16 unchanged sentences
We have audited the accompanying consolidated balance sheets of Beasley Broadcast Group, Inc.
−Removed: (the “Company”) as of December 31, 2021 and 2020, the related consolidated statements of comprehensive loss, equity, and cash flows for the years then ended, and the related notes and consolidated financial statement schedule (collectively referred to as the “financial statements”).
+Added: (the “Company”) as of December 31, 2022 and 2021, the related consolidated statements of comprehensive loss, stockholders’ equity, and cash flows for the years then ended, and the related notes and consolidated financial statement schedule (collectively referred to as the “financial statements”).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
13 unchanged sentences
We believe that our audits provide a reasonable basis for our opinion.
−Removed: Critical Audit Matter
−Removed: 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:
−Removed: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: 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.
+Added: Critical Audit Matters
+Added: 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:
+Added: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.
+Added: 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.
FCC Licenses Impairment Assessment — Radio Reporting Units
As disclosed in Note 5 to the consolidated financial statements, the Company’s consolidated FCC licenses balance was $487.2 million as of December 31, 2022.
+Added: During the year ended December 31, 2022, the Company recorded impairment on FCC licenses of $23.8 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.
−Removed: In addition, management prepares a qualitative assessment at each quarter end throughout the year.
−Removed: This qualitative assessment requires significant judgment when considering the events and circumstances that may affect the estimated fair value of the FCC licenses.
−Removed: During the fourth quarter of 2021, management elected to bypass the qualitative assessment and perform a quantitative assessment for all reporting units.
−Removed: If there are changes in market conditions, events, or other circumstances that occur during the interim periods that indicate the carrying value of its FCC licenses may be impaired, management determines whether an interim test is necessary.
+Added: 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.
Potential impairment is identified by comparing the fair value of a market’s FCC licenses to its carrying value.
−Removed: Fair value is estimated by management using the Greenfield method, which is a form of the income approach, assuming a start-up
−Removed: scenario in which the only assets held by an investor are FCC licenses.
−Removed: Management’s cash flow projections for its FCC licenses included significant judgments and assumptions relating to the market share and profit margin of an average station within a market based upon market size and station type, the forecasted growth rate of each radio market (including long-term growth rate), and the discount rate.
+Added: Fair value is estimated by management using an income approach.
+Added: Management’s cash flow projections for its FCC licenses included significant judgments and assumptions relating to revenue growth rates, the market share at maturity and operating income margins at maturity of an average station within a market based upon market size and station type and the discount rate.
We considered auditing the impairment of FCC licenses to be a critical audit matter because it involved a high degree of subjectivity in evaluating management’s estimates, judgments, and assumptions, as well as significant audit effort due to complexity in the aggregation and evaluation of significant amounts of data and the use of valuation specialists.
Our audit procedures related to impairment of FCC licenses included the following:
−Removed: Evaluated management’s judgements in their assessment of identifying changes in market conditions, events or other changes in circumstances that indicate an impairment of FCC licenses may be present.
−Removed: Tested the completeness, accuracy, appropriateness of aggregation and relevance of underlying data used in the valuation model based on the Greenfield method.
−Removed: Evaluated the appropriateness of valuation model used, evaluating certain assumptions applied in the valuation model, and recalculations of the discounted cash flow schedules.
−Removed: Evaluated the significant assumptions used by management, including normalized market share and profit margin of an average station within a market based upon market size and station type, the forecasted growth rate of each radio market (including long-term growth rate), and the discount rate.
+Added: Evaluated management’s judgments in their assessment of changes in market conditions or events, or other changes in circumstances that indicate an impairment of FCC licenses may be present.
+Added: Tested the reliability, appropriateness of aggregation, and relevance of underlying data used in the valuation model.
+Added: Evaluated the appropriateness of valuation model used and the application of certain assumptions in the valuation model, and recalculated the discounted cash flow schedules.
+Added: Evaluated the significant assumptions used by management, including revenue growth rates, the market share at maturity and operating income margins at maturity of an average station within a market based upon market size and station type and the discount rate..
This involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance in the market being 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.
Utilized valuation specialists to assist in evaluating certain assumptions applied in the valuation model.
+Added: Other Intangibles Impairment Assessment — Franchise Rights
+Added: 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.
+Added: During the year ended December 31, 2022, the Company recorded impairment on franchise rights of $12.8 million.
+Added: 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.
+Added: 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.
+Added: During 2022, management performed a qualitative assessment and identified a triggering event that indicated franchise rights may be impaired;
+Added: therefore, management performed a quantitative assessment.
+Added: 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.
+Added: 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.
+Added: The Company applies
+Added: significant judgment in estimating the fair value of the asset group, based on historical and projected operating performance and industry information currently available.
+Added: 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.
+Added: Fair value of the franchise rights is estimated by management using an income approach.
+Added: 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.
+Added: 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).
+Added: 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.
+Added: Our audit procedures related to impairment of franchise rights included the following:
+Added: 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.
+Added: 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.
+Added: Evaluated the appropriateness of valuation model used and the application of certain assumptions in the valuation model, and recalculated the discounted cash flow schedules.
+Added: Evaluated the significant assumptions used by management, including revenue and operating expense projections and the discount rate.
+Added: 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.
+Added: Additionally, we performed sensitivity testing on these assumptions
+Added: Utilized valuation specialists to assist in evaluating the methodology used and certain assumptions applied in the valuation model.
/s/ Crowe LLP
1 unchanged sentence
Fort Lauderdale, Florida
+Added: March 27, 2023
BEASLEY BROADCAST GROUP, INC.
10 unchanged sentences
Other intangibles, net
−Removed: LIABILITIES AND EQUITY
+Added: LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
7 unchanged sentences
Operating lease liabilities
−Removed: Finance lease liabilities
Deferred tax liabilities
17 unchanged sentences
Retained earnings
−Removed: Accumulated other comprehensive loss
+Added: Accumulated other comprehensive (loss) income
Total stockholders’ equity
−Removed: Noncontrolling interests
−Removed: Total liabilities and equity
+Added: Total liabilities and stockholders’ equity
See accompanying notes to consolidated financial statements
5 unchanged sentences
Depreciation and amortization
−Removed: Impairment losses
−Removed: Gain on dispositions
+Added: FCC licenses impairment losses
+Added: Goodwill impairment losses
+Added: Other impairment losses
+Added: Gain on exchange
+Added: Gain on disposition
Other operating income, net
14 unchanged sentences
Other comprehensive loss:
−Removed: Unrecognized actuarial gain (loss)
−Removed: on postretirement plan (net of income tax benefit of $ 355,662 in 2020 and income tax expense of $ 140,151 in 2021)
+Added: Unrecognized actuarial gain on postretirement plan (net of income tax expense of $ 140,151 in 2021 and $ 542,438 in 2022)
Comprehensive loss
1 unchanged sentence
Basic and diluted
−Removed: Dividends declared per common share
Weighted average shares outstanding:
2 unchanged sentences
BEASLEY BROADCAST GROUP, INC.
−Removed: CONSOLIDATED STATEMENTS OF EQUITY
+Added: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Comprehensive
+Added: (Loss) Income
Treasury Stock
1 unchanged sentence
Balances as of January 1, 2021
−Removed: Issuance of common stock
Stock-based compensation
+Added: Acquisition of noncontrolling interest
Adjustment from related party acquisition
Purchase of treasury stock
−Removed: Cash dividends, $ 0.05 per common share
−Removed: Other comprehensive loss
−Removed: Noncontrolling interest created in consolidation
+Added: Other comprehensive gain
+Added: Elimination of noncontrolling interest
Balances as of December 31, 2021
Stock-based compensation
−Removed: Acquisition of noncontrolling interest
Adjustment from related party acquisition
Purchase of treasury stock
−Removed: Other comprehensive gain
−Removed: Elimination of noncontrolling interest
+Added: comprehensive
Balances as of December 31, 2022
7 unchanged sentences
Depreciation and amortization
−Removed: Impairment losses
−Removed: interest expense
−Removed: Gain on dispositions
−Removed: Other operating gain
+Added: FCC licenses impairment losses
+Added: Goodwill impairment losses
+Added: Other impairment losses
+Added: Gain on exchange
+Added: Gain on disposition
Amortization of loan fees
11 unchanged sentences
Cash flows from investing activities:
+Added: Payment for acquisition
Capital expenditures
1 unchanged sentence
Proceeds from life insurance
−Removed: Payments for investments
Net cash used in investing activities
5 unchanged sentences
Reduction of finance lease liabilities
−Removed: Dividends paid
Purchase of treasury stock
−Removed: Net cash provided by financing activities
−Removed: Net increase in cash and cash equivalents
+Added: Net cash provided by (used in) financing activities
+Added: Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
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Class A common stock returned to treasury stock
−Removed: Class A common stock issued for debt repayment
See accompanying notes to consolidated financial statements
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Beasley Broadcast Group, Inc.
−Removed: (the “Company” or “BBGI”) is a multi-platform media company operating two
−Removed: reportable business segments whose primary business is operating radio stations throughout the United States.
+Added: (the “Company” or “BBGI”) is a multi-platform media company ,
+Added: 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.
−Removed: The Company owns and operates radio stations in the following radio markets:
−Removed: 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, West Palm Beach-Boca Raton, FL, and Wilmington, DE.
−Removed: The Company also now operates an esports segment, however, it does not exceed the thresholds for separate disclosure.
−Removed: pandemic has resulted in a widespread health crisis that has adversely affected businesses, economies, and financial markets worldwide, and has caused significant volatility in U.S.
−Removed: and international debt and equity markets.
−Removed: In 2020, the Company was impacted by deteriorating general economic conditions resulting from the COVID-19
+Added: The Company owns and operates stations in the following markets:
+Added: 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.
+Added: The Company also operates an esports segment, however, it does not exceed the thresholds for separate disclosure.
+Added: 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.
−Removed: The decreased demand for advertising materially negatively impacted the Company results of operations, liquidity and financial condition.
−Removed: In 2021, the Company benefited from a general economic recovery from the COVID-19
−Removed: pandemic however the continuing impact of subsequent COVID-19
−Removed: variants may result in general economic conditions deteriorating again in the future.
−Removed: 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.
−Removed: These initiatives continued reducing the Company’s expenses throughout the remainder of 2020 and, to a lesser extent, during 2021, and the Company expects expense reductions to continue into 2022.
+Added: 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.
+Added: In response to the COVID-19
+Added: 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.
+Added: 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.
7 unchanged sentences
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.
−Removed: As of December 31, 2020, the Company held an approximately
−Removed: economic interest in Outlaws and an approximately
−Removed: economic interest in Renegades Holdings, Inc.
+Added: 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”).
1 unchanged sentence
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.
−Removed: Renegades were included in the financial statements of the Company up to the date of the exchange transaction.
+Added: 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.
2 unchanged sentences
Preparing financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period.
−Removed: Such estimates include (i) the amount of allowance for doubtful accounts;
+Added: Such estimates include:
+Added: (i) the amount of allowance for doubtful accounts;
(ii) future cash flows used for testing recoverability of property and equipment;
−Removed: (iii) fair values used for testing FCC licenses and goodwill for impairment;
+Added: (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
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If the carrying amounts of the licenses exceed their fair value, an impairment loss is recognized in an amount equal to that excess.
−Removed: For the purpose of testing its licenses for impairment, the Company combines its licenses into reporting units based on its radio market clusters.
+Added: For the purpose of testing its licenses for impairment, the Company combines its licenses into reporting units based on its market clusters.
See Note 5 for changes in the carrying amount of FCC licenses for the years ended December 31, 2021 and 2022.
1 unchanged sentence
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.
−Removed: The Company assesses qualitative factors to determine whether it is necessary to perform a quantitative assessment for each reporting unit.
+Added: The Company assesses qualitative
+Added: 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.
1 unchanged sentence
The loss recognized will not exceed the total amount of goodwill allocated to the reporting unit.
−Removed: For the purpose of testing its goodwill for impairment, the Company has identified its radio market clusters and esports as its reporting units.
+Added: For the purpose of testing its goodwill for impairment, the Company has identified its market clusters and esports as its reporting units.
+Added: See Note 6 for changes in the carrying amount of goodwill for the year ended December 31, 2022.
+Added: There were no changes in the carrying of goodwill for the year ended December 31, 2021.
Other Intangibles
−Removed: Other intangibles include advertiser relationships and franchise rights, which are amortized over their respective estimated useful lives and brands and other intangibles with indefinite lives which are not amortized.
+Added: 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.
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.
+Added: For the purpose of testing its other intangibles for impairment, the Company has identified its market clusters, digital, and esports as its reporting units.
+Added: See Note 7 for changes in the carrying amount of other intangibles for the years ended December 31, 2021 and 2022.
Other assets include an investment in Quu, Inc.
6 unchanged sentences
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.
−Removed: The carrying amount of the investment in QUU was $ 2.1 million and 2.0 million as of December 31, 2020 and 2021, respectively.
+Added: The carrying amount of the investment in QUU
+Added: was $ 2.0 million as of December 31, 2021 and 2022.
Debt Issuance Costs
34 unchanged sentences
Certain cash deposits with financial institutions may, at times, exceed FDIC insurance limits.
−Removed: The radio stations located in Boston, MA, Detroit, MI and Philadelphia, PA collectively contributed 59.2 % of the Company’s net revenue in 2021.
−Removed: The radio stations located in Boston, MA, Detroit, MI, Philadelphia, PA and Tampa-Saint Petersburg, FL collectively contributed 66.3 % of the Company’s net revenue in 2020.
+Added: The stations located in Boston, MA, Detroit, MI, and Philadelphia, PA collectively contributed
+Added: 58 % of the Company’s net revenue in 2022.
+Added: The stations located in Boston, MA, Detroit, MI, and Philadelphia, PA collectively contributed
+Added: % of the Company’s net revenue in 2021.
Fair Value Measurements
16 unchanged sentences
Corporate expenses include general and administrative expenses and certain other income and expense items not allocated to the operating segments.
+Added: Recent Accounting Pronouncements
+Added: 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.
+Added: The guidance was initially effective for the Company for annual reporting periods beginning after December 15, 2019, and interim periods within those fiscal years.
+Added: 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.
+Added: 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.
Acquisitions and Dispositions
−Removed: On January 28, 2022, the Company entered into an agreement to sell substantially all of the assets used in the operations of WWNN-AM
−Removed: in Boca Raton, FL to a third party for $ 1.25 million in cash.
−Removed: The sale, which is subject to approval by the FCC and other customary closing conditions, is expected to close during the second or third quarter of 2022.
−Removed: If the sale is completed, the Company will recognize a loss on disposition of approximately $ 1.5 million.
−Removed: On December 31, 2020, the Company completed the sale of certain land in Charlotte, NC to a third party for $ 4.65 million.
−Removed: As a result of the sale, the Company recorded a gain of $ 4.4 million in the fourth quarter of 2020.
+Added: 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
+Added: in Las Vegas, NV for all of the assets used or useful in the operations of KXTE-FM
+Added: in Las Vegas, NV.
+Added: On September 29, 2022, the Company also entered into a local marketing agreement (“LMA”) with Audacy Nevada, LLC and began operating KXTE-FM
+Added: on November 14, 2022.
+Added: The LMA ended on December 22, 2022.
+Added: The assets received from the exchange did not meet the definition of a business under ASC 805.
+Added: The exchange was accounted for in accordance with ASC 610-20
+Added: 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.
+Added: The fair value of the assets received in the asset exchange was $ 5.8 million.
+Added: The Company recorded a gain on exchange of $ 3.4 million.
+Added: The asset allocation is summarized as follows:
Property and equipment
+Added: Fair value of assets received
+Added: Carrying amount of assets of exchanged station
+Added: Gain on exchange
+Added: The fair value of the property and equipment was estimated using cost and market approaches.
+Added: Property and equipment for which there are comparable current replacements available were valued on the basis of a cost approach.
+Added: The cost approach allowed for factors such as physical depreciation as well as functional and economic obsolescence.
+Added: Property and equipment for which an active used market exists, including property for which there is no longer comparable current replacements available but for which there remains an active used market, were valued using a market approach.
+Added: The market approach is based on the selling prices of similar assets on the used market.
+Added: As few sales reflect identical assets, the selling prices of similar assets was utilized with adjustments made for any differences such as age, condition, and options.
+Added: If different assumptions or estimates had been used in the cost and market approaches, the fair value of the property and equipment could have been materially different.
+Added: The fair value of the FCC license was estimated using an income approach.
+Added: The income approach measures the expected economic benefits the licenses provide and discounts these future benefits using discounted cash flow analyses.
+Added: The discounted cash flow analyses assume that each license is held by a hypothetical start-up
+Added: station and the value yielded by the discounted cash flow analyses represents the portion of the station’s value attributable solely to its license.
+Added: The discounted cash flow model incorporates variables such as market revenues;
+Added: the projected growth rate for market revenues;
+Added: projected market revenue share;
+Added: projected station operating income margins;
+Added: and a discount rate appropriate for the radio broadcasting industry.
+Added: The variables used in the analyses reflect historical station and market growth trends, as well as anticipated station performance, industry standards, and market conditions.
+Added: The discounted cash flow projection period of ten years was determined to be an appropriate time horizon for the analyses.
+Added: Stable market revenue share and operating margins are expected at the end of year three (maturity).
+Added: If different assumptions or estimates had been used in the income approach, the fair value of the FCC licenses could have been materially different.
+Added: If actual results are different from assumptions or estimates used in the discounted cash flow analyses, the Company may incur impairment losses in the future and they may be material.
+Added: The key assumptions used in the valuation of the FCC license are as follows:
+Added: Revenue growth rates
+Added: Market revenue shares at maturity
+Added: Operating income margins at maturity
+Added: Discount rate
+Added: On June 22, 2022, the Company completed the acquisition of Guarantee Digital, LLC (“Guarantee”), a digital marketing agency, for $ 2.0 million in cash.
+Added: The acquisition broadened the Company’s digital revenue base across the U.S.
+Added: The acquisition was accounted for as a business combination.
+Added: The final purchase price allocation was completed during the third quarter of 2022.
+Added: The final purchase price allocation is summarized as follows:
+Added: Property and equipment
+Added: Other intangibles
+Added: Goodwill was equal to the amount the purchase price exceeded the values allocated to the tangible and identifiable intangible assets and includes the value of the assembled workforce.
+Added: The goodwill was allocated to the Digital segment.
+Added: 0.9 million allocated to goodwill is deductible for tax purposes.
+Added: Revenue and earnings for Guarantee are not material for all reporting periods presented in the accompanying financial statements.
+Added: On April 1, 2022, the Company completed the sale of substantially all of the assets used in the operations of WWNN-AM
+Added: in West Palm Beach-Boca Raton, FL to a third party for $ 1.25 million in cash.
+Added: 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.
+Added: Property and Equipment
Property and equipment is comprised of the following:
8 unchanged sentences
Balance as of January 1, 2021
−Removed: Impairment losses
Balance as of December 31, 2021
+Added: Asset exchange acquisition (see Note 3)
+Added: Asset exchange disposition (see Note 3)
+Added: Disposition (see Note 3)
+Added: Impairment losses (see below and also Note 3)
Balance as of December 31, 2022
−Removed: The Company performed its annual impairment test for its FCC licenses as of November 30, 2021 and did no t record
−Removed: any impairment losses related to the FCC licenses in each of its reporting units.
+Added: 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.
+Added: The Company assesses qualitative factors to determine whether it is more likely than not that its FCC licenses are impaired.
+Added: 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.
+Added: The quantitative impairment test compares the fair value of the FCC licenses with the carrying
+Added: amounts of such licenses.
+Added: If the carrying amounts of the FCC licenses exceed the fair value, an impairment loss is recognized in an amount equal to that excess.
+Added: For the purpose of testing FCC licenses for impairment, the Company combines its licenses into reporting units based on its market clusters.
+Added: Due to an increase in interest rates in the U.S.
+Added: economy, the Company tested its FCC licenses for impairment during the second quarter of 2022.
+Added: 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.
+Added: 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.
+Added: The fair values of the FCC licenses were estimated using an income approach.
+Added: 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.
+Added: The key assumptions used in the discounted cash flow analyses are as follows:
+Added: Revenue growth rates
+Added: ( 1.9 )% - 15.9
+Added: Market revenue shares at maturity
+Added: Operating income margins at maturity
+Added: 19.2 % - 32.6
+Added: Discount rate
+Added: Interest rates in the U.S.
+Added: economy continued to increase during the third quarter of 2022;
+Added: 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 the FCC licenses.
+Added: Therefore, the Company did not record any impairment losses related to FCC licenses during the third quarter of 2022.
+Added: The Company performed the annual quantitative impairment test for its FCC licenses in all markets during the fourth quarter of 2022.
+Added: As a result of the quantitative impairment test performed as of November 30, 2022, the Company recorded impairment losses of $ 19.2 million related to the FCC licenses in its Boston, MA, Charlotte, NC, Fort Myers-Naples, FL, Middlesex-Monmouth-Morristown, NJ, and Wilmington, DE market clusters.
+Added: The impairment losses were primarily due to a decrease in projected revenue in these markets.
+Added: The fair values of the FCC licenses were estimated using an income approach.
+Added: The key assumptions used in the discounted cash flow analyses are as follows:
+Added: Revenue growth rates
+Added: 0.3 % - 2.7 %
+Added: Market revenue shares at maturity
+Added: 0.7 % - 44.7 %
+Added: Operating income margins at maturity
+Added: 19.7 % - 30.4 %
+Added: Discount rate
On February 3, 2021, the Company completed the sale of WHSR-AM
1 unchanged sentence
The sale included an FCC translator license with a carrying amount of $ 0.1 million.
−Removed: Due to the impact of the COVID-19
−Removed: pandemic on the U.S.
−Removed: economy, the Company tested its FCC licenses for impairment during the first quarter of 2020.
−Removed: As a result of the quantitative impairment test, the Company recorded impairment losses of $ 6.8 million related to the FCC licenses in its Atlanta, GA, Las Vegas, NV, Middlesex-Monmouth-Morristown, NJ, West Palm Beach-Boca Raton, FL, and Wilmington, DE radio market clusters.
−Removed: The impairment losses were primarily due to a decrease in projected revenue in these markets due to the impact of the COVID-19
−Removed: pandemic and 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 specifically associated with the Company and the radio broadcasting industry.
−Removed: The fair values were estimated using an income approach.
−Removed: The income approach is based upon discounted cash flow analyses incorporating variables, such as projected radio market revenues, projected growth rate for radio market revenues, projected radio market revenue shares, projected radio station operating income margins, and a discount rate appropriate for the radio broadcasting industry.
+Added: Changes in the carrying amount of goodwill for the year ended December 31, 2022 are as follows:
+Added: Balance as of January 1, 2022
+Added: Acquisition (see Note 3)
+Added: Impairment losses
+Added: Balance as of December 31, 2022
+Added: 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.
+Added: The Company assesses qualitative factors to determine whether it is necessary to perform a quantitative assessment for each reporting unit.
+Added: If the quantitative assessment is necessary, the Company will determine the fair value of each reporting unit.
+Added: If the fair value of any reporting unit is less than the carrying amount, the Company will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value.
+Added: The loss recognized will not exceed the total amount of goodwill allocated to the reporting unit.
+Added: For the purpose of testing goodwill for impairment, the Company has identified its audio market clusters and esports as its reporting units.
+Added: Due to an increase in interest rates in the U.S.
+Added: economy, the Company tested its goodwill for impairment during the second quarter of 2022.
+Added: As a result of the quantitative impairment test performed as of June 30, 2022, the Company recorded impairment losses of $ 5.9 million related to the goodwill in its Boston, MA, Charlotte, NC, Fayetteville, NC, Fort Myers-Naples, FL, and Tampa-Saint Petersburg, FL market clusters.
+Added: 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 goodwill due to certain risks associated with the U.S.
+Added: The fair values of the goodwill was estimated using an income approach.
+Added: The income approach is based upon discounted cash flow analyses incorporating variables such as projected audio market revenues, projected growth rate for audio
+Added: 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:
1 unchanged sentence
( 1.9 )% - 11.1 %
−Removed: Market revenue shares at maturity
+Added: Operating income margins
5.4 % - 29.8 %
−Removed: Operating income margins at maturity
+Added: Discount rate
+Added: Interest rates in the U.S.
+Added: economy continued to increase during the third quarter of 2022;
+Added: 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.
+Added: Therefore, the Company did not record any impairment losses related to goodwill during the third quarter of 2022.
+Added: The Company performed the annual quantitative impairment test for its goodwill in all markets during the fourth quarter of 2022.
+Added: As a result of the quantitative impairment test ,
+Added: the Company recorded an impairment loss of $ 8.9 million related to the goodwill in its Boston, MA market cluster.
+Added: The impairment loss was primarily due to a decrease in projected revenue in Boston.
+Added: The fair value of its goodwill was estimated using an income approach.
+Added: The key assumptions used in the discounted cash flow analysis are as follows:
+Added: Revenue growth rates
0.5 % - 11.4 %
+Added: Operating income margin
Discount rate
−Removed: On December 31, 2020, the Company completed the sale of certain land in Charlotte, NC to a third party for $ 4.65 million.
−Removed: As a result of the sale, the Company no longer utilizes one FCC license in that market.
−Removed: Therefore, the carrying amount of $ 2.2 million was recorded in impairment losses during the fourth quarter of 2020.
+Added: 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.
+Added: The impairment loss was primarily due to a decrease in projected revenue in the esports segment.
Other Intangibles
−Removed: Other intangibles as of December 31, 2021 are comprised of the following:
+Added: intangibles as of December 31, 2022 are comprised of the following:
Advertiser relationships
4 unchanged sentences
Franchise rights
−Removed: Sponsorship base
Other intangibles with indefinite lives
+Added: 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.
+Added: For the purpose of testing its other intangibles for impairment, the Company has identified its market clusters, digital, and esports as its reporting units.
+Added: 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.
+Added: the Company performed a quantitative impairment test for its franchise rights as of December 31, 2022.
+Added: As a result of the test, the Company recorded an impairment loss
+Added: The fair values of the franchise rights were estimated using an income approach.
+Added: The income approach is based upon discounted cash flow analyses incorporating variables such as projected revenue, projected growth rate for revenue, projected operating income margins, and a discount rate appropriate for the esports industry.
+Added: The key assumptions used in the discounted cash flow analyses are as follows:
+Added: Revenue growth rate(s)
+Added: 3.0 % - 25.0 %
+Added: Operating income margin(s)
+Added: Discount rate
The Company recorded amortization expense of $ 3.2 million and $ 2.7 million for the years ended December 31, 2021 and 2022, respectively.
−Removed: Estimated future amortization expense related to intangible assets subject to amortization for the next five years and thereafter is as follows:
+Added: 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.
−Removed: The Company acquired an additional 416,666 shares in the third quarter of 2019 for $ 0.5 million in cash.
+Added: The Company acquired an additional 416,666 shares in the third
+Added: 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.
10 unchanged sentences
Deferred revenue
−Removed: Trade sales payable
−Removed: Income taxes payable
+Added: Accrued digital expenses
Other accrued expenses
2 unchanged sentences
Secured notes
−Removed: Credit facility - term loan
−Removed: Credit facility - revolving credit facility
−Removed: Promissory note
Less unamortized debt issuance costs
2 unchanged sentences
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.
−Removed: The Company used the net proceeds from the Notes, to repay the credit facility, the promissory note, and a loan from George Beasley (see Note 1 7
−Removed: ) and to pay related accrued interest, fees and expenses.
+Added: 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 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;
9 unchanged sentences
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.
−Removed: In connection with the issuance of the Notes and the repayment of the credit facility, the Company recorded a loss on extinguishment of long-term debt of $ 5.0 million during the first quarter of 2021.
+Added: 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
+Added: $ 5.0 million during the first quarter of 2021.
+Added: 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.
+Added: 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”).
2 unchanged sentences
In September 2021, the Company submitted an application for forgiveness, and, in November 2021, the loan was forgiven in full.
−Removed: As of December 31, 2020, the 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.
+Added: As of December 31, 2020, the previously outstanding credit facility consisted of a term loan facility with a remaining balance of
+Added: $ 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.
2 unchanged sentences
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.
−Removed: On June 30, 2020, the Company entered into an amendment to the promissory note applicable to the remaining balance.
+Added: On June 30, 2020, the Company entered into an amendment to the
+Added: promissory note applicable to the remaining balance.
As amended, the promissory note bore cash-pay
−Removed: interest at 5 % per annum payable quarterly in arrears and additional payment-in-kind
−Removed: interest at 10 % per annum.
−Removed: The promissory note had a remaining balance of $ 5.5 million as of December 31, 2020.
+Added: % per annum payable quarterly in arrears and additional payment-in-kind
+Added: The promissory note had a remaining balance of $
+Added: 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.
−Removed: The Company leases office space, radio towers and office equipment.
+Added: The Company leases office space, towers and office equipment.
Discount rates are based on the Company’s incremental borrowing rate due to the rate implicit in the leases being not readily determinable.
26 unchanged sentences
Under this plan, employees may contribute a minimum of 1 % of their compensation (no maximum) to the Plan.
−Removed: However, the Internal Revenue Code limited contributions to $ 19,500 (or $ 26,000 if aged 50 years or older) in 2020 and 2021.
+Added: However, the Internal Revenue Code limited contributions to $ 19,500 and $ 20,500 (or $ 26,000 and $ 27,000 if aged 50 years or older) in 2021 and 2022, respectively.
No employer matching contributions were made to the defined contribution plan in 2021 and 2022.
1 unchanged sentence
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.
−Removed: The Company contributed $ 0.5 million to the SERP in 2020 and 2021.
+Added: The Company contributed $ 0.5 million to the SERP in both 2021 and 2022.
The SERP is summarized as follows:
19 unchanged sentences
Amounts Recognized in Accumulated Other Comprehensive Income
−Removed: Net actuarial loss
+Added: Net actuarial (gain) loss
Total (before tax effects)
2 unchanged sentences
Accumulated benefit obligation
+Added: Year ended December 31,
Weighted-average assumptions for Disclosure
10 unchanged sentences
Total recognized in other comprehensive income (before tax effects)
−Removed: Total recognized in net cost and other comprehensive income (before tax effects)
+Added: Total recognized in net cost and other comprehensive
+Added: income (before tax effects)
Amounts Expected to be Recognized in Net Periodic Cost in the Coming Year
17 unchanged sentences
The Company paid $ 0.1 million to repurchase 97,113 shares in 2022.
−Removed: The Company paid cash dividends of $ 2.8 million in 2020.
−Removed: However, in response to the COVID-19
+Added: 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.
16 unchanged sentences
Trade sales are recorded at the estimated fair value of the goods or services received.
−Removed: If commercial
−Removed: spots are aired before the goods or services are received, then a trade sales receivable is recorded.
+Added: If commercial spots are aired before the goods or services are received, then a trade sales receivable is recorded.
If goods or services are received before the commercial spots are aired, then a trade sales payable is recorded.
11 unchanged sentences
Revenue from the sale of third-party products is recognized over time as the digital items are used for advertising content and impression targets are met each month.
+Added: The Company assesses each digital order to determine if the Company is operating as the principal or an agent.
+Added: 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.
Stock-Based Compensation
10 unchanged sentences
Unvested as of December 31, 2021
−Removed: Unvested as of December 31, 2021
As of December 31, 2022, there was $ 1.4 million of total unrecognized compensation cost for restricted stock units granted under the 2007 Plan.
27 unchanged sentences
( 115,689,317
−Removed: ( 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.
18 unchanged sentences
The lease agreement expires on May 31, 2023 .
−Removed: Rental expense was
−Removed: $ 0.2 million for each of the years ended December 31, 2020 and 2021.
+Added: Rental expense was $ 0.2 million and $ 0.3 million for the years ended December 31, 2021 and 2022, respectively.
Beasley Family Properties, LLC
−Removed: On September 30, 2021, the office space leased by the Company from GGB Estero, LLC for its radio 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.
+Added: 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.
Beasley, Brian E.
1 unchanged sentence
The lease agreement expires on August 31, 2024.
−Removed: Rental expense was $ 0.1 million for the year ended December 31, 2021.
+Added: Rental expense was $ 0.1 million and $ 0.2 million for the years ended December 31, 2021 and 2022, respectively.
Beasley Family Towers, LLC
−Removed: The Company leases towers for 17 radio 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.
−Removed: Beasley, Brian E.
−Removed: Beasley and other members of the
−Removed: Beasley family and partially owned directly by Caroline Beasley, Bruce G.
+Added: 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.
Beasley, Brian E.
+Added: Beasley and other members of the Beasley family and partially owned directly by Caroline Beasley, Bruce G.
Beasley and other members of the Beasley family.
The lease agreements expire on various dates through December 31, 2038 .
−Removed: Rental expense was $ 0.6 million and $ 0.8 million for the years ended December 31, 2020 and 2021, respectively.
−Removed: The Company leases office space for its radio stations in Fayetteville, NC from BFT.
+Added: Rental expense was $ 0.8 million for each of the years ended December 31, 2021 and 2022.
+Added: The Company leases office space for its stations in Fayetteville, NC from BFT.
The lease agreement expires on August 31, 2030 .
−Removed: Rental expense was $ 22,000 and $ 0.1 million for the years ended December 31, 2020 and 2021, respectively.
+Added: Rental expense was $ 0.1 million for each of the years ended December 31, 2021 and 2022.
GGB Augusta, LLC
−Removed: The Company leases land for its radio stations in Augusta, GA from GGB Augusta, LLC ,
−Removed: which is held by a trust for the benefit of Caroline Beasley, Bruce G.
+Added: The Company leases land for its stations in Augusta, GA from GGB Augusta, LLC, which is held by a trust for the benefit of Caroline Beasley, Bruce G.
Beasley, Brian E.
3 unchanged sentences
GGB Estero, LLC
−Removed: The Company leases office space for its radio stations in Fort Myers, FL from GGB Estero, LLC, which is held by a trust for the benefit of Caroline Beasley, Bruce G.
+Added: 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.
−Removed: The office space was transferred to Beasley Family Properties, LLC
−Removed: on September 30, 2021.
−Removed: Rental expense was $ 0.2 million for each of the years ended December 31, 2020 and 2021.
+Added: The office space was transferred to Beasley Family Properties, LLC on September 30, 2021.
+Added: Rental expense was $ 0.2 million for the year ended December 31, 2021.
GGB Las Vegas, LLC
−Removed: The Company leases office space for its radio stations in Las Vegas, NV from GGB Las Vegas, LLC ,
−Removed: which is controlled by members of the Beasley family.
+Added: The Company leases office space for its stations in Las Vegas, NV from GGB Las Vegas, LLC, which is controlled by members of the Beasley family.
The lease agreement expires on December 31, 2023 .
1 unchanged sentence
Wintersrun Communications, LLC
−Removed: The Company sold the tower for one radio station in Charlotte, NC to Wintersrun Communications, LLC, which is partially held by a trust for the benefit of Caroline Beasley, Bruce G.
+Added: 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.
Beasley, Brian E.
2 unchanged sentences
Beasley, for $ 0.4 million then leased back the tower under an agreement which expires on December 31, 2045 .
−Removed: 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.
+Added: 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
+Added: asset is depreciated.
Rental expense was $ 0.1 million for each of the years ended December 31, 2021 and 2022.
−Removed: The Company leases a tower for one radio station in Augusta, GA from Wintersrun.
+Added: The Company leases a tower for one station in Augusta, GA from Wintersrun.
The lease agreement expires on October 15, 2025 .
1 unchanged sentence
Loan from George Beasley
−Removed: 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 .
−Removed: Beasley and GGB Family Limited Partnership also each entered into standby letters of credit in combined aggregate face amount of $ 5.0
−Removed: million in favor of U.S.
+Added: In June 2020, George Beasley, the Company’s former Chairman, provided a $ 5.0 million loan to the Company that accrued payment-in-kind
+Added: interest at 6 % per annum with no cash payments due until the loan’s maturity in December 2023 .
+Added: 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.
1 unchanged sentence
The loan was repaid on February 2, 2021, using a portion of the proceeds from the Notes offering (see Note 10).
+Added: Loan to Interactive Life, Inc.
+Added: In May 2022, the Company provided a $
+Added: loan to Interactive Life, Inc.
+Added: that accrues interest at
+Added: % per annum with no cash payments due until the loan’s maturity in
+Added: Interactive Life, Inc.
+Added: is controlled by Mr.
+Added: currently holds an investment in Quu, Inc., a company that is controlled by Mr.
+Added: Repayment of the loan to Interactive Life, Inc.
+Added: is guaranteed by Mr.
+Added: shares of Class A common stock of Quu, Inc.
Commitments and Contingencies
−Removed: 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.
+Added: The Company has various commitments for rating services and on-air
+Added: programming including sports broadcast rights for the Boston Bruins, Boston Celtics, and New England Patriots.
As of December 31, 2022, future minimum payments for the next five years and thereafter are summarized as follows:
2 unchanged sentences
Financial Instruments
−Removed: The carrying amount of the Company’s financial instruments including cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature of these financial instruments.
−Removed: The estimated fair value of the Company’s Notes, based on available market information as of December 31, 2021, was $ 295.9 million.
+Added: 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.
+Added: 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 Company used Level 2 measurements under the fair value measurement hierarchy to determine the estimated fair value of the Notes.
−Removed: The carrying amount of the Company’s long-term debt as of December 31, 2020 was $ 263.5 million, which approximated fair value based on current market interest rates.
−Removed: Segment Information
−Removed: Effective January 1, 2021, the Company created a digital division that generates revenue primarily from the sale of digital advertising to customers of the Company’s radio stations and other advertisers throughout the United States.
−Removed: All digital operations are the responsibility of the Company’s Chief Digital Officer, who reports to the Company’s Chief Executive Officer (the Company’s Chief Operating Decision Maker).
−Removed: As a result, the Company has identified two reportable segments, Audio and Digital.
−Removed: The Audio segment generates revenue primarily from the sale of commercial advertising to customers of the Company’s radio stations in the following radio markets:
−Removed: 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, West Palm Beach-Boca Raton, FL, and Wilmington, DE.
−Removed: Corporate expenses include general and administrative expenses and certain other income and expense items not allocated to the operating segments.
−Removed: The identification of segments is consistent with how the segments report to and are managed by the Company’s Chief Operating Decision Maker.
+Added: The Company currently operates three operating segments (Audio, Digital, esports) and two reportable segments (Audio, Digital).
+Added: 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).
+Added: The Audio segment generates revenue primarily from the sale of commercial advertising to customers of the Company’s stations in the following markets:
+Added: 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.
+Added: 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.
+Added: Corporate includes general and administrative expenses and certain other income and expense items not allocated to the operating segments.
+Added: Non-operating
+Added: 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, 2022 is as follows:
2 unchanged sentences
Depreciation and amortization
+Added: Impairment losses
+Added: Gain on exchange
+Added: Operating income (loss)
+Added: Capital expenditures
+Added: Reportable segment information for the year ended December 31, 2021 is as follows:
+Added: Operating expenses
+Added: Corporate expenses
+Added: Depreciation and amortization
Gain on disposition
1 unchanged sentence
Operating income (loss)
−Removed: Reportable segment information as of December 31, 2021 is as follows:
Capital expenditures
+Added: Reportable segment information as of December 31, 2022 is as follows:
Property and equipment, net
Other intangibles, net
−Removed: BEASLEY BROADCAST GROUP, INC.
+Added: Reportable segment information as of December 31, 2021 is as follows:
+Added: Property and equipment, net
+Added: Other intangibles, net
+Added: BEASLEY BROADCAST
CONSOLIDATED FINANCIAL STATEMENT SCHEDULE
11 unchanged sentences
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.