office space for its stations in Fort Myers, FL from Beasley Family Properties, LLC, which is held by a trust for the benefit of Caroline Beasley, Bruce G.

Beasley, Brian E.

1 unchanged sentence

The lease agreement expires on August 31, 2024 .

Rental expense was $ 0.1 million and $ 0.2 million for the years ended December 31, 2021 and 2022, respectively.

Rental expense was $ 0.2 million for each of the years ended December 31, 2022 and 2023.

Beasley Family Towers, LLC

The Company leases towers for 16 stations in various markets from Beasley Family Towers, LLC (“BFT”), which is partially held by a trust for the benefit of Caroline Beasley, Bruce G.

The Company leased towers for 19 stations in various markets from Beasley Family Towers, LLC (“BFT”), which is partially held by a trust for the benefit of Caroline Beasley, Bruce G.

Beasley, Brian E.

Beasley and other members of the Beasley family and partially owned directly by Caroline Beasley, Bruce G.

Beasley, Brian E.

Beasley and other members of the Beasley family.

The lease agreements expire on various dates through December 31, 2038 .

During the fourth quarter of 2023, BFT sold 18 of the towers to an unrelated third party.

As a result, the leases are no longer considered related party transactions.

The remaining lease agreement for the tower that is still owned by BFT expires on January 31, 2026 .

Rental expense was $ 0.8 million for each of the years ended December 31, 2022 and 2023.

6 unchanged sentences

Beasley and other members of the Beasley family.

The lease agreement expires on November 1, 2023 .

The lease agreement expires on October 31, 2028 .

Rental expense was approximately $ 48,000 and $ 52,000 for the years ended December 31, 2022 and 2023, respectively.

GGB Estero, LLC

The Company leases office space for its stations in Fort Myers, FL from GGB Estero, LLC, which is held by a trust for the benefit of Caroline Beasley, Bruce G.

Beasley, Brian E.

Beasley and other members of the Beasley family.

The office space was transferred to Beasley Family Properties, LLC on September 30, 2021.

Rental expense was $ 0.2 million for the year ended December 31, 2021.

GGB Las Vegas, LLC

3 unchanged sentences

Wintersrun Communications, LLC

The Company sold the tower for one station in Charlotte, NC to Wintersrun Communications, LLC, which is partially held by a trust for the benefit of Caroline Beasley, Bruce G.

The Company leased a tower for one station in Charlotte, NC from Wintersrun Communications, LLC ("Wintersrun"), which is partially held by a trust for the benefit of Caroline Beasley, Bruce G.

Beasley, Brian E.

1 unchanged sentence

Beasley and Brian E.

Beasley, for $ 0.4 million then leased back the tower under an agreement which expires on December 31, 2045 .

The lease met the criteria to be recorded as a finance lease, however, based on the terms of the lease agreement, the $ 0.3 million gain on sale was deferred and will be recognized as the finance lease right-of-use

asset is depreciated.

During the fourth quarter of 2023, Wintersrun sold the tower to an unrelated third party.

As a result, the lease is no longer considered a related party transaction.

Rental expense was $ 0.1 million for each of the years ended December 31, 2022 and 2023.

2 unchanged sentences

Rental expense was approximately $ 31,000 for each of the years ended December 31, 2022 and 2023.

Loan from George Beasley

In June 2020, George Beasley, the Company’s former Chairman, provided a $ 5.0 million loan to the Company that accrued payment-in-kind

interest at 6 % per annum with no cash payments due until the loan’s maturity in December 2023 .

Beasley and GGB Family Limited Partnership also each entered into standby letters of credit in combined aggregate face amount of $ 5.0 million in favor of U.S.

Bank, National Association for the benefit of the Company as a source of backup liquidity that could have been drawn by U.S.

Bank, National Association in the event that the Company failed to maintain a minimum liquidity amount under the then-existing credit facility.

The loan was repaid on February 2, 2021, using a portion of the proceeds from the Notes offering (see Note 10).

Loan to Interactive Life, Inc.

In May 2022, the Company provided a $

The Company currently holds an investment in Quu, Inc.

("Quu"), a company that provides the Company with access to an application for digital revenue.

Payments to Quu for access to the application were $ 0.4 million for each of the years ended December 31, 2022 and 2023.

Loan to Interactive Life, Inc.

that accrues interest at

% per annum with no cash payments due until the loan’s maturity in

In May 2022, the Company provided a $ 250,000 loan to Interactive Life, Inc.

that accrues interest at 8.625 % per annum with no cash payments due until the loan’s maturity in May 2024 .

Interactive Life, Inc.

is controlled by Mr.

currently holds an investment in Quu, Inc., a company that is controlled by Mr.

The Company currently holds an investment in Quu, a company that is controlled by Mr.

Repayment of the loan to Interactive Life, Inc.

is guaranteed by Mr.

shares of Class A common stock of Quu, Inc.

Harb with 3,333,334 shares of Class A common stock of Quu, Inc.

(18) Commitments and Contingencies

The Company has various commitments for rating services and on-air

programming including sports broadcast rights for the Boston Bruins, Boston Celtics, and New England Patriots.

The Company has various commitments for rating services and on-air programming including sports broadcast rights for the Boston Bruins, Boston Celtics, and New England Patriots.

As of December 31, 2023, future minimum payments for the next five years and thereafter are summarized as follows:

3 unchanged sentences

The carrying amount of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximates fair value due to the short-term nature of these financial instruments.

The estimated fair value of the Company’s Notes, based on available market information, was $ 295.9 million and $ 174.0 million as of December 31, 2021 and 2022, respectively.

The estimated fair value of the Company’s Notes, based on available market information, was $ 174.0 million a nd $ 173.2 m illion as of December 31, 2022 and 2023 , respectively.

The Company used Level 2 measurements under the fair value measurement hierarchy to determine the estimated fair value of the Notes.

The Company currently operates three operating segments (Audio, Digital, esports) and two reportable segments (Audio, Digital).

(20) Segment Information

The Company currently operates two operating and reportable segments (Audio and Digital).

The Company also operated an esports segment in 2022 and from January 1, 2023 to December 13, 2023.

The identification of segments is consistent with how the segments report to and are managed by the Company’s Chief Executive Officer (the Company’s Chief Operating Decision Maker).

The Audio segment generates revenue primarily from the sale of commercial advertising to customers of the Company’s stations in the following markets:

The Digital segment generates revenue primarily from the sale of digital advertising to customers of the Company’s stations and other advertisers throughout the United States.

Corporate includes general and administrative expenses and certain other income and expense items not allocated to the operating segments.

Non-operating

corporate items, including interest expense and income taxes, are reported in the accompanying consolidated statements of comprehensive loss.

Corporate expenses includes general and administrative expenses and certain other income and expense items not allocated to the operating segments.

Non-operating corporate items, including interest expense and income taxes, are reported in the accompanying consolidated statements of comprehensive loss.

Reportable segment information for the year ended December 31, 2023 is as follows:

3 unchanged sentences

Impairment losses

Gain on exchange

Extinguishment of franchise fee

Operating income (loss)

4 unchanged sentences

Depreciation and amortization

Gain on disposition

Other operating (income) expense, net

Impairment losses

Gain on exchange

Operating income (loss)

6 unchanged sentences

Other intangibles, net

BEASLEY BROADCAST

BEASLEY BROADCAST GROUP, INC.

CONSOLIDATED FINANCIAL STATEMENT SCHEDULE

2 unchanged sentences

Year ended December 31, 2022:

Allowance for doubtful accounts

(deducted from accounts receivable)

Valuation allowance for deferred tax assets

Year ended December 31, 2023:

Allowance for doubtful accounts

(deducted from accounts receivable)

Valuation allowance for deferred tax assets

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data