What the changes say
- The company faces severe going concern doubts after missing a debt payment on its $218.6 million in debt.
- FCC broadcast regulations and technical rules pose ongoing competitive and operational threats to station licenses.
- Florida stations contributing 16% of net revenue remain vulnerable to hurricane disruptions.
What changed since the prior 10-K
New
- New
licenses were renewed for full eight-year terms in the most recent renewal cycle, which concluded in August 2022. The next renewal cycle begins in June 2027
Unregulated online music services like Spotify and Amazon Music create a competitive disadvantage due to FCC station ownership and technical rules.
- New
We have debt that is substantial in relation to our accumulated deficit. As of December 31, 2025, we had long-term debt, net of an unamortized premium, of $218.6 million and stockholders' deficit of $176.4 million
We missed a scheduled interest payment in February 2026 on our $218.6 million long-term debt, raising going concern doubts.
- New
limit or prohibit our ability to pay dividends and make other distributions
Uncertainty surrounding debt restructuring and our inability to refinance could result in lenders declaring default.
Dropped
- Dropped
wireless media, the internet, social media, smart speakers, podcasts and other forms of advertising. Our radio stations also compete for audiences and advertising revenues within their respective markets directly with Amazon, Apple, Meta and Alphabet
- Dropped
We have substantial debt that could have important consequences to you
Reworded
- 77% rewritten
We are dependent on federally issued licenses to operate our stations and are subject to extensive federal regulation
- 51% rewritten
Our stations may not be able to compete effectively in their respective markets for advertising revenues, which could adversely affect our revenue and cash flows
Expanded competitive media platform examples to include wireless media, the internet, social media, smart speakers, and podcasts.
- 47% rewritten
Impairment of our FCC licenses could adversely affect our operating results
Updated FCC license asset share from 71% to 52% of total assets as of December 31, 2025.
Was: A future impairment of our FCC licenses could adversely affect our operating results
- 32% rewritten
Our corporate offices and several of our stations are located in areas that could be affected by hurricanes, extreme weather and other climate change conditions
Updated revenue contribution from Florida stations to 16% in 2025 and added language regarding extreme weather frequencies.
- 21% rewritten
We are vulnerable to disruptions and security breaches of our information technology infrastructure and confidential information, which could cause material adverse effects on our business and reputation
All 35 risk factors
Headings as the filing states them, in filing order.
Other
- 01CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
- 02There can be no assurance that we will be able to comply with the continued listing standards of the Nasdaq Global Market or that we will continue to be listed on Nasdaq or make periodic filings with the SEC
- 03However, there can be no assurance that we will continue to maintain compliance with Nasdaq listing requirements, continue to be listed on Nasdaq or continue to make periodic filings with the SEC
- 04We face risks related to health epidemics, natural disasters, war, terrorism and other catastrophes, which have materially and adversely affected our results of operations, liquidity and financial condition
- 05We may be adversely affected by the effects of inflation
- 06The radio broadcasting industry faces many unpredictable business risks and is sensitive to external economic forces that could have a material adverse effect on our advertising revenues and results of operations
- 07changes in laws, government regulations and policies and actions of federal regulatory bodies, including the FCC, Internal Revenue Service, the Department of Justice, and the Federal Trade Commission
- 08In addition, we believe that, for most businesses, advertising is a discretionary business expense, meaning that spending on advertising tends to decline disproportionately during an economic recession or downturn, as compared to other types of business spending
- 09Our stations may not be able to compete effectively in their respective markets for advertising revenues, which could adversely affect our revenue and cash flows51% rewritten
- 10a current or new advertising alternative increased its share of local or national advertising revenue
- 11If we are unable to develop compelling and differentiated digital content, products and services, or maintain or increase our digital advertising revenue, our advertising revenues could be adversely affected
- 12Our success is dependent upon audience acceptance of our content, particularly our audio programs, which is difficult to predict
- 13We may not remain competitive if we do not adapt or respond to changes in technology, standards and services that affect our industry
- 14vehicles equipped with dashboards that provide internet connectivity that increase the number of audio and video platforms available in vehicles (e.g., ATSC 3.0 technology) or that eliminate tuners for certain older technologies such as AM radio
- 15We are dependent on federally issued licenses to operate our stations and are subject to extensive federal regulation77% rewritten
- 16licenses were renewed for full eight-year terms in the most recent renewal cycle, which concluded in August 2022. The next renewal cycle begins in June 2027New
- 17Enforcement of the FCC’s indecency rules could have a material adverse effect on our business
- 18The royalties we pay to copyright owners could increase significantly, and proposed legislation could require radio broadcasters to pay royalties to record labels and recording artists
- 19We depend on selected market clusters of stations for a material portion of our net revenue
- 20We are exposed to credit risk on our accounts receivable. This risk is heightened during periods of uncertain economic conditions
- 21Impairment of our FCC licenses could adversely affect our operating results47% rewritten
- 22We have debt that is substantial in relation to our accumulated deficit. As of December 31, 2025, we had long-term debt, net of an unamortized premium, of $218.6 million and stockholders' deficit of $176.4 millionNew
- 23limit or prohibit our ability to pay dividends and make other distributionsNew
- 24Our ability to pay regular dividends on our common stock is subject to the discretion of our Board and may be limited by our structure, statutory restrictions and restrictions imposed by the Indenture governing our Notes as well as any future agreements
- 25Our corporate offices and several of our stations are located in areas that could be affected by hurricanes, extreme weather and other climate change conditions32% rewritten
- 26The failure or destruction of the internet, satellite systems and transmitter facilities that we depend upon to distribute our programming could adversely affect our operating results
- 27We are vulnerable to disruptions and security breaches of our information technology infrastructure and confidential information, which could cause material adverse effects on our business and reputation21% rewritten
- 28Our business is dependent upon the proper functioning of our business processes and information systems, and modification or interruption of such systems may disrupt our business, processes and internal controls
- 29We may lose key executives and other key employees, including on-air talent, to competing stations or other types of media competitors
- 30Our success depends on our ability to identify, consummate and integrate acquired stations
- 31unforeseen expenses, liabilities or delays
- 32The Beasley family controls Beasley Broadcast Group, Inc., and members of the Beasley family own a substantial equity interest in Beasley Broadcast Group, Inc. Their interests may conflict with yours
- 33Future sales by the Beasley family of our Class A Common Stock could adversely affect its market price
- 34The difficulties associated with any attempt to gain control of our Company may adversely affect the price of our Class A Common Stock
- 35There may not be an active market for our Class A Common Stock, making it difficult for you to sell your stock
Other Beasley Broadcast Group 10-Ks
- FY2024 10-K risk factors34 risks
Boston, Detroit, and Philadelphia station clusters generate 58% of net revenue, exposing operations to regional economic shifts. FCC licenses comprise 71% of total assets, threatening impairments. Substantial long-term debt totals $220.1 million against $147.2 million in equity.
Filed Mar 26, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.