Beasley Completes Exchange Offer and New Notes Issuance

RADIO ONLINE | Tuesday, October 8, 2024

Beasley Media Group

Beasley Broadcast Group has completed its previously announced exchange and tender offer for its 8.625% Senior Secured Notes due 2026, along with the issuance of new notes. The company executed a series of transactions that include an exchange offer, a cash tender offer and the issuance of new Superpriority Senior Secured Notes due 2028.

The exchange offer involved $194.7 million of the company's 8.625% Senior Secured Notes, which were exchanged for new 9.200% Senior Secured Notes due August 1, 2028, with an exchange ratio of 95%. Holders participating in the exchange offer also received a pro rata share of 179,384 shares of Class A common stock and a $5.00 consent fee per $1,000 principal amount of notes tendered.

In addition, the company completed its tender offer by purchasing $68 million of aggregate principal of the Existing Notes at 62.5% of face value, plus accrued and unpaid interest. Beasley also issued $30.9 million in new 11.000% Superpriority Senior Secured Notes due 2028.

Beasley exercised an option to increase the cash paid to exchanging holders by a pro rata portion of $700,000, part of a $3 million allocation allowed under the Exchange Offer Memorandum and Solicitation Statement.

The exchange and tender offers were supported by a holder representing 73% of the existing notes, who also agreed to fully backstop the new notes issuance. On October 7, this supporting holder waived a condition requiring full participation in the exchange or tender offers.

Beasley Broadcast Group received legal counsel from Latham & Watkins LLP, while Moelis & Company LLC served as the financial advisor and dealer manager. Gibson, Dunn & Crutcher LLP represented the supporting holder.