Beasley Broadcast Group, Inc. · NASDAQ:BBGI
Beasley Broadcast — Debt Investor Presentation (September 2016)
51 slides from Beasley Broadcast's debt investor presentation, Sep 15, 2016
Slide 1: Lender Presentation September 15th, 2016
Lender Presentation September 15th, 2016 PRIVATE AND CONFIDENTIAL Exhibit 99.1
Slide 2: Forward-Looking Statements and Confidentiality
Forward-Looking Statements and Confidentiality Forward-Looking Statements This presentation contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based upon current belief
Slide 3: Management Presenters
Presenter Title Company Caroline Beasley Interim Chief Executive Officer / Chief Financial Officer Bruce Beasley President Marie Tedesco Vice President of Finance Management Presenters
Slide 4: Table of Contents
Transaction Overview Pro Forma Beasley Highlights Station Portfolio Overview Industry Observations Pre-Closing Expense Reductions & Combination Synergies Historical Financial Overview Table of Contents
Slide 5: Transaction Overview
Transaction Overview SECTION I
Slide 6: Executive Summary
Executive Summary On July 19th, 2016, Beasley Broadcast Group, Inc. ("Beasley" or "BBGI") announced that it had entered into a definitive agreement to acquire Greater Media, Inc. (“Greater Media” or "GM") for cash and stock $220 million transaction valuation, after adjusting for sale of Greater Medi
Slide 7: Sources & Uses of Funds and Pro Forma Capitalization
Note: Financials exclude 6/30/2016 revenue and expenses from trade and barter. 5.4 million shares of Class A Common Stock is based on fixed value of $4.61 per share (current share price of $5.35 as of 9/12/2016). Greater Media 6/30/2016 Adjusted EBITDA includes $7.9 million of Pre-Closing Expense Re
Slide 8: Pro Forma Beasley Highlights
Pro Forma Beasley Highlights SECTION II
Slide 9: Leading Local Broadcast Media Company
Leading Local Broadcast Media Company #9 ranked radio group, as measured by 2015 radio only revenues LTM 6/30/2016 pro forma revenue of $252 million Geographically Diversified Across Attractive Markets 73 stations across 16 markets Represents aggregate radio market revenues and population of approxi
Slide 10: Standalone and Pro Forma LTM 6/30/2016 Overview
Standalone LTM 6/30/2016 PF LTM 6/30/2016 Beasley GM PF Beasley Number of Stations 52 21 73 (1) Total Number of Markets 12 7 16 (2) Weekly Cume (3) ~8 million ~12 million ~20 million Number of Employees 766 822 1,477 (4) Net Revenues $105.5 million $146.3 million $251.8 million Station Operating Inc
Slide 11: Pre-Closing Expense Reductions & Pro Forma Combination Synergies
Pre-Closing Expense Reductions & Pro Forma Combination Synergies Annualized Expense Reductions and Combination Synergies(1) ($ in millions) Source: Beasley Management. Note: The EBITDA bridge analysis does not include the impact of the Charlotte, NC asset divestiture, which would reduce Pro Forma Sy
Slide 12: Greater Media Acquisition Catapults Beasley Among Leading Radio Groups
Source: Company filings and BIA. (1)Does not account for required station divestitures in Charlotte, NC. Top 25 Radio Broadcasting Groups, By Revenues 2015 Radio Only Revenues ($ millions) PF #9 #17 #14 Greater Media Acquisition Catapults Beasley to One of the Leading Radio Broadcasting Groups
Slide 13: Diversified Financial Profile with Strong Contribution from Attractive Markets
Diversified Financial Profile with Strong Contribution from Attractive Markets Source: Public filings, company materials. Note: Financials exclude revenue and expenses from trade and barter. Note: Does not account for required station divestiture in Charlotte, NC. Includes $1.8 million of addback ad
Slide 14: Pro Forma Cluster Details by Market
On a pro forma basis, Beasley will have an average of approximately 5 stations per market Pro Forma Cluster Details by Market Number of Beasley Stations Beasley Market Share Morristown & Middlesex, NJ Rank: #1 Power Ratio: NA Monmouth, NJ Rank: #3 Power Ratio: NA W. Palm, FL Rank: #5 Power Ratio: NA
Slide 15: Established Digital Presence
Pro forma Beasley has an established digital presence with digital revenues of $13 million in 2015 Ranked in top 10 among all radio broadcasters, with 8 million streaming sessions per month 6.3 million visits to 72 station websites each month Mobile devices account for approximately 71% of all websi
Slide 16: Strong Financial Profile as Compared with Industry Peers
Strong Financial Profile as Compared with Industry Peers Adjusted EBITDA Margin (LTM 6/30/2016) Free Cash Flow(1) / Total Debt (LTM 6/30/2016) Net Debt (Adj. EBITDA – Capex) / Interest Expense (LTM 6/30/2016) Net Leverage (@ 6/30/2016) Source: Comparable company information sourced from public filin
Slide 17: Modest Leverage and Track Record of Deleveraging
Modest Leverage and Track Record of Deleveraging 2.9x Net Leverage Beasley’s team has a proven track record of prudent balance sheet management Current gross leverage of 3.4x (pre-GM transaction; 2.9x net) reduced from peak leverage of 7.1x in Q2 2009 Repaid over $100 million of debt since 2007 Stro
Slide 18: Beasley Pro Forma Operating Strategy
Immediate execution of pro forma combination synergies Phase I and II combination synergies Opportunity for incremental synergies, post-closing as integration is executed Focus on core product & content offerings Strong hyper local brands Attractive and diverse programming formats Effective cross-p
Slide 19: Station Portfolio Overview
Station Portfolio Overview SECTION III
Slide 20: Strong Radio Portfolio Focused on East Coast
Strong Radio Portfolio Focused on East Coast Assets to be divested Pro Forma Statistics Markets 16 Owned / Operated Stations 73 FM / AM 52 / 21 Owned and Operated Radio Stations The total radio market revenues across the 16 markets that Pro Forma Beasley will serve is ~$1.4 billion Source: BIA. Mark
Slide 21: Overview of Key Markets
Overview of Key Markets Market % of PF Beasley Revenue Market Rank ’15 Market Revenue ($mm) Market Stations (AM / FM) PF Beasley Stations (AM / FM) PF Beasley Market Share (1) Key Beasley Stations (’15 Net Revenue $mm) Key Market Competitors Boston 20% 10 $249 60 (38 / 22) 6 (1 / 5) 22.6% CBS iHeart
Slide 22: Diversified Revenue with Strong Competitive Positions
Diversified Revenue with Strong Competitive Positions 22 Note: Data based on 2015 net revenue. (1) Includes Travel, Religion/Charities, Political, Barter/Promo/PSA, Agriculture and Traffic Use Only. (2) Includes block programming, network, traffic, talent fee, tower and miscellaneous revenue. By Adv
Slide 23: Industry Observations
Industry Observations SECTION IV
Slide 24: Attractive Radio Industry Fundamentals
Attractive Radio Industry Fundamentals Engaged audience base Radio is the #1 reach medium in the U.S., reaching ~97% of American adults monthly (1) The medium used closest to the point of purchase Radio is the “the last word” for advertisers reaching the most consumers right before they shop (4) Hig
Slide 25: Projected Radio Industry Revenues
Projected Radio Industry Revenues ($ in billions) Source:Per SNL Radio/TV Station 2015 Annual Outlook (1) Includes radio station music concerts, live appearances, promotions, marketing and merchandising revenue. CAGR 2015 - 2024 5.3% 5.2% 0.2% 0.8% 0.6% Radio Station Industry Revenues 2015-2024E
Slide 26: Pre-Closing Expense Reductions & Combination Synergies
Pre-Closing Expense Reductions & Combination Synergies SECTION V
Slide 27: Greater Media Pre-Closing Expense Reductions
Note: Analysis does not consider impact of required asset sales in Charlotte, NC. Greater Media 6/30/2016 Adjusted EBITDA includes $7.9 million of Pre-Closing Expense Reductions already initiated by Greater Media that will be completed in full before the transaction closes. Standalone Greater Media
Slide 28: Projected Combination Synergies
Category Description LTM 6/30/2016 Synergies ($ in millions) PHASE I – CORPORATE Corporate Wages, Benefits, and Travel and Entertainment Elimination of executive management and duplicative corporate departments Discretionary travel and entertainment expense reductions of executive staff $3.7 Consult
Slide 29: Timetable for Expense Reductions and Combination Synergies
Timetable for Standalone Expense Reductions, Expected Combination Synergies and Incremental Expenses Vast majority of expense reductions and combination synergies expected to be achieved at closing with remainder executed within 12 months of closing $6.2 Corporate synergies ramp up from $4.7 million
Slide 30: Historical Financial Overview
Historical Financial Overview SECTION VI
Slide 31: Beasley Financial Performance
Adjusted EBITDA(1) Capital Expenditures SOI Revenue ($ in millions) ($ in millions) ($ in millions) ($ in millions) Source: Company materials. Note: Financials exclude revenue and expenses from trade and barter; Pro Forma for CBS transaction. Note: Differences between reported Revenue and SOI and pr
Slide 32: Beasley Historical Financial Performance Detail
Beasley Historical Financial Performance Detail 2014A – LTM 6/30/2016 Revenue Evolution 2014A – LTM 6/30/2016 Adjusted EBITDA Evolution Commentary ($ in millions) ($ in millions) 2015 Results: Loss of political contributed to declines in revenue and Adjusted EBITDA of $1.7 million and $1.6 million,
Slide 33: Greater Media Financial Performance
SOI Capital Expenditures Adjusted EBITDA(1) Revenue ($ in millions) ($ in millions) ($ in millions) ($ in millions) Source: Company materials. Note: Financials exclude revenue and expenses from trade and barter. Note: Greater Media financials exclude all transaction-related adjustments. Adjusted EBI
Slide 34: Historical Combined Financial Performance
Historical Combined Financial Performance SOI Capital Expenditures Adjusted EBITDA(2) Revenue ($ in millions) ($ in millions) ($ in millions) ($ in millions) Source: Company materials. Note: Financials exclude revenue and expenses from trade and barter. Includes $2.4 million of Phase II Cost Synergi
Slide 35: Appendix
@)) BEASLEY BROADCAST GROUP INC. Appendix
Slide 36: Adjusted EBITDA Reconciliation
Impairment charge recognized as a result of valuing its FCC license assets in the Charlotte, Detroit, New jersey and Philadelphia markets Publishing Division to be dissolved Communications Division (Radio Towers) will be separated and sold for the benefit of Greater Media shareholders 3 4 Net differ
Slide 37: Beasley Station Portfolio Detail
Beasley Station Portfolio Detail Note: Market rank based on Nielsen radio markets. Note: Excludes Transmitters. Based on BIA Kelsey. ($ in 000’s)
Slide 38: Greater Media Station Portfolio Detail
Greater Media Station Portfolio Detail Note: Market rank based on Nielsen radio markets. Based on BIA Kelsey. ($ in 000’s)
Slide 39: Management Biographies
Name Role Beasley Tenure (Yrs) Biography George G. Beasley Chairman and Founder 55 Founded the Company in 1961 Previously held positions as CEO, President, Vice President, member of the Board of Directors at North Carolina Association of Broadcasters (NCAB) Served on the Board of Trustees of Appalac
Slide 40: Non-GAAP Reconciliations
@)) BEASLEY BROADCAST GROUP INC. Non-GAAP Reconciliations
Slide 41: Beasley Historical Net Revenue to Net Income and Adjusted EBITDA Reconciliation
Beasley Historical Net Revenue(As Reported) to Net Income And Adjusted EBITDA Reconciliation ($ in millions) Source: Company materials.
Slide 42: Beasley Historical Net Revenue to SOI Reconciliation
Beasley Historical Net Revenue (As Reported) to SOI (As Presented) Reconciliation ($ in millions) Source: Company materials.
Slide 43: Beasley Historical Adjusted EBITDA to Net Income Reconciliation
Beasley Historical Adjusted EBITDA to Net Income Reconciliation ($ in millions) Source: Company materials.
Slide 44: Beasley LTM 6/30/2016 Net Revenue to Net Income Reconciliation
Beasley LTM 6/30/2016 Net Revenue (As Reported) to Net Income Reconciliation Source: Company materials. ($ in millions)
Slide 45: Beasley LTM 6/30/2016 Reconciliations
($ in millions) Source: Company materials. Beasley LTM 6/30/2016 Reconciliations Net Revenue to Adjusted EBITDA Adjusted EBITDA to Net Income SOI to Net Income Net Revenue to SOI
Slide 46: Greater Media Historical Reconciliations
Greater Media Historical Reconciliations ($ in millions) Source: Company materials.
Slide 47: Greater Media Historical Reconciliations Continued
Greater Media Historical Reconciliations Continued Source: Company materials. ($ in millions)
Slide 48: Pro Forma LTM 6/30/2016 Net Revenue to Adjusted EBITDA Reconciliation
Pro Forma LTM 6/30/2016 Net Revenue (As Reported) to Adjusted EBITDA Reconciliation Source: Company materials. ($ in millions)
Slide 49: Pro Forma LTM 6/30/2016 Net Revenue to SOI Reconciliation
Pro Forma LTM 6/30/2016 Net Revenue (As Reported) to SOI (As Presented) Reconciliation Source: Company materials. ($ in millions)
Slide 50: Pro Forma LTM 6/30/2016 Adjusted EBITDA to Net Income Reconciliation
Pro Forma LTM 6/30/2016 Adjusted EBITDA to Net Income Reconciliation Source: Company materials. ($ in millions)
Slide 51: Pro Forma LTM 6/30/2016 SOI to Net Income Reconciliation
Pro Forma LTM 6/30/2016 SOI (As Presented) to Net Income Reconciliation Source: Company materials. ($ in millions)
Beasley Broadcast Group — Debt Investor Presentation (September 2016) on 6ix