Beasley Broadcast Group Faces Delisting Concerns

TL;DR

Beasley Broadcast Group might get kicked off NASDAQ.

AI Summary

Beasley Broadcast Group, Inc. filed an 8-K on April 19, 2024, reporting a notice of delisting or failure to satisfy a continued listing rule or standard. The company is currently listed on the NASDAQ.

Why It Matters

This filing indicates potential issues with Beasley Broadcast Group's compliance with NASDAQ's listing requirements, which could impact its stock trading and investor confidence.

Risk Assessment

Risk Level: high — A notice of delisting or failure to meet listing standards poses a significant risk to the company's stock trading and overall financial stability.

Key Players & Entities

• Beasley Broadcast Group, Inc. (company) — Registrant
• NASDAQ (company) — Stock Exchange
• April 16, 2024 (date) — Earliest event reported
• April 19, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $0.001 — stered Class A Common Stock, par value $0.001 per share BBGI Nasdaq Capital Marke
• $1.00 — r the Common Stock had closed below the $1.00 per share minimum bid price requirement

Filing Documents

• d795393d8k.htm (8-K) — 27KB
• 0001193125-24-103017.txt ( ) — 147KB
• bbgi-20240416.xsd (EX-101.SCH) — 3KB
• bbgi-20240416_lab.xml (EX-101.LAB) — 18KB
• bbgi-20240416_pre.xml (EX-101.PRE) — 11KB
• d795393d8k_htm.xml (XML) — 4KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 16, 2024 BEASLEY BROADCAST GROUP, INC. (Exact name of registrant as specified in its charter) DELAWARE 000-29253 65-0960915 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 3033 Riviera Drive , Suite 200 , Naples , Florida 34103 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (239) 263-5000 (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of Each Exchange on which Registered Class A Common Stock, par value $0.001 per share BBGI Nasdaq Capital Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 ( 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ( 240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ITEM3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING. On April 16, 2024, Beasley Broadcast Group, Inc. (the "Company") received approval from The Nasdaq Stock Market LLC ("Nasdaq") to transfer the listing of the Company's Class A common stock, par value $0.001 per share (the "Common Stock") from the Nasdaq Global Market to the Nasdaq Capital Market (the "Approval"). The Common Stock was transferred to the Nasdaq Capital Market at the opening of business on April 18, 2024, and continues to trade under the symbol "BBGI." The Nasdaq Capital Market operates in substantially the same manner as the Nasdaq Global Market, and listed companies must meet certain financial requirements and comply with Nasdaq's corporate governance requirements. As previously disclosed, on October 13, 2023, the Company received a written notice (the "Notice") from Nasdaq's Listing Qualifications Department notifying the Company that, for the last 30 consecutive business days, the bid price for the Common Stock had closed below the $1.00 per share minimum bid price requirement for continued inclusion on the Nasdaq Global Market pursuant to Nasdaq Listing Rule 5450(a)(1) (the "Minimum Bid Price Requirement"). In accordance with Listing Rule 5810(c)(3)(A), the Company was provided 180 calendar days (the "Initial Compliance Period") to regain compliance with the Minimum Bid Price Requirement. Prior to the expiration of the Initial Compliance Period, the Company filed an application to transfer the listing of the Common Stock from the Nasdaq Global Market to the Nasdaq Capital Market. As a result of the Approval, the Company has been granted an additional 180-day compliance period, or until October 7, 2024, to regain compliance with the Minimum Bid Price Requirement. To regain compliance with the Minimum Bid Price Requirement and qualify for continued listing on the Nasdaq Capital Market, the minimum bid price per share of the Company's Common Stock must be at least $1.00 for at least ten consecutive business days during the additional 180-day compliance period. If the Company fails to regain compliance during the additional compliance period, then Nasdaq will notify the Company of its determination to delist the Common Stock, at which point the Company would have an opportunity to appeal the delisting determination to a Nasdaq hearings panel. In connection with obtaining the Approval, the Company notified Nasdaq in writing of its intention to cure its deficiency in satisfying the Minimum Bid Price Requirement by effecting a reverse stock split, if necessary. The Company intends to actively monitor the closing bid price of its Common Stock and will consider all reasonable available options to regain compliance with the Minimum Bid Price Requirement, which may include seeking stockholder approval to effect a reverse stock split. There can be no assurance that the Company will regain compliance w