Beasley Broadcast Group, Inc. · NASDAQ:BBGI
Beasley Broadcast — Debt Investor Presentation (November 2017)
42 slides from Beasley Broadcast's debt investor presentation, Nov 2, 2017
Slide 1: Lender Presentation
- BROADCAST, GROUP Lender Presentation November 2"4 2017
Slide 2: Forward-Looking Statements, Confidentiality and Non-GAAP Financial Measures
Forward-Looking Statements, Confidentiality and Non-GAAP Financial Measures 2 SPECIAL NOTICE REGARDING PUBLICLY AVAILABLE INFORMATION: THE COMPANY (AS DEFINED BELOW) HAS REPRESENTED THAT THE INFORMATION CONTAINED IN THIS PRESENTATION IS EITHER PUBLICLY AVAILABLE OR DOES NOT CONSTITUTE MATERIAL NON-P
Slide 3: Management Presenters
Management Presenters 3 Name Title Company Caroline Beasley Chief Executive Officer Marie Tedesco Chief Financial Officer Justin Chase Executive Vice President of Programming
Slide 4: Table of Contents
Table of Contents Transaction Overview Beasley at a Glance Key Credit Highlights Historical Financial Overview
Slide 5: Section I: Transaction Overview
Section I Transaction Overview
Slide 6: Executive Summary
Executive Summary Pro Forma for Greater Media acquisition, GMI Charlotte divestiture, Greenville/New Bern/Jacksonville divestiture, and the net contribution of WBZ/WMJX asset exchange See Appendix for reconciliation and information regarding non-GAAP measures Beasley Broadcast Group, Inc. ("Beasley“
Slide 7: Transaction Overview
Transaction Overview Note: $0.7 million capital leases are treated as operating leases due to affiliate relationship per credit agreement Cash will be placed on the balance sheet until the acquisition payment is made Leverage calculated as per credit agreement Market capitalization as of 11/1/2017 c
Slide 8: Summary of Corporate Structure
Summary of Corporate Structure Beasley Broadcast Group, Inc. (NASDAQ:BBGI) Greater Media, Inc. Beasley Media Group, LLC. Guarantor Borrower 100% Sole Member 100% 100% Beasley Media Group Inc. 100% Greater Media, Inc. Subsidiaries 100% Beasley Media Group, LLC. Subsidiaries 100% 100% Beasley Mezzanin
Slide 9: Summary of Terms – Senior Secured Credit Facilities
Summary of Terms – Senior Secured Credit Facilities Step down to 37.5 bps based on a First Lien Net Leverage Ratio less than or equal to 3.50x. Borrowers: Beasley Mezzanine Holdings, LLC (“Borrower”) Guarantors: Guaranteed by Beasley Broadcast Group, Inc. (“Holdings”) and all current and future dome
Slide 10: Anticipated Transaction Timetable
Anticipated Transaction Timetable Date: Event: November 2nd Bank Meeting November 15th Lender Commitments Due November 17th Close and Fund Key Date Holidays November 2017 S M T W T F S 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30
Slide 11: Section II: Beasley at a Glance
Section II Beasley at a Glance
Slide 12: Company Overview
Company Overview NASDAQ: BBGI Founded in 1961 and headquartered in Naples, Florida, Beasley has steadily progressed into a leading local radio broadcaster Since IPO in 2000, Beasley has become the 4th largest radio broadcasting company (63 stations in 15 markets) The Company’s 2016 acquisition of Gr
Slide 13: Beasley Broadcast Group Operations – Market (DMA)
Beasley Broadcast Group Operations – Market (DMA) Expanded Geographic Reach and Increased Scale ATLANTA (8) AUGUSTA (109) BOCA RATON (48) BOSTON (10) CHARLOTTE (24) FAYETTEVILLE (129) DETROIT (12) FT. MYERS (57) LAS VEGAS (30) NEW JERSEY (42) (54) (121) WILMINGTON (80) PHILADELPHIA (9) TAMPA (19) 63
Slide 14: Beasley Strategic Objectives
Beasley Strategic Objectives Maximize Cash Flow Margins Increase Aggregation and Monetization of Digital Audience Prudent Balance Sheet Management Opportunistic / Strategic / Deleveraging M&A Focus on Core Product and Content Offerings Strong hyper local brands Attractive and diverse programming for
Slide 15: Section III: Key Credit Highlights
Section III Key Credit Highlights
Slide 16: Key Credit Highlights
Key Credit Highlights According to Nielsen Audio Ratings 9/30/2017 YTD See Appendix for reconciliation and information regarding non-GAAP measures Free Cash Flow defined as Pro Forma Adjusted EBITDA less CapEx; Free Cash Flow Conversion defined as Free Cash Flow divided by Pro Forma Adjusted EBITDA
Slide 17: Beasley is One of the Leaders in Radio Broadcasting
Beasley is One of the Leaders in Radio Broadcasting 17 Top 20 Radio Broadcasting Groups, By Revenues 2016 Radio Only Revenues ($ millions) Source: SNL Financial, management Note: BBGI statistics are Pro Forma for Greater Media acquisition, GMI Charlotte divestiture, Greenville/New Bern/Jacksonville
Slide 18: Top Tier Performance and Conservative Capital Structure
Top Tier Performance and Conservative Capital Structure 18 See Appendix for reconciliation and information regarding non-GAAP measures Pro Forma Free Cash Flow / Total Debt defined as Pro Forma Adjusted EBITDA less $17.7mm of interest expense less $5.1mm of CapEx divided by $268mm total debt outstan
Slide 19: Overview of Key Markets
Overview of Key Markets 19 Source: Miller Kaplan and company materials Note: Statistics are Pro Forma for Greater Media acquisition, GMI Charlotte divestiture, Greenville/New Bern/Jacksonville divestiture, and the net contribution of the WBZ/WMJX exchange See Appendix for reconciliation and informat
Slide 20: Differentiated Clustering Strategy, Strong Local Presence
Differentiated Clustering Strategy, Strong Local Presence 20 Note: Power ratio defined as LTM 9/30/2017 share of market revenue based on Miller Kaplan divided by station rating based on Arbitron. Note: Pro Forma for Greater Media acquisition, GMI Charlotte divestiture, Greenville/New Bern/Jacksonvil
Slide 21: Diversified Revenues Across Markets, Formats & Geographies
Diversified Revenues Across Markets, Formats & Geographies 21 Note: Based on Net Revenues YTD 9/30/2017; Pro Forma for Greater Media acquisition, GMI Charlotte divestiture, Greenville/New Bern/Jacksonville divestiture, and WBZ/WMJX asset exchange By Advertising Category By Revenue Type By Market By
Slide 22: Track Record of Performance and Stable Cash Flows
Track Record of Performance and Stable Cash Flows 22 Beasley has a strong track record of organic top line performance Pro Forma Net Revenues have remained above $230 million since 2014 (1) Beasley’s low capex requirements result in stable free cash flow generation 9/30/2017 LTM FCF and FCF conversi
Slide 23: Conservative Capital Structure and Consistent Deleveraging
23 Leverage as reported under the credit agreement in effect in each period Conservative Capital Structure and Consistent Deleveraging Net Leverage Ratio (1) Total Debt $117 $107 $98 $89 $268 $219 Cumulative Debt Paydown $10 $20 $29 $38 $46 $95 Beasley’s management team has a long history of prudent
Slide 24: Proven Ability to Capitalize on Shifting Industry Fundamentals
Proven Ability to Capitalize on Shifting Industry Fundamentals 24 Radio remains an important medium for advertisers, both locally and nationally Engaged Audience / Greatest Reach Radio is the #1 reach medium in the U.S., reaching ~97% of American adults monthly (1) High-Impact Cross Platform Solutio
Slide 25: Leading Digital Platform Positioned for Further Growth
Leading Digital Platform Positioned for Further Growth 25 Represents September 2017 statistics Pro forma Beasley has an established digital presence with digital revenues of $12.4 million in 2016 11.9mm Streaming Sessions Per Month +24,000 Mobile App Downloads Per Month 6.2mm Station Page Views Per
Slide 26: Successful Strategy Execution
Successfully completed and integrated Greater Media acquisition $9.8 million of Greater Media transaction synergies achieved versus originally forecasted $9.6 million Accretive execution of asset divestitures $35 million of proceeds from 2017 North Carolina stations divestitures which contributed $3
Slide 27: Section IV: Historical Financial Overview
Section IV Historical Financial Overview
Slide 28: Historical Pro Forma Financial Performance
Historical Pro Forma Financial Performance 28 Net Revenue ($ in millions) Station Operating Income ($ in millions) Capital Expenditures (1) ($ in millions) Capex % Net Revenue WBZ Net Contribution SOI % Margin WBZ Net Contribution Net Revenue Note: Pro Forma for Greater Media acquisition, GMI Charlo
Slide 29: Adjusted EBITDA Performance Bridge
Adjusted EBITDA Performance Bridge (1) 29 Commentary LTM 9/30/2017 Results: GMI Charlotte & WFNZ-AM: Annual Net Revenue and Adjusted EBITDA of $14.2 million and $2.1 million Greenville / New Bern / Jacksonville: Annual Net Revenue and Adjusted EBITDA of $6.8 million and $1.2 million Net Revenue: $3.
Slide 30: Summary of Credit Highlights
Summary of Credit Highlights 30 Disciplined and Experienced Management Team 7 Leading Local Broadcast Media Company 1 Attractive Industry and Scaled Digital Platform 6 Diversified Format, Advertisers, and End Markets 3 Sizeable Clusters with Strong In-Market Competitive Positioning 2 Modest Leverage
Slide 31: Appendix
| Appendix
Slide 32: Beasley Station Portfolio Detail
Beasley Station Portfolio Detail 32 Source: Miller Kaplan, Company materials Market Name Market Rank Total Stations (AM / FM) Beasley Stations (AM / FM) Power Ratio Beasley Call Signs Atlanta, GA 8 64 (32 / 32) 2 (2 / 0) N / A WAEC-AM, WWWE-AM Philadelphia, PA 9 42 (24 / 18) 7 (3 / 4) 1.30 WBEN-FM,
Slide 33: Historical Financials (As Reported)
Historical Financials (As Reported) 33 Source: Company filings Net Revenue ($ in millions) Station Operating Income ($ in millions) 30.3% 30.6% 28.6% 29.3% 22.2% 22.6% SOI less Corporate Expenses ($ in millions) Capital Expenditures ($ in millions) CapEx % Net Revenue
Slide 34: U.S. GAAP to Presented Adjusted EBITDA Reconciliation
U.S. GAAP to Presented Adjusted EBITDA Reconciliation 34 Source: Company materials FYE 12/31/2015 ($ in millions)
Slide 35: U.S. GAAP to Presented Adjusted EBITDA Reconciliation
U.S. GAAP to Presented Adjusted EBITDA Reconciliation 35 Source: Company materials Note: Greater Media adjustment excludes Greater Media Charlotte stations’ contribution FYE 12/31/2016 ($ in millions)
Slide 36: U.S. GAAP to Presented Adjusted EBITDA Reconciliation
U.S. GAAP to Presented Adjusted EBITDA Reconciliation 36 Source: Company materials Note: Excludes $4.3mm net adjusted EBITDA contribution from WBZ/WMJX asset exchange LTM 9/30/2017 ($ in millions)
Slide 37: U.S. GAAP to Presented Adjusted EBITDA Reconciliation
U.S. GAAP to Presented Adjusted EBITDA Reconciliation 37 Source: Company materials Note: Format change add-back calculation methodology change subsequently reduced format change add-back by ~$1 million Q4 2016 ($ in millions)
Slide 38: U.S. GAAP to Presented Adjusted EBITDA Reconciliation
U.S. GAAP to Presented Adjusted EBITDA Reconciliation 38 Source: Company materials Q1 2017 ($ in millions)
Slide 39: U.S. GAAP to Presented Adjusted EBITDA Reconciliation
U.S. GAAP to Presented Adjusted EBITDA Reconciliation 39 Source: Company materials Q2 2017 ($ in millions)
Slide 40: U.S. GAAP to Presented Adjusted EBITDA Reconciliation
U.S. GAAP to Presented Adjusted EBITDA Reconciliation 40 Source: Company materials Q3 2017 ($ in millions)
Slide 41: Notice to and Undertaking by Recipients
Notice to and Undertaking by Recipients 41 Confidentiality As used herein: (a) "Evaluation Material" refers to this Presentation and any other information regarding the Company or the Facilities furnished or communicated to the Recipient by or on behalf of the Company in connection with the Faciliti
Slide 42: Notice to and Undertaking by Recipients
Notice to and Undertaking by Recipients 42 The Evaluation Material may include certain forward looking statements and projections provided by the Company. Any such statements and projections reflect various estimates and assumptions by the Company concerning anticipated results and may involve eleme
Beasley Broadcast Group — Debt Investor Presentation (November 2017) on 6ix