BOSTON OMAHA Corp

Previous wording

This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and other federal securities laws, PARTICULARLY THOSE ANTICIPATING FUTURE FINANCIAL PERFORMANCE, BUSINESS PROSPECTS, GROWTH, OPERATING STRATEGIES AND SIMILAR MATTERS, INCLUDING WITHOUT LIMITATION, STATEMENTS CONCERNING OPERATIONS, RESULTS OF OPERATIONS, LIQUIDITY, INVESTMENTS, OUR NEED FOR, AND ABILITY TO OBTAIN, ADDITIONAL FUNDING FOR ACQUISITIONS AND POTENTIAL BUSINESS EXPANSION, GENERAL ECONOMIC TRENDS, INFLATIONARY PRESSURES, FINANCIAL CONDITION AND THE IMPACT OF THE COVID-19 PANDEMIC ON OUR BUSINESS*.*We have based these forward-looking statements on our current intent, expectations and projections about future events, and these forward-looking statements are not guaranteed to occur and may not occur. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “intend,” “project,” “contemplate,” “potential,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. These statements are only predictions. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other Securities and Exchange Commission filings.

Current wording

This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and other federal securities laws, PARTICULARLY THOSE ANTICIPATING FUTURE FINANCIAL PERFORMANCE, BUSINESS PROSPECTS, GROWTH, OPERATING STRATEGIES AND SIMILAR MATTERS, INCLUDING WITHOUT LIMITATION, STATEMENTS CONCERNING OPERATIONS, RESULTS OF OPERATIONS, LIQUIDITY, INVESTMENTS, OUR NEED FOR, AND ABILITY TO OBTAIN, ADDITIONAL FUNDING FOR ACQUISITIONS AND POTENTIAL BUSINESS EXPANSION, GENERAL ECONOMIC TRENDS, INFLATIONARY PRESSURES, FINANCIAL CONDITION AND THE IMPACT OF ANY FUTURE PANDEMIC ON OUR BUSINESS*.*We have based these forward-looking statements on our current intent, expectations and projections about future events, and these forward-looking statements are not guaranteed to occur and may not occur. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “intend,” “project,” “contemplate,” “potential,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. These statements are only predictions. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other Securities and Exchange Commission filings.

Previous wording

Billboards: In June 2015, we commenced our billboard business operations through acquisitions by Link, our wholly-owned subsidiary, of smaller billboard companies located in the Southeastern United States and Wisconsin. During July and August 2018, we acquired the membership interest or assets of three larger billboard companies which increased our overall billboard count to approximately 2,900 billboards. In addition, we have made several billboard acquisitions on a smaller scale since that date. We believe that we are a leading outdoor billboard advertising company in the markets we serve in the Midwest. As of September 30, 2024, we operate approximately 4,000 billboards with approximately 7,600 advertising faces. One of our principal business objectives is to continue to acquire additional billboard assets through acquisitions of existing billboard businesses in the United States when they can be made at what we believe to be attractive prices relative to other opportunities generally available to us.

Current wording

Outdoor Billboard Advertising. In June 2015, we commenced our billboard business operations through acquisitions by Link, our wholly-owned subsidiary, of smaller billboard companies located in the Southeastern United States and Wisconsin. During July and August 2018, we acquired the membership interest or assets of three larger billboard companies which increased our overall billboard count to approximately 2,900 billboards. In addition, we have made several billboard acquisitions on a smaller scale since that date. We believe that we are a leading outdoor billboard advertising company in the markets we serve in the Midwest. As of March 31, 2025, we operate approximately 4,000 billboards with approximately 7,600 advertising faces. One of our principal business objectives is to continue to acquire additional billboard assets through acquisitions of existing billboard businesses in the United States when they can be made at what we believe to be attractive prices relative to other opportunities generally available to us.

Previous wording

Surety Insurance: In September 2015, we established an insurance subsidiary, GIG, designed to own and operate insurance businesses generally handling high volume, lower policy limit commercial lines of property and casualty insurance. In April 2016, our surety insurance business commenced with the acquisition of a surety insurance brokerage business with a national internet-based presence. In December 2016, we completed the acquisition of UCS, a surety insurance company, which at that time was licensed to issue surety bonds in only nine states. UCS now has licenses to operate in all 50 states and the District of Columbia. In addition, over the last several years, we have also acquired additional surety insurance brokerage businesses located in various regions of the United States. We may in the future expand the reach of our insurance activities to other forms of insurance which may have similar characteristics to surety, such as high volume and low average policy premium insurance businesses which historically have similar economics.

Current wording

Surety Insurance. In September 2015, we established an insurance subsidiary, GIG, designed to own and operate insurance businesses generally handling high volume, lower policy limit commercial lines of property and casualty insurance. In April 2016, our surety insurance business commenced with the acquisition of a surety insurance brokerage business with a national internet-based presence. In December 2016, we completed the acquisition of UCS, a surety insurance company, which at that time was licensed to issue surety bonds in only nine states. UCS now has licenses to operate in all 50 states and the District of Columbia. In addition, over the last several years, we have also acquired additional surety insurance brokerage businesses located in various regions of the United States. We currently operate our insurance brokerage businesses under our BOSS Bonds™ tradename. We offer independent insurance agents the opportunity to purchase surety insurance through our computerized portal which offers speed and ease in application processing for the independent agent. We may in the future expand the reach of our insurance activities to other forms of insurance which may have similar characteristics to surety, such as high volume and low average policy premium insurance businesses which historically have similar economics.

Previous wording

Broadband Services: In April 2019, we established a broadband subsidiary, Fiber is Fast, LLC, which has changed its name to Boston Omaha Broadband, LLC, which we refer to as "BOB." In March 2020, we commenced our broadband services business with the acquisition of substantially all of the business assets of FibAire, a rural broadband internet provider that served over 8,000 customers in communities in southern Arizona with a high-speed fixed wireless internet service and is building an all fiber-to-the-home network in select Arizona markets. In December 2020, we acquired substantially all of the business assets of UBB, a broadband internet provider that provided high-speed internet to over 10,000 customers throughout Utah. In September 2021, we announced the launch of Fiber Fast Homes, LLC, which we refer to as "FFH," which partners with builders, developers, and build for rent communities to build fiber-to-the-home infrastructure and provide fiber internet service to residents. In April 2022, we acquired substantially all of the business assets of InfoWest and Go Fiber, which we refer to on a combined basis now as "InfoWest," fiber and fixed wireless internet service providers with over 20,000 customers throughout Southern and Central Utah, Northern Arizona, and Moapa Valley, Nevada. In addition, over the last few years, we have also acquired additional smaller broadband businesses located in Utah. As of September 30, 2024, we have approximately 45,600 broadband customers (14,000 fiber subscribers) and 37,200 fiber passings completed. We hope to continue to expand in Arizona, Florida, Nevada, Utah, and other locales.

Current wording

Broadband Services. In March 2020, we commenced our broadband services business with the acquisition of substantially all of the business assets of FibAire, a rural broadband internet provider that served over 8,000 customers in communities in southern Arizona with a high-speed fixed wireless internet service and is building an all fiber-to-the-home network in select Arizona markets. In December 2020, we acquired substantially all of the business assets of UBB, a broadband internet provider that provided high-speed internet to over 10,000 customers throughout Utah. In September 2021, we announced the launch of Fiber Fast Homes, LLC, which we refer to as "FFH," which partners with builders, developers, and build for rent communities to build fiber-to-the-home infrastructure and provide fiber internet service to residents. In April 2022, we acquired substantially all of the business assets of InfoWest, which are fiber and fixed wireless internet service providers with over 20,000 customers throughout Southern and Central Utah, Northern Arizona, and Moapa Valley, Nevada. In addition, over the last few years, we have also acquired additional smaller broadband businesses located in Utah. As of March 31, 2025, we have approximately 47,900 broadband customers (17,100 fiber subscribers) and 42,100 fiber passings completed. We hope to continue to expand in Arizona, Florida, Nevada, Utah, and other locales.

Previous wording

In each of our businesses, we hope to expand our geographic reach and market share and seek to develop a competitive advantage and/or brand name for our services, which we hope will be a differentiating factor for customers. Our insurance market primarily services small contractors, small and medium-sized businesses and individuals required to provide surety bonds (i) in connection with their work for government agencies and others, (ii) in connection with contractual obligations, or (iii) to meet regulatory requirements and other needs. We have expanded the licensing of the UCS business to all 50 states and the District of Columbia. In outdoor advertising, our plan is to continue to grow this business through acquisitions of billboard assets. We expect to expand our broadband services in Arizona, Florida, Nevada, Utah and in other locations. In the future, we expect to expand the range of services we provide in the insurance sector, seek to continue to expand our billboard operations and broadband services and to possibly consider acquisitions of other businesses, as well as investments, in other sectors, although we expect to place primary emphasis on growing our existing business lines over the next several years. Our decision to expand outside of these current business sectors we serve or in which we have made investments will be based on the opportunity to acquire businesses which we believe provide the potential for sustainable earnings at an attractive level relative to capital employed and, with regard to investment, we believe have the potential to provide attractive returns.

Current wording

In each of our businesses, we hope to expand our geographic reach and market share and seek to develop a competitive advantage and/or brand name for our services, which we hope will be a differentiating factor for customers. Our insurance market primarily services small contractors, small and medium-sized businesses and individuals required to provide surety bonds (i) in connection with their work for government agencies and others, (ii) in connection with contractual obligations, or (iii) to meet regulatory requirements and other needs. We have expanded the licensing of the UCS business to all 50 states and the District of Columbia and developed and brought to market an electronic portal allowing independent insurance agents to more easily and efficiently purchase surety insurance. In outdoor advertising, our plan is to continue to grow this business through acquisitions of billboard assets. We expect to expand our broadband services in Arizona, Florida, Nevada, Utah and in other locations. In the future, we expect to expand the range of services we provide in the insurance sector, seek to continue to expand our billboard operations and broadband services and to possibly consider acquisitions of other businesses, as well as investments, in other sectors, although we expect to place a primary emphasis on growing our existing business lines over the next several years. Our decision to expand outside of these current business sectors we serve or in which we have made investments will be based on the opportunity to acquire businesses which we believe provide the potential for sustainable earnings at an attractive level relative to capital employed and, with regard to investment, we believe have the potential to provide attractive returns.

Previous wording

We seek to enter markets where we believe demand for our services will grow in the coming years due to certain barriers to entry and/or to anticipated long-term demand for these services. In the outdoor billboard business, government restrictions often limit the number of additional billboards that may be constructed. At the same time, advances in billboard technology provide the opportunity to improve revenues through the use of digital display technologies and other new technologies. In the surety insurance business, new insurance companies must be licensed by state agencies that impose capital, management and other strict requirements on these insurers. These hurdles are at the individual state level, with statutes often providing wide latitude to regulators to impose judgmental requirements upon new entrants. In addition, new distribution channels in certain areas of surety may provide a new opportunity. In the real estate management services market, we believe the continued growth of commercial real estate in many sections of the United States will provide opportunities for management services for the foreseeable future. We also believe our investment in both CB&T and Sky Harbour has provided each company the opportunity to significantly grow its business. We invest our available capital and the surplus capital from UCS in a wide range of securities, including equity securities of large cap public companies, various corporate and government bonds and U.S. treasuries. In broadband services, we believe that our fiber-to-the-home services can compete with traditional cable operators as broadband provides higher rates of transmission and improved speed to consumers and that, once built, other competitors may be less willing to compete in communities which we serve.

Current wording

We seek to enter markets where we believe demand for our services will grow in the coming years due to certain barriers to entry and/or to anticipated long-term demand for these services. In the outdoor billboard business, government restrictions often limit the number of additional billboards that may be constructed. At the same time, advances in billboard technology provide the opportunity to improve revenues through the use of digital display technologies and other new technologies. In the surety insurance business, new insurance companies must be licensed by state agencies that impose capital, management and other strict requirements on these insurers. These hurdles are at the individual state level, with statutes often providing wide latitude to regulators to impose judgmental requirements upon new entrants. In addition, new distribution channels in certain areas of surety may provide a new opportunity. In the real estate management services market, we believe the continued growth of commercial real estate in many sections of the United States will provide opportunities for management services for the foreseeable future. We also believe our investment in both CB&T and Sky Harbour has provided each company the opportunity to significantly grow its business. We invest our available capital and the surplus capital from UCS in a wide range of securities, including equity securities of public companies, various corporate and government bonds and U.S. treasuries. In broadband services, we believe that our fiber-to-the-home services can compete with traditional cable operators as broadband provides higher rates of transmission and improved speed to consumers and that, once built, other competitors may be less willing to compete in communities which we serve.

Previous wording

The following is a comparison of our results of operations for the three months ended September 30, 2024, which we refer to as the “third quarter of fiscal 2024,” compared to the three months ended September 30, 2023, which we refer to as the “third quarter of fiscal 2023.”

Current wording

The following is a comparison of our results of operations for the three months ended March 31, 2025, which we refer to as the “first quarter of fiscal 2025,” compared to the three months ended March 31, 2024, which we refer to as the “first quarter of fiscal 2024.”

Previous wording

Revenues. For the third quarter of fiscal 2024 and the third quarter of fiscal 2023, our revenues in dollars and as a percentage of total revenues were as follows:

Current wording

Revenues. For the first quarter of fiscal 2025 and the first quarter of fiscal 2024, our revenues in dollars and as a percentage of total revenues were as follows:

Previous wording

We realized total revenues of $27,700,936 during the third quarter of fiscal 2024, an increase of 12.8% over revenues of $24,548,101 during the third quarter of fiscal 2023. The key factors impacting revenue across each of our businesses during the third quarter of fiscal 2024 were as follows:

Current wording

We realized total revenues of $27,730,494 during the first quarter of fiscal 2025, an increase of 8.5% over revenues of $25,552,731 during the first quarter of fiscal 2024. The key factors impacting revenue across each of our businesses during the first quarter of fiscal 2025 were as follows:

Previous wording

Expenses.** **For the third quarter of fiscal 2024 and the third quarter of fiscal 2023, our expenses, in dollars, and as a percentage of total revenues, were as follows:

Current wording

Expenses.** **For the first quarter of fiscal 2025 and the first quarter of fiscal 2024, our expenses, in dollars, and as a percentage of total revenues, were as follows:

Previous wording

During the third quarter of fiscal 2024, we had total costs and expenses of $28,440,958, as compared to total costs and expenses of $26,490,830 in the third quarter of fiscal 2023. Total costs and expenses as a percentage of total revenues decreased from 107.9% in the third quarter of fiscal 2023 to 102.7% in the third quarter of fiscal 2024. The key factors impacting costs and expenses across each of our businesses during the third quarter of fiscal 2024 were as follows:

Current wording

During the first quarter of fiscal 2025, we had total costs and expenses of $28,527,897, as compared to total costs and expenses of $27,611,012 in the first quarter of fiscal 2024. Total costs and expenses as a percentage of total revenues decreased from 108.1% in the first quarter of fiscal 2024 to 102.9% in the first quarter of fiscal 2025. The key factors impacting costs and expenses across each of our businesses during the first quarter of fiscal 2025 were as follows:

Previous wording

Net Loss from Operations. Net loss from operations for thethird quarter of fiscal 2024 was $740,022, or 2.7% of total revenues, as compared to a net loss from operations of $1,942,729, or 7.9% of total revenues, in thethird quarter of fiscal 2023. Thedecrease in net loss from operations was primarily due to improved operations within our billboard, broadband and insurance businesses as well as lower expenses within our asset management business, which were partially offset by an increase in depreciation expense related to continued capital investments within our broadband businesses. Our net loss from operations included $5,728,662 from non-cash depreciation, amortization and accretion expenses inthe third quarter of fiscal 2024, as compared to $5,036,865 inthe third quarter of fiscal 2023.

Current wording

Net Loss from Operations. Net loss from operations for thefirst quarter of fiscal 2025 was $797,403, or 2.9% of total revenues, as compared to a net loss from operations of $2,058,281, or 8.1% of total revenues, in thefirst quarter of fiscal 2024. Thedecrease in net loss from operations was primarily due to improved operations within our broadband business as well as lower expenses within our asset management business and at Boston Omaha's parent company, which were partially offset by an increase in expenses within our billboard and insurance businesses. Our net loss from operations included $5,991,983 from non-cash depreciation, amortization and accretion expenses inthe first quarter of fiscal 2025, as compared to $5,390,798 inthe first quarter of fiscal 2024.

Previous wording

*Other Expense.*During thethird quarter of fiscal 2024, we had net other expense of $1,065,883. Net other expense included non-cash losses of $9,358,783 from unconsolidated affiliates mainly related to our share of Sky Harbour's loss from operations during the third quarter of fiscal 2024, which we account for under the equity method, and interest expense of $466,744 mainly incurred under Link's term loan and revolver. These items were partially offset by $8,428,017 in other investment income mainly driven by a $7,796,977 unrealized gain on the Sky Harbour warrants held by Boston Omaha and other investment income of $599,084 primarily related to changes in the fair value of the 24th Street Funds mainly driven by the underlying real estate properties, and interest and dividend income of $331,627. During thethird quarter of fiscal 2023, we had net other expense of $1,230,036, which included other investment losses of $1,894,969 mainly related to the Sky Harbour warrants held by Boston Omaha and the impact of the changes in fair value of the 24th Street Funds, interest expense of $287,084 mainly incurred under Link's term loan and a loss of $125,970 mainly related to our equity method position in Sky Harbour. These items were partially offset by interest and dividend income of $1,077,987.

Current wording

*Other Expense.*During thefirst quarter of fiscal 2025, we had net other expense of $1,817,197. Net other expense included non-cash losses of $2,314,405 from unconsolidated affiliates mainly related to our equity method position in Sky Harbour and interest expense of $541,720 mainly incurred under Link's term loan and revolver and BOB's credit facility. These items were partially offset by $736,010 in other investment income mainly driven by $1,275,676 in realized gains on the sale of 220,889 shares of Sky Harbour Class A common stock and a $1,235,165 unrealized gain on the Sky Harbour warrants held by Boston Omaha, which was partially offset by other investment losses of $2,019,748 within BOAM primarily related to changes in the fair value of the remaining assets within the 24th Street and BFR Funds, and interest and dividend income of $302,918. During thefirst quarter of fiscal 2024, we had net other expense of $2,125,963, which included non-cash losses of $10,171,615 from unconsolidated affiliates mainly related to our equity method position in Sky Harbour and interest expense of $282,033 mainly incurred under Link's term loan. These items were partially offset by $7,788,445 in other investment income mainly related to the Sky Harbour warrants held by Boston Omaha and interest and dividend income of $539,240.

Previous wording

Additionally, we have evaluated our investment in Sky Harbour as of September 30, 2024, and determined that there was not an other-than-temporary impairment. Our conclusion was based on several contributing factors, including: (i) our assessment that the underlying business and financial condition of Sky Harbour is favorable, (ii) Sky Harbour's stock price trading above our carrying value for an extended period of time, and (iii) our ability and intent to hold the investment. We will continue to review our investment in Sky Harbour for an other-than-temporary impairment on a quarterly basis or upon the occurrence of certain events. If Sky Harbour's stock price drops below our carrying value of $5.86 per share for a sustained period of time, it will likely result in an impairment of our investment. There may also be a future impairment of our investment if our expectations about Sky Harbour's prospective results of operations and cash flows decline, which could be influenced by a variety of factors including adverse market conditions.

Current wording

Additionally, we have evaluated our investment in Sky Harbour as of March 31, 2025, and determined that there was not an other-than-temporary impairment. Our conclusion was based on several contributing factors, including: (i) our assessment that the underlying business and financial condition of Sky Harbour is favorable, (ii) Sky Harbour's stock price trading above our carrying value for an extended period of time, and (iii) our ability and intent to hold the investment. We will continue to review our investment in Sky Harbour for an other-than-temporary impairment on a quarterly basis or upon the occurrence of certain events. If Sky Harbour's stock price drops below our carrying value of $5.61 per share for a sustained period of time, it will likely result in an impairment of our investment. There may also be a future impairment of our investment if our expectations about Sky Harbour's prospective results of operations and cash flows decline, which could be influenced by a variety of factors including adverse market conditions.

Previous wording

*Net Loss Attributable to Common Stockholders.*We had a net loss attributable to common stockholders in the amount of $1,595,136 in thethird quarter of fiscal 2024, or a loss per share of$0.05, based on 31,432,515 diluted weighted average shares outstanding. This is compared to a net loss attributable to common stockholders of $1,642,506 in thethird quarter of fiscal 2023, or a loss per share of $0.05, based on 31,370,760 diluted weighted average shares outstanding.

Current wording

*Net Loss Attributable to Common Stockholders.*We had a net loss attributable to common stockholders in the amount of $669,285 in thefirst quarter of fiscal 2025, or a loss per share of$0.02, based on 31,428,298 diluted weighted average shares outstanding. This is compared to a net loss attributable to common stockholders of $2,808,081 in thefirst quarter of fiscal 2024, or a loss per share of $0.09, based on 31,331,597 diluted weighted average shares outstanding.

Previous wording

The following tables report results for the following four segments in which we operate: billboards, broadband, insurance and asset management for the third quarter of fiscal 2024 and the third quarter of fiscal 2023:

Current wording

The following tables report results for the following four segments in which we operate: billboards, broadband, insurance and asset management for the first quarter of fiscal 2025 and the first quarter of fiscal 2024:

Previous wording

*Comparison of the Third Quarter of Fiscal 2024 to the Third Quarter of Fiscal 2023.*In the third quarter of fiscal 2024, there was a 5.6% increase in net billboard revenues from the third quarter of fiscal 2023, reflecting an improvement in rental and occupancy rates across a number of our markets. The key factors affecting our billboard operations results during the third quarter of fiscal 2024 were as follows:

Current wording

*Comparison of the First Quarter of Fiscal 2025 to the First Quarter of Fiscal 2024.*In the first quarter of fiscal 2025, there was a 0.6% increase in net billboard revenues from the first quarter of fiscal 2024, reflecting steady rental and occupancy rates across a number of our markets. The key factors affecting our billboard operations results during the first quarter of fiscal 2025 were as follows:

Previous wording

*Comparison of the Third Quarter of Fiscal 2024 to the Third Quarter of Fiscal 2023.*In the third quarter of fiscal 2024, total operating revenues increased by 7.4% when compared to the third quarter of fiscal 2023 mainly reflecting subscriber growth across a number of our markets. The key factors affecting our broadband operations results during the third quarter of fiscal 2024 were as follows:

Current wording

*Comparison of the First Quarter of Fiscal 2025 to the First Quarter of Fiscal 2024.*In the first quarter of fiscal 2025, total operating revenues increased by 6.6% when compared to the first quarter of fiscal 2024 mainly reflecting subscriber growth across a number of our markets. The key factors affecting our broadband operations results during the first quarter of fiscal 2025 were as follows:

Previous wording

*Comparison of the Third Quarter of Fiscal 2024 to the Third Quarter of Fiscal 2023.*In the third quarter of fiscal 2024, total operating revenues increased by 41.4% when compared to the third quarter of fiscal 2023, mainly due to increased earned premium at our UCS insurance subsidiary. The key factors affecting our insurance operations results during the third quarter of fiscal 2024 were as follows:

Current wording

*Comparison of the First Quarter of Fiscal 2025 to the First Quarter of Fiscal 2024.*In the first quarter of fiscal 2025, total operating revenues increased by 31.6% when compared to the first quarter of fiscal 2024, mainly due to increased earned premium at our UCS insurance subsidiary. The key factors affecting our insurance operations results during the first quarter of fiscal 2025 were as follows:

Previous wording

*Comparison of the Third Quarter of Fiscal 2024 to the Third Quarter of Fiscal 2023.*In September 2017, we formed our asset management business. Throughout fiscal 2022 and fiscal 2023 we had been hiring within our asset management business to ensure adequate staffing for the anticipated demands and needs of the business. In May 2023, we acquired 100% of the membership interests in 24th Street from the members of 24th Street other than BOAM. As previously mentioned, we are winding down BOAM's operations and implemented cost-cutting measures. Therefore, comparisons of our asset management results for the third quarter of fiscal 2024 to the third quarter of fiscal 2023 may not be meaningful. The key factors affecting our asset management operations results during the third quarter of fiscal 2024 were as follows:

Current wording

*Comparison of the First Quarter of Fiscal 2025 to the First Quarter of Fiscal 2024.*In September 2017, we formed our asset management business. Throughout fiscal 2022 and fiscal 2023 we had been hiring within our asset management business to ensure adequate staffing for the anticipated demands and needs of the business. In May 2023, we acquired 100% of the membership interests in 24th Street from the members of 24th Street other than BOAM. As previously mentioned, we are winding down BOAM's operations and have implemented significant cost-cutting measures, which occurred principally in the second half of fiscal 2024. Therefore, comparisons of our asset management results for the first quarter of fiscal 2025 to the first quarter of fiscal 2024 may not be meaningful. The key factors affecting our asset management operations results during the first quarter of fiscal 2025 were as follows:

Previous wording

Cash Flows for the First Nine Months of Fiscal 2024 compared to the First Nine Months of Fiscal 2023

Current wording

Cash Flows for the First Three Months of Fiscal 2025 compared to the First Three Months of Fiscal 2024

Previous wording

The table below summarizes our cash flows, in dollars, for the first nine months of fiscal 2024 and the first nine months of fiscal 2023:

Current wording

The table below summarizes our cash flows, in dollars, for the first three months of fiscal 2025 and the first three months of fiscal 2024:

Previous wording

Net Cash Provided by Operating Activities. Net cash provided by operating activities was $12,117,191 for the first nine months of fiscal 2024 compared to net cash provided by operating activities of $12,241,695 for the first nine months of fiscal 2023. The decrease in net cash provided by operating activities was mainly driven by costs associated with our former Co-CEO's separation and stock repurchase agreement as well as operating costs within our FFH business. These items were partially offset by improved cash flow generation within our billboard, broadband, and insurance businesses.

Current wording

Net Cash Provided by Operating Activities. Net cash provided by operating activities was $2,555,668 for the first three months of fiscal 2025 compared to net cash provided by operating activities of $2,415,294 for the first three months of fiscal 2024. The increase in net cash provided by operating activities was mainly driven by improved cash flow generation within our broadband business as well as lower expenses within our asset management business and at Boston Omaha's parent company. These items were partially offset by an increase in expenses within our billboard and insurance businesses as well as a decrease in accounts payable and accrued expenses.

Previous wording

Net Cash Provided by (Used in) Investing Activities. Net cash provided by investing activities was $29,893,384 for the first nine months of fiscal 2024 as compared with net cash used in investing activities of $48,959,016 for the first nine months of fiscal 2023. The increase in net cash provided by investing activities is primarily attributable to $53,670,044 in net proceeds from sales of investments mainly from the sale or maturity of U.S. Treasury securities within the 24th Street Funds and BFR Fund, which was partially offset by $23,696,261 in capital expenditures mainly within our broadband businesses.

Current wording

Net Cash (Used in) Provided by Investing Activities. Net cash used in investing activities was $11,226,609 for the first three months of fiscal 2025 as compared with net cash provided by investing activities of $22,884,604 for the first three months of fiscal 2024. During the first three months of fiscal 2025, net cash used in investing activities is primarily attributable to $6,858,590 in capital expenditures mainly within our broadband businesses as well as $4,368,019 in net cash used to purchase U.S. Treasury securities.

Previous wording

Net Cash (Used in) Provided by Financing Activities. Net cash used in financing activities was $48,879,743 during the first nine months of fiscal 2024 as compared to net cash provided by financing activities of $34,115,891 during the first nine months of fiscal 2023. During the first nine months of fiscal 2024, net cash used in financing activities mainly consisted of $36,992,659 in distributions to noncontrolling interests from the 24th Street Funds and BFR Fund, $16,761,371 related to the repurchase of Class A and Class B common stock and Class B warrants from our former Co-CEO, $2,826,309 in collateral released by UCS, and $1,380,180 related to the repurchase of Class A common stock through our share repurchase program. These items were partially offset by $10,000,000 in additional borrowings on Link's revolving line of credit.

Current wording

Net Cash Provided by (Used in) Financing Activities. Net cash provided by financing activities was $6,825,958 during the first three months of fiscal 2025 as compared to net cash used in financing activities of $4,646,567 during the first three months of fiscal 2024. During the first three months of fiscal 2025, net cash provided by financing activities mainly consisted of $4,916,822 in collateral received at UCS, $3,500,000 in borrowings on BOB's credit facility, and $525,256 in proceeds from the issuance of stock related to Magnolia Capital Fund, LP's exercise of its Class B warrants. These items were partially offset by $1,669,886 in distributions to noncontrolling interests from the 24th St and BFR Funds and $359,064 in principal payments on long-term debt.

Previous wording

Currently, we own billboards in Alabama, Arkansas, Florida, Georgia, Illinois, Iowa, Kansas, Missouri, Nebraska, Nevada, Oklahoma, South Dakota, Tennessee, Virginia, West Virginia and Wisconsin, a surety insurance company we acquired in December 2016, surety insurance brokerage firms we acquired in 2016, 2017 and 2021, broadband services providers whose assets we acquired in 2020, 2022 and 2023, an asset management business, minority investments in commercial real estate management and brokerage services, a bank focused on servicing the automotive loan market, and a developer of private aviation infrastructure focused on building, leasing and managing business aviation hangars. At September 30, 2024, we had approximately $19.4 million in unrestricted cash and approximately $15.3 million in short-term treasury securities. Our strategy is to continue to acquire other billboard locations, insurance businesses, and broadband service providers as well as acquire other businesses and open new businesses which we believe have the potential to generate positive cash flows when made at what we believe to be attractive prices relative to other opportunities generally available to us. We currently expect to finance any future acquisitions and investments with cash, debt and seller or third-party financing. In the future, we may satisfy all or a portion of the purchase price for an acquisition with our equity securities. In addition, we have made investments in several companies and expect to continue to make investments in the securities of both publicly traded and privately held companies.

Current wording

Currently, we own billboards in Alabama, Arkansas, Florida, Georgia, Illinois, Iowa, Kansas, Missouri, Nebraska, Nevada, Oklahoma, South Dakota, Tennessee, Virginia, West Virginia and Wisconsin, a surety insurance company we acquired in December 2016, surety insurance brokerage firms we acquired in 2016, 2017 and 2021, broadband services providers whose assets we acquired in 2020, 2022 and 2023, an asset management business, minority investments in commercial real estate management and brokerage services, a bank focused on servicing the automotive loan market, and a developer of private aviation infrastructure focused on building, leasing and managing business aviation hangars. At March 31, 2025, we had approximately $22.3 million in unrestricted cash and approximately $19.3 million in short-term U.S. Treasury securities. Our strategy is to continue to acquire other billboard locations, insurance businesses, and broadband service providers as well as acquire other businesses and open new businesses which we believe have the potential to generate positive cash flows when made at what we believe to be attractive prices relative to other opportunities generally available to us. We currently expect to finance any future acquisitions and investments with cash, debt, and seller or third-party financing. In the future, we may satisfy all or a portion of the purchase price for an acquisition with our equity securities. In addition, we have made investments in several companies and expect to continue to make investments in the securities of both publicly traded and privately held companies.

Previous wording

On July 23, 2024, the Board approved and authorized a share repurchase program (the “Share Repurchase Program”), pursuant to which the Company intends to repurchase up to $20 million of its Class A common stock, from time to time, in the open market, privately negotiated transactions, or otherwise in compliance with Rule 10b-18 under the Securities Exchange Act of 1934. The Board also authorized the Company, in its discretion, to establish “Rule 10b5-1 trading plans” for these share repurchases. The Share Repurchase Program went into effect on or about August 15, 2024 and will terminate on September 30, 2025, unless earlier terminated in the discretion of the Board. The actual timing, number, and value of shares repurchased under the Share Repurchase Program will depend on a number of factors, including constraints specified in applicable SEC regulations, price, general business and market conditions, and alternative investment opportunities. Pursuant to the Share Repurchase Program, the Company is not obligated to repurchase any specific number of shares of its Class A common stock and shall not repurchase more than 25% of the average daily volume of its stock over the previous 20 trading days. During the third quarter of fiscal 2024, we repurchased 97,262 shares of our Class A common stock for a total cost of $1,380,180.

Current wording

On July 23, 2024, the Board approved and authorized a share repurchase program (the “Share Repurchase Program”), pursuant to which the Company intends to repurchase up to $20 million of its Class A common stock, from time to time, in the open market, privately negotiated transactions, or otherwise in compliance with Rule 10b-18 under the Securities Exchange Act of 1934. The Board also authorized the Company, in its discretion, to establish “Rule 10b5-1 trading plans” for these share repurchases. The Share Repurchase Program went into effect on or about August 15, 2024 and will terminate on September 30, 2025, unless earlier terminated in the discretion of the Board. The actual timing, number, and value of shares repurchased under the Share Repurchase Program will depend on a number of factors, including constraints specified in applicable SEC regulations, price, general business and market conditions, and alternative investment opportunities. Pursuant to the Share Repurchase Program, the Company is not obligated to repurchase any specific number of shares of its Class A common stock and shall not repurchase more than 25% of the average daily volume of its stock over the previous 20 trading days. To date, we have repurchased 111,323 shares of our Class A common stock for a total cost of approximately $1.6 million. We did not repurchase any shares of our Class A common stock during the first three months of fiscal 2025 due to a stock repurchase blackout period.

Previous wording

To date, we have raised funds through the sale of our common stock in public offerings, sales of our common stock in “at the market” programs, term loan financing through our Link subsidiary, proceeds from the sale of publicly traded securities held by us, cash flow from operations, and, prior to 2019, through private placements of our common stock. As described below, we may raise additional funds through our shelf registration statement allowing us to raise up to $500 million through the sale of securities to fund future acquisitions and investments.

Current wording

To date, we have raised funds through the sale of our common stock in public offerings, sales of our common stock in “at the market” programs, term loan financing through our Link and Boston Omaha Broadband subsidiaries, proceeds from the sale of publicly traded securities held by us, cash flow from operations, and, prior to 2019, through private placements of our common stock.

Previous wording

Additionally, in the 2022 Shelf Registration Statement, we registered for resale up to 8,297,093 shares of Class A common stock acquired in 2018 or earlier in private placements in accordance with the terms of a 2018 registration rights agreement. We will not receive any proceeds from the sale of Class A common stock by the selling shareholders. Currently, the selling stockholders are the Massachusetts Institute of Technology, or “MIT,” as well as 238 Plan Associates LLC, an MIT pension and benefit fund, and a limited partnership holding our Class A common stock for the economic benefit of MIT. No officer or director has any beneficial interest in any shares eligible for resale by the selling shareholders.

Current wording

On April 25, 2022, we filed a shelf registration statement on Form S-3 (File No. 333-264470) that was declared effective on May 11, 2022, relating to the offering of Class A common stock, preferred stock, par value $0.001 per share, which we refer to as “preferred stock,” debt securities and warrants of the Company for up to $500,000,000 (the "2022 Shelf Registration Statement"). Additionally, in the 2022 Shelf Registration Statement, we registered for resale up to 8,297,093 shares of Class A common stock acquired in 2018 or earlier in private placements in accordance with the terms of a 2018 registration rights agreement. We will not receive any proceeds from the sale of Class A common stock by the selling shareholders. The selling stockholders are the Massachusetts Institute of Technology, or “MIT,” as well as 238 Plan Associates LLC, an MIT pension and benefit fund and a limited partnership holding our Class A common stock for the economic benefit of MIT. In May 2022, we also registered 1,018,660 shares of Class A common stock held by Magnolia and Boulderado and their affiliates. All the shares held by Boulderado were repurchased by the Company in May 2024 and, as a result, 522,231 shares of our Class A common stock are available for resale under that registration statement. As of March 31, 2025, certain of our stockholders still hold 8,555,957 registered shares of our Class A common stock. The 2022 shelf registration statement expired in May 2025.

Previous wording

In April 2022, we filed a shelf registration statement on Form S-3 (File No. 333-264470) that was declared effective on May 11, 2022, which we refer to as the “2022 Shelf Registration Statement,” relating to the registration of Class A common stock, preferred stock, par value $0.001 per share, which we refer to as “preferred stock,” debt securities and warrants of the Company for up to $500 million. We may, from time to time, in one or more offerings, offer and sell Class A common stock or preferred stock, various series of debt securities, and/or warrants. The shelf registration statement may also be used by one or more selling security holders, to be identified in the future, of our securities. We or any selling security holders may offer these securities from time to time in amounts, at prices and on terms determined at the time of offering. We may sell these securities to or through one or more underwriters, dealers or agents, or directly to purchasers on a delayed or continuous basis. Unless otherwise set forth in an applicable prospectus supplement, we intend to use the net proceeds from the sale of the securities that we offer for general corporate purposes, including, but not limited to, financing our existing businesses and operations, and expanding our businesses and operations through additional hires, strategic alliances and acquisitions. Unless otherwise set forth in a prospectus supplement, we will not receive any proceeds from the sale of securities by any selling stockholders.

Current wording

We may in the future file a new shelf registration statement which would allow us, from time to time, in one or more offerings, to offer and sell Class A common stock or preferred stock, various series of debt securities and/or warrants. We or any selling security holders may offer these securities from time to time in amounts, at prices and on terms determined at the time of offering. We may sell these securities to or through one or more underwriters, dealers or agents, or directly to purchasers on a delayed or continuous basis. Unless otherwise set forth in an applicable prospectus supplement, we intend to use the net proceeds from the sale of the securities that we may offer for general corporate purposes, including, but not limited to, financing our existing businesses and operations, and expanding our businesses and operations through additional hires, strategic alliances, and acquisitions. Unless otherwise set forth in a prospectus supplement, we will not receive any proceeds from the sale of securities by any selling stockholders.

Previous wording

Principal amounts under the Term Loan were payable in monthly installments according to a 15-year amortization schedule with principal payments commencing on January 1, 2022. Starting July 1, 2023, principal amounts under the Term Loan are payable in monthly installments according to a 25-year amortization schedule. The Term Loan is payable in full on December 6, 2028. During the first three years of the Term Loan, Link may prepay up to 10% of the loan principal in each year without incurring any prepayment penalty. Otherwise, there is a prepayment penalty ranging between 3.0% and 0.5%. After three years, there is no prepayment penalty. The Term Loan has a fixed interest rate of 4.00% per annum.

Current wording

Principal amounts under the Term Loan were payable in monthly installments according to a 15-year amortization schedule with principal payments commencing on January 1, 2022. Starting July 1, 2023, principal amounts under the Term Loan are payable in monthly installments according to a 25-year amortization schedule. The Term Loan is payable in full on December 6, 2028. The Term Loan has a fixed interest rate of 4.00% per annum.

Previous wording

On May 30, 2024, Link entered into a Ninth Amendment to Credit Agreement, which modified the Credit Agreement by increasing the maximum availability under the revolving line of credit from $10,000,000 to $15,000,000. Interest payments are based on the U.S. Prime Rate minus an applicable margin ranging between 0.65% and 1.15% dependent on Link’s consolidated leverage ratio. The new revolving line of credit is due and payable on August 12, 2026. Long-term debt included within our consolidated balance sheet as of September 30, 2024 consists of Link’s Term Loan borrowings of $26,731,376, of which $842,893 is classified as current, and $9,600,000 related to the revolving line of credit as of September 30, 2024.

Current wording

On May 30, 2024, Link entered into a Ninth Amendment to Credit Agreement, which modified the Credit Agreement by increasing the maximum availability under the revolving line of credit from $10,000,000 to $15,000,000. Interest payments are based on the U.S. Prime Rate minus an applicable margin ranging between 0.65% and 1.15% dependent on Link’s consolidated leverage ratio. The new revolving line of credit is due and payable on August 12, 2026.

Previous wording

On September 17, 2024, three operating subsidiaries of Boston Omaha Broadband, LLC ("BOB") entered into a Credit Agreement (the “Credit Agreement”) with First National Bank of Omaha (the “Lender”) under which certain subsidiaries of BOB can borrow up to $20,000,000 in the aggregate in term loans (the “Credit Facility”). The three operating subsidiaries which are the borrowers under the Credit Agreement are FIF AireBeam LLC, FIF St. George, LLC, and FIF Utah LLC (collectively, the “Borrowers”). The loan is guaranteed by BOB but is not guaranteed by BOC or any other businesses owned by BOC and its other subsidiaries. The loans under the Credit Facility are secured by all assets of each of the Borrowers. Funds available under the Credit Facility are to be used for capital expenditures associated with capital acquisition and leasing of capital equipment for expansion of the Borrowers’ businesses and must be drawn by September 16, 2025.

Current wording

On September 17, 2024, three operating subsidiaries of Boston Omaha Broadband, LLC ("BOB") entered into a Credit Agreement (the “BOB Credit Agreement”) with First National Bank of Omaha (the “Lender”) under which certain subsidiaries of BOB can borrow up to $20,000,000 in the aggregate in term loans (the “BOB Credit Facility”). The three operating subsidiaries which are the borrowers under the BOB Credit Agreement are FIF AireBeam LLC, FIF St. George, LLC, and FIF Utah LLC (collectively, the “Borrowers”). The loan is guaranteed by BOB but is not guaranteed by BOC or any other businesses owned by BOC and its other subsidiaries. The loans under the BOB Credit Facility are secured by all assets of each of the Borrowers. Funds available under the BOB Credit Facility are to be used for capital expenditures associated with capital acquisition and leasing of capital equipment for expansion of the Borrowers’ businesses and must be drawn by September 16, 2025.

Previous wording

The Credit Agreement provides for incremental drawdowns of the term loan in minimum increments of $1,000,000. Each term loan is due five years following the borrowing date of such term loan. Principal under each term loan is amortized in equal monthly payments over a 10-year period from the date of each term loan. Interest under each term loan accrues at the “Applicable Margin,” which is set at (a) 2.75% per annum with respect to any SOFR Loan, and (b) 1.75% per annum with respect to any Base Rate Loan. There is a fee during the first year of the Credit Facility equal to 0.25% of any unused portion of the $20 million loan commitment.

Current wording

The BOB Credit Agreement provides for incremental drawdowns of the term loan in minimum increments of $1,000,000. Each term loan is due five years following the borrowing date of such term loan. Principal under each term loan is amortized in equal monthly payments over a 10-year period from the date of each term loan. Interest under each term loan accrues at the “Applicable Margin,” which is set at (a) 2.75% per annum with respect to any SOFR Loan, and (b) 1.75% per annum with respect to any Base Rate Loan. There is a fee during the first year of the BOB Credit Facility equal to 0.25% of any unused portion of the $20 million loan commitment.

Previous wording

The Credit Agreement includes representations and warranties, reporting covenants, affirmative covenants, negative covenants, financial covenants and events of default customary for financings of this type. Upon the occurrence of an event of default the Lender may accelerate the loan. Upon the occurrence of certain insolvency and bankruptcy events of default the loan will automatically accelerate. All assets of the Borrowers, their Subsidiaries and BOB are secured by the grant of a security interest in substantially all of their assets to the Lender.

Current wording

The BOB Credit Agreement includes representations and warranties, reporting covenants, affirmative covenants, negative covenants, financial covenants and events of default customary for financings of this type. Upon the occurrence of an event of default the Lender may accelerate the loan. Upon the occurrence of certain insolvency and bankruptcy events of default the loan will automatically accelerate. All assets of the Borrowers, their Subsidiaries and BOB are secured by the grant of a security interest in substantially all of their assets to the Lender.

Previous wording

We believe that our existing cash and short-term investments, funds available through the Credit Agreement Link entered into on August 12, 2019, as amended, funds available through the Credit Agreement Boston Omaha Broadband entered into on September 17, 2024, any funds that we may receive from cash flows from operations, and any funds that we may receive through the sale of real estate assets in the 24th Street and BFR Funds will be sufficient to meet working capital requirements and anticipated capital expenditures for the next 12 months. At September 30, 2024, we had approximately $19.4 million in unrestricted cash and approximately $15.3 million in short-term treasury securities.

Current wording

We believe that our existing cash and short-term investments, funds available through the Credit Agreement Link entered into on August 12, 2019, as amended, funds available through the Credit Agreement Boston Omaha Broadband entered into on September 17, 2024, any funds that we may receive from cash flows from operations, future potential sales of our Sky Harbour stock, and any funds that we may receive through the sale of real estate assets in the 24th Street and BFR Funds will be sufficient to meet working capital requirements and anticipated capital expenditures for the next 12 months. At March 31, 2025, we had approximately $22.3 million in unrestricted cash and approximately $19.3 million in short-term U.S. Treasury securities.