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– Release Delayed ·Document/Exhibit Description Pages Size 1: S-4 Registration Statement - Securities for a Merger HTML 4.68M 125: COVER Comment-Response or Cover Letter to the SEC HTML 57K 2: EX-5.(A) Opinion of Counsel re: Legality HTML 57K 3: EX-5.(B) Opinion of Counsel re: Legality HTML 54K 4: EX-23.(A) Consent of Expert or Counsel HTML 51K 5: EX-25.(A) Statement of Eligibility to Act as a Trustee HTML 78K 6: EX-99.(A) Miscellaneous Exhibit HTML 193K 7: EX-99.(B) Miscellaneous Exhibit HTML 68K 8: EX-99.(C) Miscellaneous Exhibit HTML 57K 9: EX-99.(D) Miscellaneous Exhibit HTML 59K 16: R1 Cover HTML 65K 17: R2 Condensed Consolidated Balance Sheets HTML 174K 18: R3 Condensed Consolidated Balance Sheets HTML 90K (Parenthetical) 19: R4 Condensed Consolidated Statements of Income and HTML 168K Comprehensive Income (Unaudited) 20: R5 Consolidated Statements of Stockholders' Equity HTML 139K 21: R6 Consolidated Statements of Stockholders' Equity HTML 82K (Parenthetical) 22: R7 Consolidated Statements of Cash Flows HTML 206K 23: R8 Significant Accounting Policies HTML 107K 24: R9 Revenues HTML 86K 25: R10 Acquisitions HTML 85K 26: R11 Non-cash Financing Activities HTML 56K 27: R12 Property, Plant and Equipment HTML 65K 28: R13 Goodwill and Other Intangible Assets HTML 138K 29: R14 Leases HTML 83K 30: R15 Accrued Expenses HTML 73K 31: R16 Earnings Per Share HTML 55K 32: R17 Long-term Debt HTML 250K 33: R18 Asset Retirement Obligations HTML 70K 34: R19 Depreciation and Amortization HTML 72K 35: R20 Income Taxes HTML 160K 36: R21 Related Party Transactions HTML 59K 37: R22 Stockholders' Equity HTML 66K 38: R23 Stock-Based Compensation HTML 102K 39: R24 Benefit Plans HTML 63K 40: R25 Commitment and Contingencies HTML 61K 41: R26 Distribution Restrictions HTML 58K 42: R27 Fair Value of Financial Instruments HTML 59K 43: R28 Information about Geographic Areas HTML 60K 44: R29 New Accounting Pronouncements HTML 64K 45: R30 Dividends/Distributions HTML 55K 46: R31 Quarterly Financial Data (Unaudited) HTML 88K 47: R32 Divestiture of Assets HTML 55K 48: R33 Subsequent Events HTML 55K 49: R34 Summarized Financial Information of Subsidiaries HTML 882K 50: R35 Schedule II - Valuation and Qualifying Accounts HTML 109K 51: R36 Schedule III - Real Estate and Accumulated HTML 138K Depreciation 52: R37 Significant Accounting Policies (Policies) HTML 161K 53: R38 Significant Accounting Policies (Tables) HTML 59K 54: R39 Revenues (Tables) HTML 71K 55: R40 Acquisitions (Tables) HTML 85K 56: R41 Property, Plant and Equipment (Tables) HTML 65K 57: R42 Goodwill and Other Intangible Assets (Tables) HTML 142K 58: R43 Leases (Tables) HTML 72K 59: R44 Accrued Expenses (Tables) HTML 72K 60: R45 Long-term Debt (Tables) HTML 185K 61: R46 Asset Retirement Obligations (Tables) HTML 68K 62: R47 Depreciation and Amortization (Tables) HTML 71K 63: R48 Income Taxes (Tables) HTML 158K 64: R49 Stock-Based Compensation (Tables) HTML 93K 65: R50 Commitment and Contingencies (Tables) HTML 59K 66: R51 Quarterly Financial Data (Unaudited) (Tables) HTML 88K 67: R52 Summarized Financial Information of Subsidiaries HTML 882K (Tables) 68: R53 Significant Accounting Policies- Additional HTML 115K Information (Detail) 69: R54 Significant Accounting Policies- Revenue and HTML 58K Expense Recognized for Advertising Barter Transactions (Detail) 70: R55 Revenues - 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Schedule of Effective Income Tax HTML 81K Rate Reconciliation (Detail) 95: R80 Income Taxes - Schedule of Effective Income Tax HTML 75K Rate Reconciliation (Parenthetical) (Detail) 96: R81 Income Taxes - Components of Deferred Taxes HTML 87K (Detail) 97: R82 Income Taxes - Reconciliation Unrecognized Tax HTML 61K Benefits (Detail) 98: R83 Related Party Transactions - Additional HTML 78K Information (Detail) 99: R84 Stockholders' Equity - Additional Information HTML 108K (Detail) 100: R85 Stock-Based Compensation - Additional Information HTML 127K (Detail) 101: R86 Stock-Based Compensation - Weighted Average Fair HTML 62K Value of Options Granted (Detail) 102: R87 Stock-Based Compensation - Stock Option HTML 82K Transactions Under Various Stock-Based Employee Compensation Plans (Detail) 103: R88 Stock-Based Compensation - Summary of ESPP Share HTML 68K Activity (Detail) 104: R89 Benefit Plans - Additional Information (Detail) HTML 88K 105: R90 Commitment and Contingencies - Summary of Minimum HTML 63K Payments Related to Agreements (Detail) 106: R91 Distribution Restrictions - 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S-4 |
Delaware |
6798 |
72-1205791 | ||
(State or other jurisdiction of incorporation or organization) |
Primary Standard Industrial Classification Code) |
(I.R.S. Employer Identification No.) |
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
i Non-accelerated filer |
☒ | Smaller reporting company | i ☐ | |||
Emerging growth company | i ☐ |
Exchange Act Rule 13e-4(i) (Cross-Border Issuer Tender Offer) |
☐ | |||
Exchange Act Rule 14d-1(d) (Cross Border Third-Party Tender Offer) |
☐ |
| ||||||||
Title of Each Class of Securities to be Registered |
Amount to be Registered (1) | Proposed Maximum Offering Price per Unit (1) | Proposed Maximum Aggregate Offering Price (1) | Amount of Registration Fee (1) | ||||
3.625% Senior Notes due 2031 |
$550,000,000 | 100% | $550,000,000 | $60,005 | ||||
Guarantees of 3.625% Senior Notes due 2031 |
n/a | n/a | n/a | n/a | ||||
Total |
$550,000,000 | n/a | $550,000,000 | $60,005 | ||||
| ||||||||
|
(1) |
This registration fee has been calculated pursuant to Rule 457(f)(2) under the Securities Act of 1933, as amended. |
(2) |
No separate consideration will be received for the guarantees, and no separate fee is payable, pursuant to Rule 457(n) under the Securities Act of 1933, as amended. |
Exact Name of Registrant as Specified in its Charter |
State or Other Jurisdiction of Incorporation or Organization |
IRS Employer Identification Number | ||
Arizona Logos, L.L.C. | Arizona | 27-2892296 | ||
Ashby Street Outdoor LLC | Delaware | 45-0613746 | ||
Ashby Street Outdoor CC, LLC | Delaware | 81-1011338 | ||
Ashby Street Outdoor Holdings LLC | Delaware | 45-0612137 | ||
Colorado Logos, Inc. | Colorado | 84-1480715 | ||
Delaware Logos, L.L.C. | Delaware | 51-0392715 | ||
Douglas Outdoor Advertising of GA, LLC | Georgia | 58-1836737 | ||
Fairway CCO Indiana, LLC | Delaware | 37-1930378 | ||
Fairway Media Group, LLC | Delaware | 61-1689000 | ||
Fairway Outdoor Advertising, LLC | Delaware | 27-1024919 | ||
Fairway Outdoor Funding, LLC | Delaware | 80-0860317 | ||
Fairway Outdoor Funding Holdings, LLC | Delaware | 32-0391426 | ||
Florida Logos, LLC | Florida | 65-0671887 | ||
FMG Outdoor Holdings, LLC | Delaware | 42-2472019 | ||
FMO Real Estate, LLC | Delaware | 27-1226238 | ||
Georgia Logos, L.L.C. | Georgia | 72-1469485 | ||
Interstate Logos, L.L.C. | Louisiana | 72-1490893 | ||
Interstate Logos TRS, LLC | Delaware | 35-2608807 | ||
Kansas Logos, Inc. | Kansas | 48-1187701 | ||
Kentucky Logos, LLC | Kentucky | 62-1839054 | ||
Lamar Advantage GP Company, LLC | Delaware | 72-1490891 | ||
Lamar Advantage Holding Company | Delaware | 76-0619569 | ||
Lamar Advantage LP Company, LLC | Delaware | 76-0637519 | ||
Lamar Advantage Outdoor Company, L.P. | Delaware | 74-2841299 | ||
Lamar Advertising of Colorado Springs, L.L.C. | Colorado | 72-0931093 | ||
Lamar Advertising of Louisiana, L.L.C. | Louisiana | 72-1462297 | ||
Lamar Advertising of Michigan, Inc. | Michigan | 38-3376495 | ||
Lamar Advertising of Penn, LLC | Delaware | 72-1462301 | ||
Lamar Advertising of South Dakota, L.L.C. | South Dakota | 46-0446615 | ||
Lamar Advertising of Youngstown, Inc. | Delaware | 23-2669670 | ||
Lamar Advertising Southwest, Inc. | Nevada | 85-0113644 | ||
Lamar Air, L.L.C. | Louisiana | 72-1277136 | ||
Lamar Airport Advertising Company | Nevada | 88-0237057 | ||
Lamar Central Outdoor, LLC | Delaware | 20-2471691 | ||
Lamar Electrical, Inc. | Louisiana | 72-1392115 | ||
LAMAR-Fairway Blocker 1, LLC | Delaware | 47-2485214 | ||
LAMAR-Fairway Blocker 2, LLC | Delaware | 47-2547019 | ||
Lamar Florida, L.L.C. | Florida | 72-1467178 | ||
Lamar Investments, LLC | Delaware | 46-4289458 | ||
Lamar Obie Company, LLC | Delaware | 33-1109314 | ||
Lamar OCI North, L.L.C. | Delaware | 38-2885263 | ||
Lamar OCI South Corporation | Mississippi | 64-0520092 | ||
Lamar Ohio Outdoor Holding Corp. | Ohio | 34-1597561 | ||
Lamar Pensacola Transit, Inc. | Florida | 59-3391978 | ||
Lamar Service Company, LLC | Delaware | 46-4284332 | ||
Lamar Tennessee, L.L.C. | Tennessee | 72-1309007 | ||
Lamar Texas Limited Partnership | Texas | 72-1309005 | ||
Lamar Transit, LLC | Delaware | 46-4242858 | ||
Lamar TRS Holdings, LLC | Delaware | 46-4248386 |
Exact Name of Registrant as Specified in its Charter |
State or Other Jurisdiction of Incorporation or Organization |
IRS Employer Identification Number | ||
Louisiana Interstate Logos, L.L.C. | Louisiana | 26-3654514 | ||
Magic Media/Lamar, LLC | Delaware | 20-0768149 | ||
Magic Media Real Estate, LLC | Delaware | 20-0768190 | ||
Maine Logos, L.L.C. | Maine | 72-1492985 | ||
MCC Outdoor, LLC | Georgia | 26-0274450 | ||
Michigan Logos, Inc. | Michigan | 38-3071362 | ||
Minnesota Logos, Inc. | Minnesota | 41-1800355 | ||
Mississippi Logos, L.L.C. | Mississippi | 72-1469487 | ||
Missouri Logos, LLC | Missouri | 72-1485587 | ||
Montana Logos, LLC | Montana | 45-3444460 | ||
Nebraska Logos, Inc. | Nebraska | 72-1137877 | ||
Nevada Logos, Inc. | Nevada | 88-0373108 | ||
New Hampshire Logos, L.L.C. | New Hampshire | 83-2411570 | ||
New Jersey Logos, L.L.C. | New Jersey | 72-1469048 | ||
New Mexico Logos, Inc. | New Mexico | 85-0446801 | ||
Ohio Logos, Inc. | Ohio | 72-1148212 | ||
Oklahoma Logos, L.L.C. | Oklahoma | 72-1469103 | ||
Olympus Media/Indiana, LLC | Delaware | 20-4368933 | ||
Outdoor Marketing Systems, L.L.C. | Pennsylvania | 22-3315768 | ||
Outdoor Promotions West, LLC | Delaware | 22-3598746 | ||
South Carolina Logos, Inc. | South Carolina | 58-2152628 | ||
Tennessee Logos, Inc. | Tennessee | 62-1649765 | ||
The Lamar Company, L.L.C. | Louisiana | 72-1462298 | ||
TLC Farms, L.L.C. | Louisiana | 20-0634874 | ||
TLC Properties II, LLC | Texas | 72-1336624 | ||
TLC Properties, Inc. | Louisiana | 72-0640751 | ||
TLC Properties, L.L.C. | Louisiana | 72-1417495 | ||
Triumph Outdoor Holdings, LLC | Delaware | 13-3990438 | ||
Triumph Outdoor Rhode Island, LLC | Delaware | 05-0500914 | ||
Utah Logos, Inc. | Utah | 72-1148211 | ||
Virginia Logos, LLC | Virginia | 62-1839208 | ||
Washington Logos, L.L.C. | Washington | 73-1648809 | ||
Wisconsin Logos, LLC | Wisconsin | 45-1837323 |
(1) | The outstanding notes are, and the exchange notes will be, unconditionally guaranteed by the additional registrants listed above, each of which is a direct or indirect, wholly owned subsidiary of Lamar Media Corp. The address and telephone number for each of the additional registrants is 5321 Corporate Boulevard, Baton Rouge, Louisiana 70808 and (225) 926-1000. The primary standard industrial classification code number for each of the additional registrants is 7311. |
• | We will exchange all outstanding notes that are validly tendered and not validly withdrawn for an equal principal amount of exchange notes that are freely tradable. |
• | You may withdraw tenders of outstanding notes at any time prior to the expiration date of the exchange offer. |
• | The exchange offer expires at 5:00 p.m., New York City time, on , 2021 unless we extend the offer. We do not currently intend to extend the expiration date. |
• | The exchange of outstanding notes for exchange notes in the exchange offer generally will not be a taxable event to a holder for United States federal income tax purposes. |
• | We will not receive any proceeds from the exchange offer. |
• | The exchange offer is subject to customary conditions, including the condition that the exchange offer not violate applicable law or any applicable interpretation of the staff of the Securities and Exchange Commission. |
• | The exchange notes are being offered in order to satisfy certain of our obligations under the registration rights agreement entered into in connection with the private offering of the outstanding notes. |
• | The terms of the exchange notes to be issued in the exchange offer are substantially identical to the terms of the outstanding notes, except that the exchange notes will be freely tradable. |
• | The exchange notes will be our unsecured senior obligations and will rank senior to all of our existing and future debt that is expressly subordinated to the exchange notes. The exchange notes will rank equally with all of our existing and future senior debt and will be effectively subordinated to all of our secured debt (to the extent of the value of the collateral securing such debt), including our senior credit facility, and structurally subordinated to all of the liabilities of our subsidiaries that do not guarantee the exchange notes. |
• | The outstanding notes are, and the exchange notes will be, unconditionally guaranteed on a joint and several basis by substantially all of our existing and future domestic subsidiaries, with certain exceptions. |
• | We do not intend to apply for listing of the exchange notes on any securities exchange or to arrange for them to be quoted on any quotation system. |
• | Each broker-dealer that receives exchange notes for its own account pursuant to the exchange offer must acknowledge that it will deliver a prospectus in connection with any resale of such exchange notes. The letter of transmittal states that by so acknowledging and delivering a prospectus, a broker-dealer will not be deemed to admit that it is an “underwriter” within the meaning of the Securities Act of 1933, as amended. |
• | This prospectus, as it may be amended or supplemented from time to time, may be used by a broker-dealer in connection with resales of exchange notes received in exchange for outstanding notes where such outstanding notes were acquired by such broker-dealer as a result of market-making activities or other trading activities. |
• | We and the guarantors have agreed that, for a period of 180 days after consummation of the exchange offer, we will make this prospectus available to any broker-dealer for use in connection with any such resale. See “Plan of Distribution.” |
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F-1 |
• | our future financial performance and condition; |
• | our business plans, objectives, prospects, growth and operating strategies; |
• | our anticipated capital expenditures and level of acquisition activity; |
• | our ability to integrate acquired assets and realize operating efficiency from acquisitions; |
• | market opportunities and our competitive positions; |
• | our future cash flows and expected cash requirements; |
• | estimated risks; |
• | our ability to maintain compliance with applicable covenants and restrictions included in Lamar Media’s senior credit facility, the indentures relating to its outstanding notes and its Accounts Receivables Securitization Program (as defined below under “Description of Material Indebtedness—Accounts Receivables Securitization Program”); and |
• | Lamar Advertising’s ability to remain qualified as a real estate investment trust (“REIT”). |
• | the severity and duration of the COVID-19 pandemic on our operations; |
• | the state of the economy and financial markets generally (including the impact cause by the COVID-19 pandemic) and their effects on the markets in which we operate and the broader demand for advertising; |
• | the levels of expenditures on advertising in general and outdoor advertising in particular; |
• | risks and uncertainties relating to our significant indebtedness; |
• | the demand for outdoor advertising and its continued popularity as an advertising medium; |
• | our need for, and ability to obtain, additional funding for acquisitions, operations and debt refinancing; |
• | increased competition within the outdoor advertising industry; |
• | the regulation of the outdoor advertising industry by federal, state and local governments; |
• | our ability to renew expiring contracts at favorable rates; |
• | the integration of businesses and assets that we acquire and our ability to recognize cost savings and operating efficiencies as a result of these acquisitions; |
• | our ability to successfully implement our digital deployment strategy; |
• | changes in accounting principles, policies or guidelines; |
• | our ability to effectively mitigate the threat of and damages caused by hurricanes and other kinds of severe weather; |
• | Lamar Advertising’s ability to qualify as a REIT and maintain its status as a REIT; |
• | changes in tax laws applicable to REITs or in the interpretation of those laws; and |
• | the other factors under “Risk Factors.” |
• | Bulletins |
• | Posters |
• | Logo signs |
* | All but one of our domestic subsidiaries (Missouri Logos, a partnership) are wholly owned. |
** | All of our domestic subsidiaries (except Lamar Partnering Sponsor, LLC, Lamar QRS Receivables, LLC and Lamar TRS Receivables, LLC (the “Special Purpose Subsidiaries”) and Missouri Logos, a partnership) will unconditionally guarantee the notes. Our foreign subsidiaries will not guarantee the notes. |
General | In connection with the private offering of the outstanding notes, we entered into a registration rights agreement with the initial purchasers in which we agreed, among other things, to deliver this prospectus to you and to use our reasonable best efforts to complete an exchange offer for the outstanding notes. | |
Exchange Offer | We are offering to exchange $550,000,000 principal amount of exchange notes, which have been registered under the Securities Act, for $550,000,000 principal amount of outstanding notes. | |
The outstanding notes may be exchanged only in denominations of $2,000 and integral multiples of $1,000. | ||
Resale of the Exchange Notes | Based on the position of the staff of the Division of Corporation Finance of the Commission in certain interpretive letters issued to third parties in other transactions, we believe that the exchange notes acquired in this exchange offer may be freely traded without compliance with the provisions of the Securities Act, if: • you are acquiring the exchange notes in the ordinary course of your business, • you have not engaged in, do not intend to engage in, and have no arrangement or understanding with any person to participate in, a distribution of the exchange notes, and • you are not our affiliate as defined in Rule 405 of
the Securities Act. | |
If you fail to satisfy any of these conditions, you must comply with the registration and prospectus delivery requirements of the Securities Act in connection with the resale of the exchange notes. | ||
Broker-dealers that acquired outstanding notes directly from us, but not as a result of market-making activities or other trading activities, must comply with the registration and prospectus delivery requirements of the Securities Act in connection with a resale of the exchange notes. See “Plan of Distribution.” | ||
Each broker-dealer that receives exchange notes for its own account pursuant to the exchange offer in exchange for outstanding notes that it acquired as a result of market-making or other trading activities must deliver a prospectus in connection with any resale of the exchange notes and provide us with a signed acknowledgement of this obligation. | ||
Expiration Date | This exchange offer will expire at 5:00 p.m., New York City time, on , 2021, unless we extend the offer. | |
Conditions to the Exchange Offer | The exchange offer is subject to limited, customary conditions, which we may waive. |
Procedures for Tendering Outstanding Notes |
If you wish to accept the exchange offer, you must deliver to the exchange agent, before the expiration of the exchange offer: • either a completed and signed letter of transmittal or, for outstanding notes tendered electronically, an agent’s message from The Depository Trust Company (“DTC”), Euroclear or Clearstream stating that the tendering participant agrees to be bound by the letter of transmittal and the terms of the exchange offer, • your outstanding notes, either by tendering them in physical form or by timely confirmation of book-entry transfer through DTC, Euroclear or Clearstream, and • all other documents
required by the letter of transmittal. | |
If you hold outstanding notes through DTC, Euroclear or Clearstream, you must comply with their standard procedures for electronic tenders, by which you will agree to be bound by the letter of transmittal. | ||
By signing, or by agreeing to be bound by, the letter of transmittal, you will be representing to us that: • you will be acquiring the exchange notes in the ordinary course of your business, • you have no arrangement or understanding with any person to participate in the distribution of the exchange notes, and • you are not our affiliate as defined under Rule 405 of the Securities Act. | ||
See “The Exchange Offer—Procedures for Tendering.” | ||
Guaranteed Delivery Procedures for Tendering Outstanding Notes |
If you cannot meet the expiration deadline or you cannot deliver your outstanding notes, the letter of transmittal or any other documentation to comply with the applicable procedures under DTC, Euroclear or Clearstream standard operating procedures for electronic tenders in a timely fashion, you may tender your notes according to the guaranteed delivery procedures set forth under “The Exchange Offer—Guaranteed Delivery Procedures.” | |
Special Procedures for Beneficial Holders |
If you beneficially own outstanding notes that are registered in the name of a broker, dealer, commercial bank, trust company or other nominee and you wish to tender in the exchange offer, you should contact that registered holder promptly and instruct that person to tender on your behalf. If you wish to tender in the exchange offer on your own behalf, you must, prior to completing and executing the letter of transmittal and delivering your outstanding notes, either arrange to have the outstanding notes registered in your name or obtain a properly completed bond power from the registered holder. The transfer of registered ownership may take considerable time. | |
Acceptance of Outstanding Notes and Delivery of Exchange Notes |
We will accept any outstanding notes that are properly tendered for exchange before 5:00 p.m., New York City time, on the day this exchange offer expires. The exchange notes will be delivered promptly after expiration of this exchange offer. |
Exchange Date | We will notify the exchange agent of the date of acceptance of the outstanding notes for exchange. | |
Withdrawal Rights | If you tender your outstanding notes for exchange in this exchange offer and later wish to withdraw them, you may do so at any time before 5:00 p.m., New York City time, on the day this exchange offer expires. | |
Consequences if You Do Not Exchange Your Outstanding Notes |
Outstanding notes that are not tendered in the exchange offer or are not accepted for exchange will continue to bear legends restricting their transfer. You will not be able to sell the outstanding notes unless: • an exemption from the requirements of the Securities Act is available to you, • we register the resale of outstanding notes under the Securities Act, or • the transaction requires neither an exemption from nor registration under the requirements of the Securities Act. | |
After the completion of the exchange offer, we will no longer have any obligation to register the outstanding notes, except in limited circumstances. | ||
Accrued Interest on the Outstanding Notes |
Any interest that has accrued on an outstanding note before its exchange in this exchange offer will be payable on the exchange note on the first interest payment date after the completion of this exchange offer. | |
United States Federal Income Tax Considerations |
The exchange of the outstanding notes for the exchange notes generally will not be a taxable event for United States federal income tax purposes. See “Material United States Federal Income Tax Considerations.” | |
Exchange Agent | U.S. Bank National Association is serving as the exchange agent. Its address and telephone number are provided in this prospectus under the heading “The Exchange Offer—Exchange Agent.” | |
Use of Proceeds | We will not receive any cash proceeds from this exchange offer. See “Use of Proceeds.” | |
Registration Rights Agreement | When we issued the outstanding notes, we and the guarantors entered into a registration rights agreement with the initial purchasers of the outstanding notes. Under the terms of the registration rights agreement, we agreed to use our reasonable best efforts to cause to become effective a registration statement with respect to an offer to exchange the outstanding notes for other freely tradable notes issued by us and that are registered with the Commission and that have substantially identical terms as the outstanding notes. If we fail to effect the exchange offer, we will use our reasonable best efforts to file and cause to become effective a shelf registration statement related to resales of the outstanding notes. We will be obligated to pay additional interest on the outstanding notes if we do not complete the exchange offer by |
October 19, 2021 or, if required, the shelf registration statement is not declared effective by October 19, 2021. See “Registration Rights Agreements.” | ||
Accounting Treatment | We will not recognize any gain or loss for accounting purposes upon the completion of the exchange offer in accordance with generally accepted accounting principles. See “The Exchange Offer—Accounting Treatment.” |
• | the exchange notes will be registered under the Securities Act and therefore will not bear legends restricting their transfer; and |
• | specified rights under the registration rights agreement, including the provisions providing for registration rights and the payment of additional interest in specified circumstances, will be limited or eliminated. |
Issuer | Lamar Media Corp. | |
Securities Offered | $550,000,000 aggregate principal amount of 3 5/8% Senior Notes due 2031 | |
Exchange Notes Maturity Date | January 15, 2031 | |
Exchange Notes Interest Rate | 3.625% per year | |
Exchange Notes Optional Redemption | We may redeem some or all of the exchange notes at any time on or after January 15, 2026. We may also redeem some or all of the exchange notes before January 15, 2026 at a redemption price of 100% of the principal amount, plus accrued, unpaid, and special interest, if any, to the redemption date, plus a “make-whole” premium. We may also redeem up to 40% of the aggregate principal amount of the exchange notes using the proceeds from certain public equity offerings completed before January 15, 2024 so long as at least 60% of the aggregate principal amount of the notes remains outstanding. The redemption prices are described under “Description of Exchange Notes—Optional Redemption.” | |
Exchange Notes Interest Payment Date | April 15 and October 15 of each year, beginning on April 15, 2021. Interest will accrue from January 22, 2021. | |
Guarantees | Substantially all of our existing and certain of our future domestic subsidiaries will unconditionally guarantee the exchange notes. | |
Ranking | The exchange notes will be our general unsecured obligations and will rank senior to all of our existing and future debt that is expressly subordinated to the exchange notes. The exchange notes will rank equally with all of our existing and future senior debt, including our 3 3/4% Senior Notes due 2028, our 4% Senior Notes due 2030, and our 4 7/8% Senior Notes due 2029 and will be effectively subordinated to all of our secured debt (to the extent of the value of the collateral securing such debt), including our senior credit facility and our Accounts Receivables Securitization Program, and structurally subordinated to all of the liabilities of any of our subsidiaries that do not guarantee the exchange notes (including, without limitation, the liabilities of the Special Purpose Subsidiaries under the Accounts Receivable Securitization Program). |
The guarantees will be unsecured obligations of the subsidiary guarantors and will rank senior to all their existing and future debt that is expressly subordinated to the guarantees. The guarantees will rank equally with all existing and future senior debt of such subsidiary guarantors and will be effectively subordinated to all of such subsidiary guarantors’ secured debt (to the extent of the collateral securing such debt), including their guarantees of our senior credit facility. | ||
As of March 31, 2021, the exchange notes and the subsidiary guarantees would have been effectively subordinated to approximately $767.2 million in secured debt, excluding approximately $710.6 million of additional borrowing capacity under our senior credit facility, and would rank equally with $2.07 billion in various series of senior notes, net of deferred issuance costs, including the notes. As of March 31, 2021, our non-guarantor subsidiaries had approximately $0.5 million in trade payables and our Special Purpose Subsidiaries had $154.7 million of borrowings under our Accounts Receivable Securitization Program. | ||
Change of Control and Asset Sales | If we or Lamar Advertising experience specific kinds of changes of control or we sell assets under certain circumstances, we will be required to make an offer to purchase the notes at the prices listed in “Description of Exchange Notes—Material Covenants—Change of Control” and “Description of Exchange Notes—Material Covenants—Limitations on Certain Asset Sales.” We may not have sufficient funds available at the time of any change of control to effect the purchase. | |
Material Covenants | The indenture governing the notes restrict our ability and the ability of our restricted subsidiaries to, among other things: • incur additional debt and issue preferred stock; • make certain distributions, investments and other restricted payments; • create certain liens; • enter into transactions with affiliates; • agree to any restrictions on the ability of restricted subsidiaries to make payments to us; • merge, consolidate or sell substantially all of our assets; and • sell assets. | |
These covenants are subject to important exceptions and qualifications, and certain of these covenants will not be applicable during any period of time if the exchange notes have an investment grade rating. See “Description of Exchange Notes” in this prospectus. |
Year ended December 31, |
Three months ended March 31, |
|||||||||||||||||||||||||||
(dollars in thousands) |
2016 |
2017 |
2018 |
2019 |
2020 |
2020 |
2021 |
|||||||||||||||||||||
(unaudited) |
||||||||||||||||||||||||||||
Statement of operations data: |
||||||||||||||||||||||||||||
Net revenues |
$ | 1,500,294 | $ | 1,541,260 | $ | 1,627,222 | $ | 1,753,644 | $ | 1,568,856 | $ | 406,569 | $ | 370,881 | ||||||||||||||
Operating expenses: |
||||||||||||||||||||||||||||
Direct advertising expenses |
525,597 | 540,880 | 561,848 | 590,078 | 557,661 | 149,494 | 131,215 | |||||||||||||||||||||
General and administrative expenses |
269,423 | 276,229 | 289,428 | 318,380 | 287,874 | 82,204 | 72,649 | |||||||||||||||||||||
Corporate expenses |
75,994 | 61,962 | 82,497 | 84,229 | 70,457 | 18,367 | 17,623 | |||||||||||||||||||||
Depreciation and amortization |
204,958 | 211,104 | 225,261 | 250,028 | 251,296 | 62,313 | 60,749 | |||||||||||||||||||||
(Gain) loss on disposition of assets |
(15,095 | ) | (4,664 | ) | 7,233 | (7,241 | ) | (9,026 | ) | (2,504 | ) | (415 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Total operating expenses |
1,060,877 | 1,085,511 | 1,166,267 | 1,235,474 | 1,158,262 | 309,874 | 281,821 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Operating income |
439,417 | 455,749 | 460,955 | 518,170 | 410,594 | 96,695 | 89,060 | |||||||||||||||||||||
Interest expense, net |
123,682 | 128,390 | 129,198 | 149,852 | 136,826 | 36,363 | 27,980 | |||||||||||||||||||||
Loss on debt extinguishment |
3,198 | 71 | 15,429 | — | 25,235 | 18,179 | 21,604 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Income before income taxes |
312,537 | 327,288 | 316,328 | 368,318 | 248,533 | 42,153 | 39,476 | |||||||||||||||||||||
Income tax expense (benefit) |
13,356 | 9,230 | 10,697 | (4,222 | ) | 4,660 | 1,536 | 1,010 | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Net income |
$ | 299,181 | $ | 318,058 | $ | 305,631 | $ | 372,540 | $ | 243,873 | $ | 40,617 | $ | 38,466 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, |
Three months ended March 31, |
|||||||||||||||||||||||||||
(dollars in thousands) |
2016 |
2017 |
2018 |
2019 |
2020 |
2020 |
2021 |
|||||||||||||||||||||
(unaudited) |
||||||||||||||||||||||||||||
Other financial data (unaudited): |
||||||||||||||||||||||||||||
Adjusted EBITDA(1) |
$ | 657,840 | $ | 671,788 | $ | 722,892 | $ | 785,312 | $ | 672,023 | $ | 159,941 | $ | 152,569 | ||||||||||||||
Adjusted EBITDA margin(2) |
44 | % | 44 | % | 44 | % | 45 | % | 43 | % | 39 | % | 41 | % | ||||||||||||||
Ratio of Adjusted EBITDA to interest expense, net(3) |
5.3x | 5.2x | 5.6x | 5.2x | 4.9x | 4.4x | 5.5x | |||||||||||||||||||||
Ratio of total debt to Adjusted EBITDA(4) |
3.6x | 3.8x | 4.0x | 3.8x | 4.4x | — | — | |||||||||||||||||||||
Capital expenditures |
$ | 107,612 | $ | 109,329 | $ | 117,638 | $ | 140,956 | $ | 62,272 | $ | 25,709 | $ | 16,332 | ||||||||||||||
Other data (as of end of period)(unaudited): |
||||||||||||||||||||||||||||
Total billboard displays |
148,828 | 149,827 | 156,919 | 157,790 | 153,154 | 157,632 | 152,621 | |||||||||||||||||||||
Total logo displays |
143,722 | 145,061 | 148,909 | 151,216 | 137,120 | 150,240 | 136,998 |
As of December 31, |
As of March 31, |
|||||||||||||||||||||||||||
(dollars in thousands) |
2016 |
2017 |
2018 |
2019 |
2020 |
2020 |
2021 |
|||||||||||||||||||||
(unaudited) |
||||||||||||||||||||||||||||
Balance sheet data(5): |
||||||||||||||||||||||||||||
Cash and cash equivalents |
$ | 35,030 | $ | 114,971 | $ | 20,994 | $ | 25,688 | $ | 121,069 | $ | 496,139 | $ | 42,546 | ||||||||||||||
Working capital (deficit) |
39,691 | 98,033 | (86,699 | ) | (357,180 | ) | (160,992 | ) | 251,328 | (222,546 | ) | |||||||||||||||||
Total assets |
3,882,480 | 4,197,942 | 4,527,886 | 5,924,421 | 5,774,707 | 6,376,266 | 5,633,762 | |||||||||||||||||||||
Long-term debt, net of deferred financing costs (including current maturities) |
2,349,183 | 2,556,690 | 2,888,688 | 2,980,118 | 2,886,516 | 3,551,809 | 2,840,124 | |||||||||||||||||||||
Stockholder’s equity |
1,056,386 | 1,091,098 | 1,120,196 | 1,169,531 | 1,192,844 | 1,127,224 | 1,171,810 |
(1) | Adjusted EBITDA is defined as net income (loss) before stock-based compensation, the impact of Accounting Standards Codification (ASC) Topic 842 adoption, capitalized contract fulfillment costs, net, interest expense (income), income tax expense (benefit), depreciation and amortization, (gain) loss on disposition of assets and investments and (gain) loss on extinguishment of debt and investments. Adjusted EBITDA represents a measure that we believe is customarily used by investors and analysts to evaluate the financial performance of companies in the media industry. Our management also believes that Adjusted EBITDA is useful in evaluating our core operating results. However, Adjusted EBITDA is not a measure of financial performance under accounting principles generally accepted in the United States and should not be considered an alternative to operating income or net income as an indicator of our operating performance or
to net cash provided by operating activities as a measure of our liquidity. Because Adjusted EBITDA is not calculated identically by all companies, the presentation in this offering memorandum may not be comparable to those disclosed by other companies. In addition, the definition of Adjusted EBITDA differs from the definition of EBITDA applicable to the covenants for the notes. |
Year Ended December 31, |
Three Months Ended March 31, |
|||||||||||||||||||||||||||
(dollars in thousands) |
2016 |
2017 |
2018 |
2019 |
2020 |
2020 |
2021 |
|||||||||||||||||||||
(unaudited) |
||||||||||||||||||||||||||||
Statement of operations data: |
||||||||||||||||||||||||||||
Net income |
$ | 299,181 | $ | 318,058 | $ | 305,631 | $ | 372,540 | $ | 243,873 | $ | 40,617 | $ | 38,466 |
Year Ended December 31, |
Three Months Ended March 31, |
|||||||||||||||||||||||||||
(dollars in thousands) |
2016 |
2017 |
2018 |
2019 |
2020 |
2020 |
2021 |
|||||||||||||||||||||
(unaudited) |
||||||||||||||||||||||||||||
Stock-based compensation |
28,560 | 9,599 | 29,443 | 29,647 | 18,772 | 3,437 | 3,675 | |||||||||||||||||||||
Impact of ASC 842 adoption |
— | — | — | 3,894 | — | — | — | |||||||||||||||||||||
Capitalized contract fulfillment costs, net |
— | — | — | (9,186 | ) | 387 | — | (500 | ) | |||||||||||||||||||
Depreciation and amortization |
204,958 | 211,104 | 225,261 | 250,028 | 251,296 | 62,313 | 60,749 | |||||||||||||||||||||
(Gain) loss on disposition of assets and investments |
(15,095 | ) | (4,664 | ) | 7,233 | (7,241 | ) | (9,026 | ) | (2,504 | ) | (415 | ) | |||||||||||||||
Interest expense, net |
123,682 | 128,390 | 129,198 | 149,852 | 136,826 | 36,363 | 27,980 | |||||||||||||||||||||
Loss on debt extinguishment |
3,198 | 71 | 15,429 | — | 25,235 | 18,179 | 21,604 | |||||||||||||||||||||
Income tax (benefit) expense |
13,356 | 9,230 | 10,697 | (4,222 | ) | 4,660 | 1,536 | 1,010 | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Adjusted EBITDA (unaudited) |
$ | 657,840 | $ | 671,788 | $ | 722,892 | $ | 785,312 | $ | 672,023 | $ | 159,941 | $ | 152,569 |
(2) | Adjusted EBITDA margin is defined as Adjusted EBITDA divided by net revenues. |
(3) | Ratio of Adjusted EBITDA to interest expense is defined as Adjusted EBITDA divided by net interest expense. |
(4) | Ratio of total debt to Adjusted EBITDA is defined as total debt divided by Adjusted EBITDA. |
(5) | Certain balance sheet reclassifications were made in order to be comparable to the current year presentation. |
• | certificates for outstanding notes or a book-entry confirmation of a book-entry transfer of outstanding notes into the exchange agent’s account at DTC, New York, New York as a depository, including an agent’s message, as defined in this prospectus, if the tendering holder does not deliver a letter of transmittal; |
• | a complete and signed letter of transmittal, or facsimile copy, with any required signature guarantees, or, in the case of a book-entry transfer, an agent’s message in place of the letter of transmittal; and |
• | any other documents required by the letter of transmittal. |
• | the number of holders of the exchange notes; |
• | the interest of securities dealers in making a market for the exchange notes; |
• | the overall market for high yield securities; |
• | our financial performance or prospects; and |
• | the prospects for companies in our industry generally. |
• | make it more difficult for us to comply with the financial covenants in our senior credit facility and in our Accounts Receivable Securitization Program, which could result in a default and an acceleration of all amounts outstanding under the facility or under the Accounts Receivable Securitization Program; |
• | limit the cash flow available to fund our working capital, capital expenditures or other general corporate requirements; |
• | limit our ability to obtain additional financing to fund future working capital, capital expenditures or other general corporate requirements; |
• | place us at a competitive disadvantage relative to those of our competitors that have less debt; |
• | force us to seek and obtain alternate or additional sources of funding, which may be unavailable, or may be on less favorable terms, or may require the consent of lenders under our senior credit facility or the holders of our other debt; |
• | limit our flexibility in planning for, or reacting to, changes in our business and industry; and |
• | increase our vulnerability to general adverse economic and industry conditions. |
• | incur or repay debt; |
• | dispose of assets; |
• | create liens; |
• | make investments; |
• | enter into affiliate transactions; and |
• | pay dividends and make inter-company distributions. |
• | was insolvent or rendered insolvent by reason of such incurrence; |
• | was engaged in a business or transaction for which such subsidiary guarantor’s remaining assets constituted unreasonably small capital; or |
• | intended to incur, or believed that it would incur, debts beyond its ability to pay such debts as they mature. |
• | the sum of its debts, including contingent liabilities, were greater than the fair saleable value of all of its assets; |
• | the present fair saleable value of its assets were less than the amount that would be required to pay its probable liability on its existing debts, including contingent liabilities, as they become absolute and mature; or |
• | it could not pay its debts as they become due. |
• | the pool of suitable acquisition candidates is dwindling, and we may have a more difficult time negotiating acquisitions on favorable terms; |
• | we may face increased competition for acquisition candidates from other outdoor advertising companies, some of which may have greater financial resources than we do, which may result in higher prices for those businesses and assets; |
• | we may not have access to the capital needed to finance potential acquisitions and may be unable to obtain any required consents from our current lenders to obtain alternate financing; |
• | Lamar Advertising’s compliance with REIT requirements may hinder our ability to make certain investments and may limit our acquisition opportunities; |
• | we may be unable to integrate acquired businesses and assets effectively with our existing operations and systems as a result of unforeseen difficulties that could divert significant time, attention and effort from management that could otherwise be directed at developing existing business; |
• | we may be unable to retain key personnel of acquired businesses; |
• | we may not realize the benefits and cost savings anticipated in our acquisitions; and |
• | as the industry consolidates further, larger mergers and acquisitions may face substantial scrutiny under antitrust laws. |
• | a widespread reallocation of advertising expenditures to other available media by significant renters of our displays; and |
• | a decline in the amount spent on advertising in general or outdoor advertising in particular. |
• | elect Lamar Advertising’s entire Board of Directors; |
• | control Lamar Advertising’s management and policies; and |
• | determine the outcome of any corporate transaction or other matter requiring the approval of Lamar Advertising’s stockholders, including charter amendments, mergers, consolidations, financings and asset sales. |
• | it will not be allowed a deduction for distributions to its stockholders in computing its taxable income; |
• | it and its subsidiaries, including Lamar Media, will be subject to applicable federal and state income tax, including any applicable state-level alternative minimum tax, on its taxable income at regular corporate rates; and |
• | it would be disqualified from REIT tax treatment for the four taxable years following the year during which it was so disqualified. |
As of March 31, 2021 |
||||
(dollars in thousands) |
Actual (unaudited) |
|||
Cash and cash equivalents |
$ | 42,546 | ||
|
|
|||
Current maturities of long term debt, net of deferred financing costs (1) |
155,039 | |||
|
|
|||
Long-term debt, net of deferred financing costs, including current maturities: |
||||
Senior Credit Facility (2) |
612,526 | |||
Accounts Receivable Securitization Program (1) |
154,667 | |||
3 5/8% Senior Notes due 2031 |
542,059 | |||
3 3/4% Senior Notes due 2028 |
592,214 | |||
4% Senior Notes due 2030 |
541,563 | |||
4 7/8% Senior Notes due 2029 |
394,554 | |||
Other long-term debt |
2,541 | |||
|
|
|||
Total long-term debt, including current maturities |
2,840,124 | |||
|
|
|||
Total stockholder’s equity |
1,171,810 | |||
|
|
|||
Total capitalization |
4,011,934 | |||
|
|
(1) | Includes borrowings under the Accounts Receivable Securitization Program, as adjusted. Additional borrowing capacity under Accounts Receivable Securitization Program as of March 31, 2021 is $11.4 million. |
(2) | Additional borrowing capacity under our revolving senior credit facility as of March 31, 2021 is $710.6 million. |
Year ended December 31, |
Three months ended March 31, |
|||||||||||||||||||||||||||
(dollars in thousands) |
2016 |
2017 |
2018 |
2019 |
2020 |
2020 |
2021 |
|||||||||||||||||||||
(unaudited) |
||||||||||||||||||||||||||||
Statement of operations data: |
||||||||||||||||||||||||||||
Net revenues |
$ | 1,500,294 | $ | 1,541,260 | $ | 1,627,222 | $ | 1,753,644 | $ | 1,568,856 | $ | 406,569 | $ | 370,881 | ||||||||||||||
Operating expenses: |
||||||||||||||||||||||||||||
Direct advertising expenses |
525,597 | 540,880 | 561,848 | 590,078 | 557,661 | 149,494 | 131,215 | |||||||||||||||||||||
General and administrative expenses |
269,423 | 276,229 | 289,428 | 318,380 | 287,874 | 82,204 | 72,649 | |||||||||||||||||||||
Corporate expenses |
75,994 | 61,962 | 82,497 | 84,229 | 70,457 | 18,367 | 17,623 | |||||||||||||||||||||
Depreciation and amortization |
204,958 | 211,104 | 225,261 | 250,028 | 251,296 | 62,313 | 60,749 | |||||||||||||||||||||
(Gain) loss on disposition of assets |
(15,095 | ) | (4,664 | ) | 7,233 | (7,241 | ) | (9,026 | ) | (2,504 | ) | (415 | ) | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Total operating expenses |
1,060,877 | 1,085,511 | 1,166,267 | 1,235,474 | 1,158,262 | 309,874 | 281,821 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Operating income |
439,417 | 455,749 | 460,955 | 518,170 | 410,594 | 96,695 | 89,060 | |||||||||||||||||||||
Interest expense, net |
123,682 | 128,390 | 129,198 | 149,852 | 136,826 | 36,363 | 27,980 | |||||||||||||||||||||
Loss on debt extinguishment |
3,198 | 71 | 15,429 | — | 25,235 | 18,179 | 21,604 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Income before income taxes |
312,537 | 327,288 | 316,328 | 368,318 | 248,533 | 42,153 | 39,476 | |||||||||||||||||||||
Income tax expense (benefit) |
13,356 | 9,230 | 10,697 | (4,222 | ) | 4,660 | 1,536 | 1,010 | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Net income |
$ | 299,181 | $ | 318,058 | $ | 305,631 | $ | 372,540 | $ | 243,873 | $ | 40,617 | $ | 38,466 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, |
Three months ended March 31, |
|||||||||||||||||||||||||||
(dollars in thousands) |
2016 |
2017 |
2018 |
2019 |
2020 |
2020 |
2021 |
|||||||||||||||||||||
(unaudited) |
||||||||||||||||||||||||||||
Other data (as of end of period) : |
||||||||||||||||||||||||||||
Total billboard displays |
148,828 | 149,827 | 156,919 | 157,790 | 153,154 | 157,632 | 152,621 | |||||||||||||||||||||
Total logo displays |
143,722 | 145,061 | 148,909 | 151,216 | 137,120 | 150,240 | 136,998 | |||||||||||||||||||||
Balance sheet data (1) : |
||||||||||||||||||||||||||||
Cash and cash equivalents |
$ | 35,030 | $ | 114,971 | $ | 20,994 | $ | 25,688 | $ | 121,069 | $ | 496,139 | $ | 42,546 | ||||||||||||||
Working capital (deficit) |
39,691 | 98,033 | (86,699 | ) | (357,180 | ) | (160,992 | ) | 251,328 | (222,546 | ) | |||||||||||||||||
Total assets |
3,882,480 | 4,197,942 | 4,527,886 | 5,924,421 | 5,774,707 | 6,376,266 | 5,633,762 | |||||||||||||||||||||
Long-term debt, net of deferred financing costs (including current maturities) |
2,349,183 | 2,556,690 | 2,888,688 | 2,980,118 | 2,886,516 | 3,551,809 | 2,840,124 | |||||||||||||||||||||
Stockholder’s equity |
1,056,386 | 1,091,098 | 1,120,196 | 1,169,531 | 1,192,844 | 1,127,224 | 1,171,810 |
(1) | Certain balance sheet reclassifications were made in order to be comparable to the current year presentation. |
Three Months Ended |
||||||||
2020 |
||||||||
Total capital expenditures: |
||||||||
Billboard — traditional |
$ | 2,767 | $ | 6,520 | ||||
Billboard — digital |
9,074 | 11,575 | ||||||
Logos |
1,923 | 2,875 | ||||||
Transit |
453 | 1,566 | ||||||
Land and buildings |
974 | 1,236 | ||||||
Operating equipment |
1,141 | 1,937 | ||||||
|
|
|
|
|||||
Total capital expenditures |
$ | 16,332 | $ | 25,709 | ||||
|
|
|
|
Three Months Ended |
||||||||
2020 |
||||||||
(in thousands) |
||||||||
Reported net revenue |
$ | 370,881 | $ | 406,569 | ||||
Acquisition net revenue |
— | (2,401 | ) | |||||
|
|
|
|
|||||
Adjusted totals |
$ | 370,881 | $ | 404,168 | ||||
|
|
|
|
Three Months Ended March 31, |
Amount of Increase (Decrease) |
Percent Increase (Decrease) |
||||||||||||||
2021 |
2020 |
|||||||||||||||
Net income |
$ | 38,466 | $ | 40,617 | $ | (2,151 | ) | (5.3 |
)% | |||||||
Income tax expense |
1,010 | 1,536 | (526 | ) | ||||||||||||
Loss on debt extinguishment |
21,604 | 18,179 | 3,425 | |||||||||||||
Interest expense (income), net |
27,980 | 36,363 | (8,383 | ) | ||||||||||||
Gain on disposition of assets |
(415 | ) | (2,504 | ) | 2,089 | |||||||||||
Depreciation and amortization |
60,749 | 62,313 | (1,564 | ) | ||||||||||||
Capitalized contract fulfillment costs, net |
(500 | ) | — | (500 | ) | |||||||||||
Stock-based compensation expense |
3,675 | 3,437 | 238 | |||||||||||||
|
|
|
|
|
|
|||||||||||
Adjusted EBITDA |
$ | 152,569 | $ | 159,941 | $ | (7,372 | ) | (4.6 |
)% | |||||||
|
|
|
|
|
|
Three Months Ended March 31, |
Amount of Increase (Decrease) |
Percent Increase (Decrease) |
||||||||||||||
2021 |
2020 |
|||||||||||||||
Net income |
$ | 38,466 | $ | 40,617 | $ | (2,151 | ) | (5.3 |
)% | |||||||
Depreciation and amortization related to real estate |
57,963 | 59,364 | (1,401 | ) | ||||||||||||
Gain from sale or disposal of real estate, net of tax |
(383 | ) | (2,543 | ) | 2,160 | |||||||||||
Adjustments for unconsolidated affiliates and non-controlling interest |
153 | 249 | (96 | ) | ||||||||||||
|
|
|
|
|
|
|||||||||||
FFO |
$ | 96,199 | $ | 97,687 | $ | (1,488 | ) | (1.5 |
)% | |||||||
|
|
|
|
|
|
|||||||||||
Straight line expense |
775 | 1,054 | (279 | ) |
Three Months Ended March 31, |
Amount of Increase (Decrease) |
Percent Increase (Decrease) |
||||||||||||||
2021 |
2020 |
|||||||||||||||
Capitalized contract fulfillment costs, net |
(500 | ) | — | (500 | ) | |||||||||||
Stock-based compensation expense |
3,675 | 3,437 | 238 | |||||||||||||
Non-cash portion of tax provision |
(1,020 | ) | (419 | ) | (601 | ) | ||||||||||
Non-real estate related depreciation and amortization |
2,787 | 2,949 | (162 | ) | ||||||||||||
Amortization of deferred financing costs |
1,371 | 1,378 | (7 | ) | ||||||||||||
Loss on extinguishment of debt |
21,604 | 18,179 | 3,425 | |||||||||||||
Capital expenditures – maintenance |
(7,904 | ) | (10,629 | ) | 2,725 | |||||||||||
Adjustments for unconsolidated affiliates and non-controlling interest |
(153 | ) | (249 | ) | 96 | |||||||||||
|
|
|
|
|
|
|||||||||||
AFFO |
$ | 116,834 | $ | 113,387 | $ | 3,447 | 3.0 |
% | ||||||||
|
|
|
|
|
|
Year ended December 31, |
||||||||
2019 |
||||||||
(in thousands) |
||||||||
Reported net revenue |
$ | 1,568,856 | $ | 1,753,644 | ||||
Acquisition net revenue |
— | 6,438 | ||||||
|
|
|
|
|||||
Adjusted totals |
$ | 1,568,856 | $ | 1,760,082 | ||||
|
|
|
|
Year Ended December 31, |
Amount of Increase (Decrease) |
Percent Increase (Decrease) |
||||||||||||||
2020 |
2019 |
|||||||||||||||
Net income |
$ | 243,873 | $ | 372,540 | $ | (128,667 | ) | (34.5 | )% | |||||||
Income tax expense (benefit) |
4,660 | (4,222 | ) | 8,882 | ||||||||||||
Loss on extinguishment of debt |
25,235 | — | 25,235 | |||||||||||||
Interest expense, net |
136,826 | 149,852 | (13,026 | ) | ||||||||||||
Gain on disposition of assets |
(9,026 | ) | (7,241 | ) | (1,785 | ) | ||||||||||
Depreciation and amortization |
251,296 | 250,028 | 1,268 | |||||||||||||
Impact of ASC 842 adoption |
— | 3,894 | (3,894 | ) | ||||||||||||
Capitalized contract fulfillment costs, net |
387 | (9,186 | ) | 9,573 | ||||||||||||
Stock-based compensation expense |
18,772 | 29,647 | (10,875 | ) | ||||||||||||
|
|
|
|
|
|
|||||||||||
Adjusted EBITDA |
$ | 672,023 | $ | 785,312 | $ | (113,289 | ) | (14.4 | )% | |||||||
|
|
|
|
|
|
Year Ended December 31, |
Amount of Increase (Decrease) |
Percent Increase (Decrease) |
||||||||||||||
2020 |
2019 |
|||||||||||||||
Net income |
$ | 243,873 | $ | 372,540 | $ | (128,667 | ) | (34.5 | )% | |||||||
Depreciation and amortization related to real estate |
238,932 | 235,802 | 3,130 | |||||||||||||
Gain from disposition of real estate assets and investments |
(5,790 | ) | (6,775 | ) | 985 | |||||||||||
Non-cash tax benefit for REIT converted assets |
— | (17,031 | ) | 17,031 | ||||||||||||
Adjustments for unconsolidated affiliates and non-controlling interest |
629 | 771 | (142 | ) | ||||||||||||
|
|
|
|
|
|
|||||||||||
FFO |
$ | 477,644 | $ | 585,307 | $ | (107,663 | ) | (18.4 | )% | |||||||
|
|
|
|
|
|
|||||||||||
Straight-line expense (income) |
3,597 | (361 | ) | 3,958 | ||||||||||||
Impact of ASC 842 adoption |
— | 3,894 | (3,894 | ) | ||||||||||||
Capitalized contract fulfillment costs, net |
387 | (9,186 | ) | 9,573 | ||||||||||||
Stock-based compensation expense |
18,772 | 29,647 | (10,875 | ) | ||||||||||||
Non-cash portion of tax provision |
(797 | ) | 2,901 | (3,698 | ) | |||||||||||
Gain from one-time sale of non-real estate assets |
(3,197 | ) | — | (3,197 | ) | |||||||||||
Non-real estate related depreciation and amortization |
12,364 | 14,226 | (1,862 | ) | ||||||||||||
Amortization of deferred financing costs |
5,909 | 5,365 | 544 |
Year Ended December 31, |
Amount of Increase (Decrease) |
Percent Increase (Decrease) |
||||||||||||||
2020 |
2019 |
|||||||||||||||
Loss on extinguishment of debt |
25,235 | — | 25,235 | |||||||||||||
Capital expenditures – maintenance |
(24,028 | ) | (49,155 | ) | 25,127 | |||||||||||
Adjustments for unconsolidated affiliates and non-controlling interest |
(629 | ) | (771 | ) | 142 | |||||||||||
|
|
|
|
|
|
|||||||||||
AFFO |
$ | 515,257 | $ | 581,867 | $ | (66,610 | ) | (11.4 | )% | |||||||
|
|
|
|
|
|
• | up to $2.0 billion of indebtedness under the senior credit facility; |
• | indebtedness outstanding on the date of the indentures or debt incurred to refinance outstanding debt; |
• | inter-company debt between us and our restricted subsidiaries or between restricted subsidiaries; |
• | certain purchase money indebtedness and capitalized lease obligations to acquire or lease property in the ordinary course of business that cannot exceed the greater of $50.0 million or 5% of our net tangible assets; |
• | additional debt not to exceed $75.0 million; and |
• | up to $500.0 million of permitted securitization financings. |
Payments Due by Period |
||||||||||||||||||||
Contractual Obligations |
Total |
Less Than 1 Year |
1 - 3 Years |
3 - 5 Years |
After 5 Years |
|||||||||||||||
(In millions) |
||||||||||||||||||||
Long-term debt |
$ | 2,840.1 | $ | 155.0 | $ | 0.8 | $ | 21.6 | $ | 2,662.7 | ||||||||||
Interest obligations on long-term debt (1) |
754.4 | 92.6 | 188.4 | 187.8 | 285.6 | |||||||||||||||
Billboard site, transit and other operating and financing leases |
1,650.6 | 162.5 | 397.9 | 304.4 | 785.8 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total payments due |
$ | 5,245.1 | $ | 410.1 | $ | 587.1 | $ | 513.8 | $ | 3,734.1 | ||||||||||
|
|
|
|
|
|
|
|
|
|
(1) | Interest rates on our variable rate instruments are assuming rates at the March 2021 levels. |
Amount of Expiration Per Period |
||||||||||||||||||||
Other Commercial Commitments |
Total Amount Committed |
Less Than 1 Year |
1 - 3 Years |
3 - 5 Years |
After 5 Years |
|||||||||||||||
(In millions) |
||||||||||||||||||||
Revolving Bank Facility (2) |
$ | 750.0 | $ | — | $ | — | $ | 750.0 | $ | — | ||||||||||
Standby Letters of Credit (3) |
$ | 14.4 | $ | 13.9 | $ | 0.5 | $ | — | $ | — |
(2) | Lamar Media had $25.0 million outstanding under the revolving credit facility as of March 31, 2021. |
(3) | The standby letters of credit are issued under the revolving credit facility and reduce the availability of the facility by the same amount. |
• | Bulletins |
• | Posters |
• | Logo signs |
• | Capital expenditures program. |
• | Acquisitions. |
Colorado | Georgia | Louisiana | Mississippi | Nebraska | New Jersey | South Carolina | ||||||
Delaware | Kansas | Michigan | Missouri (1) |
Nevada | New Mexico | Tennessee | ||||||
Florida | Kentucky | Minnesota | Montana | New Hampshire | Ohio | Utah | ||||||
Oklahoma | Wisconsin |
(1) | The logo sign contract in Missouri is operated by a 66 2/3% owned partnership. |
• | Larger outdoor advertising providers, such as (i) Clear Channel Outdoor Holdings, Inc., which operates billboards, street furniture displays, transit displays and other out-of-home |
• | Broadcast and cable television, radio, print media, direct mail marketing, the internet, social media and applications used in conjunction with wireless devices. |
• | An increasing variety of out-of-home |
Percentage of Revenues for the year ended, |
Number of Displays for the year ended, |
|||||||||||||||||||||||||||||||||||||||||||
Market |
Static Billboard Displays |
Digital Billboard Displays |
Transit Displays |
Logo Displays |
Total Displays |
Static Billboard Displays |
Digital Billboard Displays |
Transit Displays |
Logo Displays |
Total Displays |
Percentage of Total Displays |
|||||||||||||||||||||||||||||||||
Pittsburgh, PA |
2.0 | % | 3.5 | % | 0.6 | % | — | 2.1 | % | 2,919 | 58 | 339 | — | 3,316 | 0.9 | % | ||||||||||||||||||||||||||||
New York, NY |
2.4 | % | 1.7 | % | — | — | 2.0 | % | 995 | 42 | — | — | 1,037 | 0.3 | % | |||||||||||||||||||||||||||||
Las Vegas, NV |
1.4 | % | 1.7 | % | 7.6 | % | — | 1.7 | % | 796 | 73 | 1,498 | — | 2,367 | 0.7 | % | ||||||||||||||||||||||||||||
Seattle, WA |
2.0 | % | 1.0 | % | 2.5 | % | — | 1.7 | % | 1,685 | 18 | 2,278 | — | 3,981 | 1.1 | % | ||||||||||||||||||||||||||||
Gary, IN |
1.6 | % | 2.6 | % | — | — | 1.7 | % | 1,680 | 116 | — | — | 1,796 | 0.5 | % | |||||||||||||||||||||||||||||
Cleveland, OH |
1.6 | % | 2.2 | % | 1.6 | % | — | 1.7 | % | 2,306 | 58 | 2,495 | — | 4,859 | 1.4 | % | ||||||||||||||||||||||||||||
San Bernardino, CA |
1.6 | % | 2.0 | % | 1.8 | % | — | 1.6 | % | 665 | 44 | 1,179 | — | 1,888 | 0.5 | % | ||||||||||||||||||||||||||||
Dallas, TX |
1.9 | % | 0.8 | % | 1.9 | % | — | 1.5 | % | 1,347 | 22 | 459 | — | 1,828 | 0.5 | % | ||||||||||||||||||||||||||||
Nashville, TN |
1.5 | % | 2.2 | % | — | — | 1.5 | % | 1,695 | 65 | — | — | 1,760 | 0.5 | % | |||||||||||||||||||||||||||||
Knoxville, TN |
1.7 | % | 0.8 | % | — | — | 1.3 | % | 2,167 | 31 | — | — | 2,198 | 0.6 | % | |||||||||||||||||||||||||||||
Raleigh, NC |
1.6 | % | 0.9 | % | — | — | 1.3 | % | 2,697 | 44 | — | — | 2,741 | 0.8 | % | |||||||||||||||||||||||||||||
Atlanta, GA |
1.1 | % | 2.4 | % | — | — | 1.3 | % | 747 | 70 | — | — | 817 | 0.2 | % | |||||||||||||||||||||||||||||
Oklahoma City, OK |
1.4 | % | 1.3 | % | — | — | 1.2 | % | 2,137 | 33 | — | — | 2,170 | 0.6 | % | |||||||||||||||||||||||||||||
Richmond, VA |
1.3 | % | 1.6 | % | — | — | 1.2 | % | 1,285 | 41 | — | — | 1,326 | 0.4 | % | |||||||||||||||||||||||||||||
Reading, PA |
1.1 | % | 2.0 | % | — | — | 1.2 | % | 1,229 | 103 | — | — | 1,332 | 0.4 | % | |||||||||||||||||||||||||||||
Hartford, CT |
1.0 | % | 2.1 | % | — | — | 1.2 | % | 866 | 50 | 42 | — | 958 | 0.3 | % | |||||||||||||||||||||||||||||
Phoenix, AZ |
0.3 | % | 2.5 | % | 7.1 | % | — | 1.2 | % | 143 | 46 | 3,313 | — | 3,502 | 1.0 | % | ||||||||||||||||||||||||||||
Birmingham, AL |
1.2 | % | 1.2 | % | 0.5 | % | — | 1.1 | % | 1,517 | 34 | 318 | — | 1,869 | 0.6 | % | ||||||||||||||||||||||||||||
Greenville-Spartanburg, SC |
1.2 | % | 1.2 | % | — | — | 1.0 | % | 1,883 | 46 | — | — | 1,929 | 0.6 | % |
Percentage of Revenues for the year ended, |
Number of Displays for the year ended, |
|||||||||||||||||||||||||||||||||||||||||||
Market |
Static Billboard Displays |
Digital Billboard Displays |
Transit Displays |
Logo Displays |
Total Displays |
Static Billboard Displays |
Digital Billboard Displays |
Transit Displays |
Logo Displays |
Total Displays |
Percentage of Total Displays |
|||||||||||||||||||||||||||||||||
Indianapolis, IN |
1.3 | % | 0.8 | % | — | — | 1.0 | % | 2,309 | 22 | — | — | 2,331 | 0.7 | % | |||||||||||||||||||||||||||||
Baton Rouge, LA |
1.1 | % | 1.1 | % | — | — | 1.0 | % | 1,422 | 39 | — | — | 1,461 | 0.4 | % | |||||||||||||||||||||||||||||
Columbus, OH |
1.0 | % | 1.4 | % | — | — | 1.0 | % | 1,725 | 61 | — | — | 1,786 | 0.5 | % | |||||||||||||||||||||||||||||
Cincinnati, OH |
1.0 | % | 1.5 | % | — | — | 1.0 | % | 1,141 | 33 | — | — | 1,174 | 0.3 | % | |||||||||||||||||||||||||||||
Providence, RI |
0.9 | % | 1.6 | % | — | — | 1.0 | % | 536 | 30 | — | — | 566 | 0.2 | % | |||||||||||||||||||||||||||||
Austin, TX |
1.3 | % | 0.4 | % | — | — | 1.0 | % | 930 | 5 | — | — | 935 | 0.3 | % | |||||||||||||||||||||||||||||
All US Logo Programs* |
— | — | — | 90.3 | % | 5.5 | % | — | — | — | 141,869 | 141,869 | 40.0 | % | ||||||||||||||||||||||||||||||
All Other United States |
65.5 | % | 59.5 | % | 67.2 | % | — | 59.9 | % | 112,561 | 2,464 | 31,309 | — | 146,334 | 41.2 | % | ||||||||||||||||||||||||||||
All Other Canada* |
— | — | 9.2 | % | 9.7 | % | 1.1 | % | 121 | 2 | 4,477 | 11,841 | 16,441 | 4.5 | % | |||||||||||||||||||||||||||||
Total |
100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | 149,504 | 3,650 | 47,707 | 153,710 | 354,571 | 100.0 | % | |||||||||||||||||||||||||||
Total Revenue (in millions) |
$ | 1,048.5 | $ | 354.7 | $ | 82.7 | $ | 83.0 | $ | 1,568.9 | ||||||||||||||||||||||||||||||||||
* Logo displays at December 31, 2020 include 16,590 displays related to the tourist-oriented direction signing (“TODS”) programs. |
|
Categories |
Percentage of Net Billboard Advertising Revenues |
|||
Service |
13 | % | ||
Health Care |
12 | % | ||
Restaurants |
11 | % | ||
Retailers |
8 | % | ||
Automotive |
6 | % | ||
Insurance |
5 | % | ||
Gaming |
5 | % | ||
Amusement — Entertainment/Sports |
4 | % | ||
Financial — Banks, Credit Unions |
4 | % | ||
Education |
4 | % | ||
Real Estate |
3 | % | ||
|
|
|||
75 | % |
State |
# of billboard leased sites |
% of total |
# of owned billboard sites |
% of total |
||||||||||||
Texas |
5,245 | 7.5 | % | 1,010 | 10.3 | % | ||||||||||
Pennsylvania |
4,839 | 6.9 | % | 1,585 | 16.2 | % | ||||||||||
California |
4,276 | 6.1 | % | 142 | 1.5 | % | ||||||||||
Ohio |
4,195 | 6.0 | % | 583 | 6.0 | % | ||||||||||
North Carolina |
4,000 | 5.7 | % | 271 | 2.8 | % | ||||||||||
Tennessee |
3,046 | 4.4 | % | 444 | 4.5 | % | ||||||||||
Louisiana |
2,993 | 4.3 | % | 506 | 5.2 | % |
State |
# of billboard leased sites |
% of total |
# of owned billboard sites |
% of total |
||||||||||||
Alabama |
2,972 | 4.3 | % | 495 | 5.1 | % | ||||||||||
Wisconsin |
2,630 | 3.8 | % | 340 | 3.5 | % | ||||||||||
Georgia |
2,603 | 3.7 | % | 260 | 2.7 | % | ||||||||||
Florida |
2,404 | 3.4 | % | 419 | 4.3 | % | ||||||||||
South Carolina |
2,338 | 3.4 | % | 139 | 1.4 | % | ||||||||||
New York |
2,149 | 3.1 | % | 217 | 2.2 | % | ||||||||||
Missouri |
2,017 | 2.9 | % | 275 | 2.8 | % | ||||||||||
Michigan |
1,937 | 2.8 | % | 272 | 2.8 | % | ||||||||||
Mississippi |
1,866 | 2.7 | % | 398 | 4.1 | % | ||||||||||
Indiana |
1,790 | 2.6 | % | 277 | 2.8 | % | ||||||||||
Oklahoma |
1,740 | 2.5 | % | 135 | 1.4 | % | ||||||||||
Virginia |
1,600 | 2.3 | % | 174 | 1.8 | % | ||||||||||
Illinois |
1,475 | 2.1 | % | 323 | 3.3 | % | ||||||||||
All Other States |
13,658 | 19.5 | % | 1,500 | 15.3 | % | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
69,773 |
100.0% |
9,765 |
100.0% |
• | Annual capital expenditures program |
• | Acquisitions |
• | debt financings, including but not limited to, accessing U.S. debt capital markets and drawing from the revolving portion of our senior credit facility; |
• | equity offerings of securities; and |
• | any combination of the above methods. |
Name |
Age |
Title | ||
Sean E. Reilly | 60 | Chief Executive Officer, President and Director | ||
Jay L. Johnson | 44 | Executive Vice President, Chief Financial Officer, Treasurer and Director | ||
Kevin P. Reilly, Jr. | 66 | Director | ||
Lee “Buster” Kantrow, Jr. | 47 | Director |
Incentive Cash Bonus |
Incentive Equity Award |
|||||||||
Pro Forma Net Revenue Growth |
Percentage of Target Bonus Earned |
Pro Forma Net Revenue Growth |
Percentage of Target Bonus Earned |
|||||||
Less than 2.4% |
0 | %* | Less than 2.4% | 0 | %* | |||||
At least 2.4% but less than 2.5% |
65 | % | At least 2.4% but less than 2.5% |
65 | % | |||||
At least 2.5% but less than 2.6% |
70 | % | At least 2.5% but less than 2.6% |
70 | % | |||||
At least 2.6% but less than 2.7% |
75 | % | At least 2.6% but less than 2.7% |
75 | % |
Incentive Cash Bonus |
Incentive Equity Award |
|||||||||
Pro Forma Net Revenue Growth |
Percentage of Target Bonus Earned |
Pro Forma Net Revenue Growth |
Percentage of Target Bonus Earned |
|||||||
At least 2.7% but less than 2.8% |
80 | % | At least 2.7% but less than 2.8% |
80 | % | |||||
At least 2.8% but less than 2.9% |
85 | % | At least 2.8% but less than 2.9% |
85 | % | |||||
At least 2.9% but less than 3.0% |
90 | % | At least 2.9% but less than 3.0% |
90 | % | |||||
At least 3.0% but less than 3.1% |
95 | % | At least 3.0% but less than 3.1% |
95 | % | |||||
At least 3.1% but less than 4.25% |
100 | % | At least 3.1% or greater |
100 | % | |||||
At least 4.25% but less than 4.75% |
125 | % | ||||||||
At least 4.75% but less than 5.25% |
150 | % | ||||||||
At least 5.25% but less than 5.75% |
175 | % | ||||||||
At least 5.75% or greater |
200 | % |
* | Denotes goal achieved for 2020 as certified by the Compensation Committee. |
(1) | Pro forma net revenue growth is based on Lamar Advertising’s net revenue growth in 2020 over 2019 based on actual 2020 net revenue versus 2019 net revenue, as adjusted to reflect acquisitions and divestitures for the same time frame as actually owned in 2020. |
Incentive Cash Bonus |
Incentive Equity Award |
|||||||||
Pro Forma EBITDA Growth |
Percentage of Target Bonus Earned |
Pro Forma EBITDA Growth |
Percentage of Target Bonus Earned |
|||||||
Less than 2.7% |
0 | %* | Less than 2.7% | 0 | %* | |||||
At least 2.7% but less than 2.8% |
65 | % | At least 2.7% but less than 2.8% |
65 | % | |||||
At least 2.8% but less than 2.9% |
70 | % | At least 2.8% but less than 2.9% |
70 | % | |||||
At least 2.9% but less than 3.0% |
75 | % | At least 2.9% but less than 3.0% |
75 | % | |||||
At least 3.0% but less than 3.1% |
80 | % | At least 3.0% but less than 3.1% |
80 | % | |||||
At least 3.1% but less than 3.2% |
85 | % | At least 3.1% but less than 3.2% |
85 | % | |||||
At least 3.2% but less than 3.3% |
90 | % | At least 3.2% but less than 3.3% |
90 | % | |||||
At least 3.3% but less than 3.4% |
95 | % | At least 3.3% but less than 3.4% |
95 | % | |||||
At least 3.4% but less than 4.5% |
100 | % | At least 3.4% or greater |
100 | % | |||||
At least 4.5% but less than 5.0% |
125 | % |
Incentive Cash Bonus |
Incentive Equity Award |
|||||||||
Pro Forma EBITDA Growth |
Percentage of Target Bonus Earned |
Pro Forma EBITDA Growth |
Percentage of Target Bonus Earned |
|||||||
At least 5.0% but less than 5.5% |
150 | % | ||||||||
At least 5.5% but less than 6.0% |
175 | % | ||||||||
At least 6.0% or greater |
200 | % |
* | Denotes goal achieved for 2020 as certified by the Compensation Committee. |
(1) | Pro forma EBITDA growth is calculated in the same manner as pro forma net revenue growth with adjustments being made in the 2019 period to reflect acquisitions and divestitures for the same time frame as actually owned in 2020 and is also adjusted, solely with respect to calculation of incentive cash bonuses, to eliminate any expense in the period related to executive bonuses. |
Name and Principal Position |
Year |
Salary ($) |
Bonus ($) |
Stock Awards ($) (1) |
Option Awards ($) (1) |
Non-Equity Incentive Plan Compensation ($) (2) |
All Other Compensation ($) (3)(4) |
Total ($) |
||||||||||||||||||||||||
2020 | 100,000 | — | 1,442,980 | (5) |
— | — | 175,255 | 1,718,235 | ||||||||||||||||||||||||
Executive Chairman of the Board |
2019 | 100,000 | — | 3,422,320 | (6) |
— | 243,750 | 157,508 | 3,923,578 | |||||||||||||||||||||||
2018 | 100,000 | — | 3,864,836 | (7) |
— | 343,750 | 243,622 | (8) |
4,552,208 | |||||||||||||||||||||||
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2020 | 700,000 | — | 2,885,960 | (5) |
— | — | 326,700 | 3,912,660 | ||||||||||||||||||||||||
Chief Executive Officer and President |
2019 | 700,000 | — | 3,422,320 | (6) |
— | 390,000 | 453,790 | 4,966,110 | |||||||||||||||||||||||
2018 | 700,000 | — | 3,864,836 | (7) |
— | 550,000 | 444,274 | (8) |
5,559,110 | |||||||||||||||||||||||
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2020 | 600,000 | — | 2,042,980 | (5) |
— | 315,000 | (9) |
94,079 | 2,452,059 | |||||||||||||||||||||||
Executive Vice President, Chief Financial Officer and Treasurer* |
2019 | 150,000 | — | 1,318,250 | (10) |
— | — | 134,417 | 1,602,667 | |||||||||||||||||||||||
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* | Appointed October 1, 2019. Compensation for 2019 reflects partial year compensation. |
(1) | Reflects the aggregate grant date fair value recognized for financial statement reporting purposes in accordance with ASC Topic 718. With respect to performance-based stock awards, the grant date fair value is calculated assuming the probable outcome of achievement, which on the grant date was expected to be 100% of the target equity incentive award amount, rather than the value of the actual award earned on the date when issued to the officer. For the assumptions underlying the valuation of these awards see Note 15 to the Consolidated Financial Statements included in Lamar Advertising’s Annual Report on Form
10-K for the fiscal year ended December 31, 2020, filed with the Commission on February 26, 2021. With respect to discretionary stock grants, the grant date fair value is calculated as of the date of grant. |
(2) | Amounts shown in the “Non-Equity Incentive Plan Compensation” column reflect the incentive cash awards granted at the beginning of each year, earned based on performance during that fiscal year and paid in the following fiscal year. The 2020 awards are described in further detail under the headings “Performance-Based Incentive Compensation” and “Incentive Cash Bonus” in the Compensation Discussion and Analysis and are also reflected in the table “Grants of Plan-Based Awards in Fiscal Year 2020” under the column “Estimated Future Payouts Under Non-Equity Incentive Plan Awards.” |
(3) | Includes $105,997, $94,986, and $120,234 for Mr. Kevin P. Reilly, Jr. and $269,028, $392,910, and $338,437 for Mr. Sean E. Reilly for the personal use of the company aircraft in 2020, 2019, and 2018, respectively, as further described below. Includes $43,579 for Mr. Johnson for storage of household goods in connection with his relocation to Baton Rouge, Louisiana. The amounts included in the “All Other Compensation” column also include the following perquisites provided to our named executive officers (except as otherwise indicated), which are valued at Lamar Advertising’s incremental cost, none of which individually exceeded $25,000: (a) personal use of a company car, (b) company-paid health insurance premiums and medical reimbursements, (c) personal
use of a company-owned recreational facility by Mr. Sean E. Reilly and Mr. Kevin P. Reilly, Jr. and (d) company-paid premiums for term life insurance for Mr. Kevin P. Reilly, Jr. Executives also have access to a country club at which the company has a membership, but each executive pays all fees related to such personal use, resulting in no additional incremental cost to Lamar Advertising. |
(4) | Also includes employer contributions under Lamar Advertising’s deferred compensation plan of $50,000 for each of Mr. Kevin P. Reilly, Jr. and Mr. Sean E. Reilly for 2020, 2019, and 2018 and $50,000 for Mr. Johnson for 2020 and 2019 |
(5) | No shares were earned based on achievement of performance goals for fiscal 2020 for each of Mr. Kevin P. Reilly, Jr. and Mr. Sean E. Reilly. Mr. Johnson received (i) a stock award with a grant date fair value of $600,000 as of February 19, 2020, paid in February 2020 in respect of 2019 performance and (ii) a stock award with a grant date fair value of $1,442,980 as of March 13, 2020, paid in February 2021 in respect of 2020 performance. |
(6) | The ASC Topic 718 value of the shares actually earned based on achievement of performance goals for fiscal 2019, which awards were certified as earned by the Compensation Committee and issued on (i) February 19, 2020, for Mr. Sean E. Reilly was $4,084,080 and (ii) March 11, 2020, for Mr. Kevin P. Reilly, Jr., was $2,927,925. |
(7) | Consists of performance-based stock awards in respect of 2018 performance and discretionary stock awards in respect of 2017 performance made in 2018. The ASC Topic 718 value of the performance-based stock awards was $2,878,040 for each of Mr. Kevin P. Reilly, Jr. and Mr. Sean E. Reilly. They each earned 100% of their performance-based stock awards based on achievement of performance goals for fiscal 2018, which awards were certified as earned by the Compensation Committee and issued on February 18, 2019. Additionally, on February 26, 2018, the Compensation Committee approved discretionary stock grants to each of Mr. Kevin P.
Reilly, Jr. and Mr. Sean E. Reilly for their 2017 contributions. The discretionary grants to Mr. Kevin P. Reilly, Jr. and Mr. Sean E. Reilly were made on March 9, 2018, after the receipt of necessary approvals under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), and the ASC Topic 718 value of the discretionary shares awarded to each of Mr. Kevin P. Reilly, Jr. and Mr. Sean E. Reilly was $986,796. |
(8) | Includes the payment of filing fees of $45,000 on behalf of each of Mr. Kevin P. Reilly, Jr. and Mr. Sean E. Reilly in connection with filings made under the HSR Act. The Compensation Committee reviewed the legal requirements under the HSR Act and the triggering events for the filing requirement as a result of incentive equity awards granted to such executive officers. Based on this review, the Compensation Committee approved the payment by Lamar Advertising of the HSR Act filing fees otherwise payable by the executive officers. The Compensation Committee determined that these payments were appropriate because of the unavailability of an HSR Act exemption for receipt of stock by executive officers and because the filing obligation arose as a direct result of Mr. Kevin P.
Reilly, Jr. and Mr. Sean E. Reilly serving as officers of Lamar Advertising. The Compensation Committee further noted that the filing requirement was triggered by the cumulative holdings of the executive officers that were received over a long period of time during which they have made substantial contributions to Lamar Advertising and its growth. Mr. Kevin P. Reilly, Jr. and Mr. Sean E. Reilly each were responsible for taxes due as a result of Lamar Advertising paying the filing fees and they were not provided a tax gross-up payment related to the imputed compensation associated with this payment on their behalf. |
(9) | Cash bonus paid to Mr. Johnson in February 2020 in respect of his service in 2019. |
(10) | Shares issued on October 8, 2019 in connection with Mr. Johnson’s start date. |
Name |
Grant Date |
Estimated Future Payouts Under Non-Equity Incentive PlanAwards (1) |
Estimated Future Payouts Under Equity Incentive Plan Awards (2) |
All other stock awards: Number of shares of stock or units (#) |
Grant Date Fair Value of Stock and Option Awards ($) (4) |
|||||||||||||||||||||||||||||||
Threshold ($) |
Target ($) |
Maximum ($) |
Threshold (#) |
Target (#) |
Maximum (#) |
|||||||||||||||||||||||||||||||
3/13/2020 | 162,500 | 250,000 | 500,000 | 14,300 | 22,000 | 22,000 | — | 1,442,980 | ||||||||||||||||||||||||||||
3/13/2020 | 260,000 | 400,000 | 800,000 | 28,600 | 44,000 | 44,000 | — | 2,885,960 | ||||||||||||||||||||||||||||
3/13/2020 | 195,000 | 300,000 | 600,000 | — | — | — | 22,000 | 1,442,980 |
(1) | Represents the possible cash bonus granted under Lamar Advertising’s 1996 Equity Incentive Plan that could be earned by achieving defined performance goals. Threshold amount assumes minimum attainment of both EBITDA and revenue levels to receive payment. |
(2) | These awards constitute possible shares of Lamar Advertising’s Class A common stock issuable upon achievement of defined performance goals under Lamar Advertising’s 1996 Equity Incentive Plan. Threshold amount assumes minimum attainment of both EBITDA and revenue levels to receive payment. |
(3) | These awards constitute discretionary shares of Lamar Advertising’s Class A common stock issued under Lamar Advertising’s 1996 Equity Incentive Plan. |
(4) | Reflects the aggregate grant date fair value in accordance with ASC Topic 718 assuming the probable outcome of achievement, which for performance stock awards on the grant date was expected to be 100% of the target equity incentive award amount, rather than the value of the actual award earned on the date when issued to the officer. For the assumptions underlying the valuation of these awards see Note 15 to the Consolidated Financial Statements included in Lamar Advertising’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, filed with the Commission on February 26, 2021. |
Option Awards |
Stock Awards |
|||||||||||||||||||||||
Name |
Number of Securities Underlying Unexercised Options (#) Exercisable |
Number of Securities Underlying Unexercised Options (#) Unexercisable |
Option Exercise Price ($) |
Option Expiration Date |
Number of shares or units of stock that have not vested (#) |
Market value of shares or units of stock that have not vested ($) |
||||||||||||||||||
100,000 | (1) |
0 | (1) |
42.21 | 1/24/2023 | — | — | |||||||||||||||||
— | — | — | — | 5,385 | (2) |
448,139.70 | (3) |
(1) | Granted on January 24, 2013. 20% of the award vested immediately upon grant, and an additional 20% vested on the next four anniversaries of the grant date. |
(2) | Granted on October 8, 2019. Shares will vest on October 8, 2021. |
(3) | Based on the closing price of $83.22 as of December 31, 2020. |
Option Awards |
Stock Awards |
|||||||||||||||
Name |
Number of Shares Acquired on Exercise (#) |
Value Realized on Exercise ($) (1) |
Number of Shares Acquired on Vesting (#) |
Value Realized on Vesting ($) |
||||||||||||
— | — | — | — | |||||||||||||
— | — | — | — | |||||||||||||
— | — | 5,386 | 380,251.60 |
(1) | Calculated as the product of (a) the number of shares of Lamar Advertising Class A common stock for which the stock options were exercised and (b) the excess of the closing price of Lamar Advertising’s Class A common stock on the NASDAQ Global Select Market on the date of the exercise over the applicable exercise price per share of the stock options. |
Name |
Registrant Contributions in Last FY ($) (1) |
Aggregate Earnings (Loss) in Last FY ($) (2) |
Aggregate Balance at Last FYE ($) (3) |
|||||||||
50,000 | 361,101 | 6,561,936 | ||||||||||
50,000 | 299,555 | 2,184,677 | ||||||||||
50,000 | 8,753 | 58,753 |
(1) | Amounts in this column are included in the “All Other Compensation” column in the 2020 Summary Compensation Table. |
(2) | Amounts in this column are not included in the 2020 Summary Compensation Table because they were not preferential or above market. |
(3) | This column includes amounts in each named executive officer’s total deferred compensation account as of the last day of fiscal 2020, which includes (i) the following total previous contributions reported in each of Lamar Advertising’s previous proxy statements: Mr. Kevin P. Reilly, Jr., $1,111,500 and Mr. Sean E. Reilly, $815,000; and (ii) aggregate earnings on all previously contributed amounts. This column does not include contributions for each officer for the 2020 fiscal year, which were made in January 2021 and reported in the first column. |
• | the annual total compensation of the median of all Lamar Advertising employees (other than its Chief Executive Officer) was $62,978. |
• | the annual total compensation of Lamar Advertising’s Chief Executive Officer, as reported in the Summary Compensation Table, was $3,912,660. |
Plan Category |
(a) Number of securities to be issued upon exercise of outstanding options, warrants and rights |
(b) Weighted-average exercise price of outstanding options, warrants and rights |
(c) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) |
|||||||||
Equity compensation plans approved by security holders (1) |
747,926 |
(2) |
60.34 |
(3) |
2,718,731 |
(4)(5) | ||||||
Equity compensation plans not approved by security holders |
n/a | n/a | n/a | |||||||||
Total |
747,926 | 60.34 | 2,718,731 |
(1) | Consists of Lamar Advertising’s 1996 Equity Incentive Plan, as amended and 2019 Employee Stock Purchase Plan, as amended. |
(2) | Includes shares issuable upon achievement of outstanding performance-based awards under Lamar Advertising’s 1996 Equity Incentive Plan. Does not include purchase rights accruing under Lamar Advertising’s 2019 Employee Stock Purchase Plan because the purchase price (and therefore the number of shares to be purchased) will not be determined until the end of the purchase period. |
(3) | Does not take into account shares issuable upon achievement of outstanding performance-based awards, which will be issued for no consideration. |
(4) | Includes shares available for future issuance under Lamar Advertising’s 2019 Employee Stock Purchase Plan. Under the evergreen formula of this plan, on the first day of each fiscal year beginning with 2021, the aggregate number of shares that may be purchased through the exercise of rights granted under the plan is increased by the lesser of (a) 500,000 shares, (b) one-tenth of one percent of the total number of shares of Lamar Advertising’s Class A common stock outstanding on the last day of the preceding fiscal year, and (c) a lesser amount determined by Lamar Advertising’s Board of Directors. On January 1, 2021, 86,491 shares of Lamar Advertising’s Class A common stock were added to the 2019 Employee Stock Purchase Plan pursuant to the evergreen formula. |
Beneficial Owner |
Title of Class |
No. of Shares Owned |
Percent of Class |
|||||||||
Directors, Nominees for Director and Executive Officers |
||||||||||||
|
Class A Class B |
(2) |
|
410,298 11,362,250 |
(1) (3)(4) |
|
* 78.79 |
% (5) | ||||
|
Class A Class B |
(2) |
|
23,672 10,557,835 |
(4)(6) |
|
* 73.22 |
% (7) | ||||
Anna Reilly† |
|
Class A Class B |
(2) |
|
155,134 10,000,000 |
(8) (4)(9) |
|
* 69.35 |
% (10) | |||
Wendell Reilly† |
|
Class A Class B |
(2) |
|
13,320 9,500,000 |
(11) (4) |
|
* 65.88 |
% (12) | |||
Class A | 21,385 | * | ||||||||||
Stephen P. Mumblow† |
Class A | 7,407 | (13) |
* | ||||||||
Thomas V. Reifenheiser† |
Class A | 47,294 | (14) |
* | ||||||||
John E. Koerner, III† |
Class A | 53,058 | (15) |
* | ||||||||
Marshall Loeb† |
Class A | 2,842 | * | |||||||||
Elizabeth Thompson† |
Class A | 2,032 | * | |||||||||
Nancy Fletcher† |
Class A | 2,840 | * | |||||||||
All Current Directors and Executive Officers as a Group (11 Persons) |
Class A & B | 15,159,367 | (16) |
14.98 | % (17) | |||||||
Five Percent Stockholders |
||||||||||||
Reilly Family, LLC |
Class B | (2) |
9,000,000 | 62.41 | % (18) | |||||||
Class A | 11,951,751 | (19) |
13.77 | % | ||||||||
Class A | 7,751,999 | (20) |
8.93 | % | ||||||||
Janus Henderson Group plc 201 Bishopsgate EC2M 3AE London, United Kingdom |
Class A | 7,168,578 | (21) |
8.26 | % |
* | Less than 1%. |
† |
Current director of Lamar Advertising. |
(1) | Includes 100,000 shares subject to stock options exercisable within 60 days of June 30, 2021. |
(2) | Upon the sale of any shares of Class B common stock to a person other than to a Permitted Transferee, such shares will automatically convert into shares of Class A common stock. Permitted Transferees include (i) a descendant of Kevin P. Reilly, Sr.; (ii) a spouse or surviving spouse (even if remarried) of any individual named or described in (i) above; (iii) any estate, trust, guardianship, custodianship, curatorship or other fiduciary arrangement for the primary benefit of any one or more of the individuals named or described in (i) and (ii) above; and (iv) any corporation, partnership, limited liability company or other business organization controlled by and substantially all of the interests in which are owned, directly or indirectly, by any one or more of the individuals and entities named or described in (i), (ii), and (iii) above. Except for voting rights, the Class A common stock and Class B common stock are substantially
identical. The holders of Class A common stock and Class B common stock vote together as a single class (except as may otherwise be required by Delaware law), with the holders of Class A common stock entitled to one vote per share and the holders of Class B common stock entitled to ten votes per share on all matters on which the holders of common stock are entitled to vote. |
(3) | Includes 566,211 shares held by Ninemile, L.L.C., of which Kevin P. Reilly, Jr. is the managing member, all of which are pledged as collateral for a loan and 1,796,039 shares held by Grand Pass, L.L.C. of which Kevin P. Reilly, Jr. is the sole manager. Kevin P. Reilly, Jr. has sole voting power over the shares held by Ninemile, L.L.C. but dispositions of the shares require the approval of 66% of the outstanding membership interests. Kevin P. Reilly, Jr. has sole voting and dispositive power over the shares held by Grand Pass, L.L.C. Kevin
P. Reilly, Jr. disclaims beneficial ownership in the shares held by Ninemile, L.L.C. and Grand Pass, L.L.C., except to the extent of his pecuniary interest therein. |
(4) | Includes 9,000,000 shares held by the Reilly Family, LLC (the “RFLLC”), of which Kevin P. Reilly, Jr. is the executive manager, 500,000 shares of which are pledged as collateral for a loan. Kevin P. Reilly, Jr.’s three siblings, Anna Reilly (a nominee for director), Sean E. Reilly (our Chief Executive Officer) and Wendell Reilly (a nominee for director) are the other managers of the RFLLC. The executive manager has sole voting power over the shares held by the RFLLC but dispositions of the shares require the approval of managers representing 75% of the limited liability company interests of the RFLLC. Anna Reilly, Sean
E. Reilly, and Wendell Reilly disclaim beneficial ownership in the shares held by the RFLLC, except to the extent of their pecuniary interest therein. |
(5) | Represents 11.23% of the Class A common stock if all shares of Class B common stock are converted into Class A common stock. |
(6) | Includes 757,375 shares held by Jennifer and Sean Reilly Family, LLC and 800,460 shares held by SRAA, LLC, of which Sean E. Reilly is the sole manager. Sean E. Reilly has sole voting and dispositive power over the shares held by the Jennifer and Sean Reilly Family, LLC and SRAA, LLC. Sean E. Reilly disclaims beneficial ownership in the shares held by the Jennifer and Sean Reilly Family, LLC and SRAA, LLC, except to the extent of his pecuniary interest therein. |
(7) | Represents 10.43% of the Class A common stock if all shares of Class B common stock are converted into Class A common stock. |
(8) | Includes 144,890 shares owned jointly by Anna Reilly and her spouse and 10,000 shares subject to stock options exercisable within 60 days of June 30, 2021. |
(9) | Includes 1,000,000 shares owned jointly by Ms. Reilly and her spouse. |
(10) | Represents 9.88% of the Class A common stock if all shares of Class B common stock are converted into Class A common stock. |
(11) | Includes 5,000 shares held by his spouse and 4,000 shares subject to stock options exercisable within 60 days of June 30, 2021. |
(12) | Represents 9.39% of the Class A common stock if all shares of Class B common stock are converted into Class A common stock. |
(13) | Includes 6,494 shares held in a brokerage margin account. The margin balance outstanding, if any, pursuant to such account may vary from time to time. |
(14) | Includes 10,000 shares of Class A common stock subject to stock options exercisable within 60 days of June 30, 2021. |
(15) | Includes 10,000 shares of Class A common stock subject to stock options exercisable within 60 days of June 30, 2021. |
(16) | See Notes 1, 3, 4, 6, 8, 9, 11, 13, 14, and 15. |
(17) | Assumes the conversion of all shares of Class B common stock into shares of Class A common stock. |
(18) | Represents 8.89% of the Class A common stock if all shares of Class B common stock are converted into Class A common stock. |
(19) | As reported in the Schedule 13G/A filed on February 10, 2021 with the Commission for the year ended December 31, 2020, The Vanguard Group has shared voting power with respect to 56,971 shares, sole dispositive power with respect to 11,824,635 shares and shared dispositive power with respect to 127,116 shares. |
(20) | As reported in the Schedule 13G/A filed on January 29, 2021 with the Commission for the year ended December 31, 2020, BlackRock, Inc. has sole voting power with respect to 7,462,724 shares and sole dispositive power with respect to 7,751,999 shares. |
(21) | As reported in the Schedule 13G filed on February 11, 2021 with the Commission for the year ended December 31, 2020, Janus Henderson Group plc (“Janus Henderson”) has an ownership stake in certain asset management entities, which furnish investment advice to various fund, individual and/or institutional clients (“Managed Portfolios”), including Janus Capital Management LLC (“Janus Capital”). Janus Henderson has shared voting and dispositive power with respect to all such shares. |
• | the holder must acquire the exchange notes in the ordinary course of its business; |
• | the holder must have no arrangements or understanding with any person to participate in the distribution of the exchange notes within the meaning of the Securities Act; and |
• | the holder must not be our “affiliate,” as that term is defined in Rule 405 of the Securities Act. |
• | cannot rely on the position of the Commission set forth in the no-action letters referred to above; and |
• | must comply with the registration and prospectus delivery requirements of the Securities Act in connection with a resale of the exchange notes. |
• | we have registered the exchange notes under the Securities Act and therefore these notes will not bear legends restricting their transfer; and |
• | specified rights under the registration rights agreement, including the provisions providing for payment of additional interest in specified circumstances relating to the exchange offer, will be limited or eliminated. |
• | to delay accepting any outstanding notes, for example, in order to allow for the confirmation of tendered notes or for the rectification of any irregularity or defect in the tender of outstanding notes; |
• | to extend the exchange offer; |
• | to terminate the exchange offer if, in our sole judgment, any of the conditions described below shall not have been satisfied; or |
• | to amend the terms of the exchange offer in any manner. |
• | the exchange offer, or the making of any exchange by a holder, violates, in our good faith determination, any applicable law, rule or regulation or any applicable interpretation of the staff of the Commission; |
• | any action or proceeding shall have been instituted or threatened with respect to the exchange offer which, in our reasonable judgment, would impair our ability to proceed with the exchange offer; or |
• | we have not obtained any governmental approval which we, in our sole discretion, exercised reasonably, consider necessary for the completion of the exchange offer as contemplated by this prospectus. |
• | refuse to accept any outstanding notes and return all tendered outstanding notes to the tendering holders; |
• | extend the exchange offer and retain all outstanding notes tendered before the expiration of the exchange offer, subject, however, to the rights of holders to withdraw these outstanding notes; or |
• | waive unsatisfied conditions relating to the exchange offer and accept all properly tendered outstanding notes that have not been withdrawn. |
• | purchase or make offers for any outstanding notes that remain outstanding subsequent to the expiration date; and |
• | to the extent permitted by applicable law, purchase outstanding notes in the open market, in privately negotiated transactions or otherwise. |
• | holders of outstanding notes that are DTC participants may follow the procedures for book-entry transfer as set forth under “—Book-Entry Transfer” and in the letter of transmittal; or |
• | Euroclear participants and Clearstream participants on behalf of the beneficial owners of outstanding notes are required to use book-entry transfer pursuant to the standard operating procedures of Euroclear or Clearstream. These procedures include the transmission of a computer-generated message to Euroclear or Clearstream in lieu of a letter of transmittal. See the description of “agent’s message” under “—Book-Entry Transfer.” |
• | the exchange agent must receive, before expiration of the exchange offer, a timely confirmation of book-entry transfer of outstanding notes into the exchange agent’s account at DTC, Euroclear or Clearstream according to their respective standard operating procedures for electronic tenders and a properly transmitted agent’s message as described below; or |
• | the exchange agent must receive any corresponding certificate or certificates representing outstanding notes along with the letter of transmittal; or |
• | the holder must comply with the guaranteed delivery procedures described below. |
• | make appropriate arrangements to register ownership of the outstanding notes in its name; or |
• | obtain a properly completed bond power from the registered holder. |
• | by a registered holder who has not completed the box entitled “Special Issuance Instructions” or “Special Delivery Instructions” on the letter of transmittal; or |
• | for the account of an eligible institution. |
• | the holder acquired exchange notes pursuant to the exchange offer in the ordinary course of its business; |
• | the holder has no arrangement or understanding with any person to participate in the distribution of the exchange notes within the meaning of the Securities Act; and |
• | the holder is not our “affiliate,” as defined in Rule 405 under the Securities Act. |
• | their outstanding notes are not immediately available; |
• | the holders cannot deliver their outstanding notes, the letter of transmittal, or any other required documents to the exchange agent prior to the expiration date; or |
• | the holders cannot complete the procedure under the respective DTC, Euroclear or Clearstream standard operating procedures for electronic tenders before expiration of the exchange offer. |
• | the tender must be made through an eligible institution; |
• | before expiration of the exchange offer, the exchange agent must receive from the eligible institution either a properly completed and duly executed notice of guaranteed delivery in the form accompanying this prospectus, by facsimile transmission, mail or hand delivery, or a properly transmitted agent’s message in lieu of notice of guaranteed delivery: |
• | setting forth the name and address of the holder, the certificate number or numbers of the outstanding notes tendered and the principal amount of outstanding notes tendered; |
• | stating that the tender offer is being made by guaranteed delivery; |
• | guaranteeing that, within three New York Stock Exchange trading days after expiration of the exchange offer, the letter of transmittal, or facsimile of the letter of transmittal, together with the outstanding notes tendered or a book-entry confirmation, and any other documents required by the letter of transmittal will be deposited by the eligible institution with the exchange agent; and |
• | the exchange agent must receive the properly completed and executed letter of transmittal, or facsimile of the letter of transmittal, as well as all tendered outstanding notes in proper form for transfer or a book-entry confirmation, and any other documents required by the letter of transmittal, within three New York Stock Exchange trading days after expiration of the exchange offer; and |
• | upon request to the exchange agent, a notice of guaranteed delivery will be sent to holders who wish to tender their outstanding notes according to the guaranteed delivery procedures set forth above. |
• | the exchange agent must receive a written notice, which may be by facsimile transmission or letter, of withdrawal at the address set forth below under “Exchange Agent,” or |
• | for DTC, Euroclear or Clearstream participants, holders must comply with their respective standard operating procedures for electronic tenders and the exchange agent must receive an electronic notice of withdrawal from DTC, Euroclear or Clearstream. |
• | specify the name of the person who tendered the outstanding notes to be withdrawn; |
• | identify the outstanding notes to be withdrawn, including the certificate number or numbers and principal amount of the outstanding notes to be withdrawn; |
• | include a statement that the person is withdrawing his election to have such outstanding notes exchanged; |
• | be signed by the person who tendered the outstanding notes in the same manner as the original signature on the letter of transmittal, including any required signature guarantees; and |
• | specify the name in which the outstanding notes are to be re-registered, if different from that of the withdrawing holder. |
• | exchange notes are to be delivered to, or issued in the name of, any person other than the registered holder of the outstanding notes tendered; or |
• | tendered outstanding notes are registered in the name of any person other than the person signing the letter of transmittal; or |
• | a transfer tax is imposed for any reason other than the exchange of outstanding notes in connection with the exchange offer; |
• | holders may resell outstanding notes only if we register the outstanding notes under the Securities Act, if an exemption from registration is available, or if the transaction requires neither registration under nor an exemption from the requirements of the Securities Act; and |
• | the remaining outstanding notes will bear a legend restricting transfer in the absence of registration or an exemption. |
• | Eurodollar loans bear interest at a rate per annum equal to the Adjusted LIBO Rate plus 1.50% (or, solely in the case of revolving loans, the Adjusted LIBO Rate plus 1.25% at any time the Total Debt Ratio (as defined below) is less than or equal to 3.25 to 1.00). |
• | Base Rate loans bear interest at a rate per annum equal to the Adjusted Base Rate plus 0.50% (or, solely in the case of revolving loans, the Adjusted Base Rate plus 0.25% at any time the Total Debt Ratio is less than or equal to 3.25 to 1.00). |
• | indebtedness created by the senior credit facility; |
• | qualified debt securities so long as on a pro forma basis Lamar Advertising’s total debt to EBITDA ratio is less than 7.00 to 1.00; |
• | existing indebtedness or, so long as no default would result therefrom, any extension, renewal, refunding or replacement of any existing indebtedness or indebtedness incurred by the issuance of notes as referred to in the paragraph above; |
• | indebtedness in respect of secured or unsecured notes issued by us to extend, renew, refund or refinancing existing first lien indebtedness so long as no default would result from the issuance and the terms of the notes comply with certain conditions; |
• | indebtedness under the Accounts Receivable Securitization Program and similar financing arrangements; and |
• | indebtedness of ours to any wholly owned subsidiary and of any wholly owned subsidiary to us. |
• | incur liens or guarantee obligations; |
• | pay dividends and make other distributions including distributions to Lamar Advertising; |
• | make investments and enter into joint ventures or hedging agreements; |
• | dispose of assets; and |
• | engage in transactions with affiliates except on an arms-length basis. |
• | we cease to be a wholly owned subsidiary of Lamar Advertising; |
• | Charles W. Lamar, III or Kevin P. Reilly, Sr. and their immediate family (including grandchildren) and entities under their control no longer hold sufficient voting stock of Lamar Advertising to elect at all times a majority of its Board of Directors; |
• | anyone other than the holders specified in the preceding bullet acquire shares of Lamar Advertising representing more than 20% of the ordinary voting power or acquire control of Lamar Advertising; |
• | a majority of the seats on Lamar Advertising’s board is occupied by persons who were neither nominated by the Board of Directors of Lamar Advertising nor appointed by directors so nominated; or |
• | the occurrence of any “change of control” under and as defined in the indentures for our 3 3/4% Senior Notes due 2028, our 4% Senior Notes due 2030, our 4 7/8% Senior Notes due 2029, the outstanding notes, the exchange notes being offered hereby or certain notes that may be hereinafter issued (including refunding indebtedness). |
• | incur additional debt and issue preferred stock; |
• | make certain distributions, investments and other restricted payments; |
• | create certain liens; |
• | enter into transactions with affiliates; |
• | agree to any restrictions on the ability of restricted subsidiaries to make payments to us; |
• | merge, consolidate or sell substantially all of our assets; and |
• | sell assets. |
• | incur additional debt and issue preferred stock; |
• | make certain distributions, investments and other restricted payments; |
• | create certain liens; |
• | enter into transactions with affiliates; |
• | agree to any restrictions on the ability of restricted subsidiaries to make payments to us; |
• | merge, consolidate or sell substantially all of our assets; and |
• | sell assets. |
• | incur additional debt and issue preferred stock; |
• | make certain distributions, investments and other restricted payments; |
• | create certain liens; |
• | enter into transactions with affiliates; |
• | agree to any restrictions on the ability of restricted subsidiaries to make payments to us; |
• | merge, consolidate or sell substantially all of our assets; and |
• | sell assets. |
• | general unsecured obligations of Lamar Media; |
• | pari passu |
• | senior |
• | effectively subordinated to any secured Indebtedness of Lamar Media to the extent of the value of the assets securing such Indebtedness; and |
• | structurally subordinated to all liabilities of the Subsidiaries of Lamar Media that are not Guarantors (including, without limitation, the liabilities of the Special Purpose Subsidiaries, or any other Securitization Entity, under any Permitted Securitization Financing). |
• | general unsecured obligations of each Guarantor; |
• | pari passu 3 /4 % Senior Notes due 2028, existing 47 /8 % Senior Notes due 2029 and existing 4% Senior Notes due 2030; |
• | senior |
• | effectively subordinated to any secured Indebtedness of each Guarantor to the extent of the value of the assets securing such Indebtedness. |
Year |
Percentage |
|||
2026 |
101.813 | % | ||
2027 |
101.208 | % | ||
2028 |
100.604 | % | ||
2029 and thereafter |
100.000 | % |
• | 100% of the aggregate principal amount of the notes to be redeemed, together with accrued and unpaid interest to such redemption date (subject to the rights of holders of record of the notes on the relevant record date to receive payments of interest on the related interest payment date), plus |
• | the Make Whole Amount. |
• | “—Material covenants—Limitation on additional indebtedness and preferred stock of restricted subsidiaries”; |
• | “—Material covenants—Limitation on restricted payments”; |
• | “—Material covenants—Limitation on dividends and other payment restrictions affecting subsidiaries”; |
• | “—Material covenants—Limitation on certain asset sales”; |
• | “—Material covenants—Limitation on transactions with affiliates”; and |
• | clause (b) of “—Material covenants—Limitation on merger, consolidation or sale of assets” |
• | upon deposit of each global note with DTC’s custodian, DTC will credit portions of the principal amount of the global note to the accounts of the DTC participants designated by the initial purchasers; and |
• | ownership of beneficial interests in each global note will be shown on, and transfer of ownership of those interests will be effected only through, records maintained by DTC (with respect to interests of DTC participants) and the records of DTC participants (with respect to other owners of beneficial interests in the global note). |
• | a limited purpose trust company organized under the laws of the State of New York; |
• | a “banking organization” within the meaning of the New York State Banking Law; |
• | a member of the Federal Reserve System; |
• | a “clearing corporation” within the meaning of the Uniform Commercial Code; and |
• | a “clearing agency” registered under Section 17A of the Securities Exchange Act of 1934. |
• | will not be entitled to have notes represented by the global note registered in their names; |
• | will not receive or be entitled to receive physical, certificated notes; and |
• | will not be considered the owners or holders of the notes under the indenture for any purpose, including with respect to the giving of any direction, instruction or approval to the Trustee under the indenture. |
• | DTC is at any time unwilling, unable or ineligible to continue as depositary for the global notes or ceases to be registered as a clearing agency under the Securities Exchange Act of 1934 and a successor depositary is not appointed within 90 days of the date we are so informed in writing or become aware of same; or |
• | an Event of Default has occurred and is continuing. |
• | holders will not recognize taxable gain or loss as a result of the exchange; |
• | the adjusted tax basis of an exchange note immediately after the exchange will be the same as the adjusted tax basis of the outstanding note exchanged therefor immediately before the exchange; |
• | the holding period of the exchange note will include the holding period of the outstanding note; and |
• | any original issue discount, acquisition premium, market discount or bond premium applicable to the outstanding notes will carry over to the exchange notes. |
• | on a straight-line basis by multiplying the market discount times a fraction, the numerator of which is the number of days the note was held by the holder and the denominator of which is the total number of days after the date such holder acquired the note up to, and including, the note’s maturity date; or |
• | if the holder so elects, on the basis of a constant rate of compound interest. |
• | Lamar Advertising will be taxed at regular corporate rates on any undistributed “REIT taxable income.” REIT taxable income is the taxable income of the REIT, subject to specified adjustments, including a deduction for dividends paid; |
• | under some circumstances, Lamar Advertising may be subject to the “alternative minimum tax” on its items of tax preference although the “alternative minimum tax” applicable to corporations was repealed pursuant to the TCJA, effective for its 2018 taxable year and thereafter; |
• | if Lamar Advertising has net income from the sale or other disposition of “foreclosure property” that is held primarily for sale to customers in the ordinary course of business, or other nonqualifying income from foreclosure property, it will be subject to tax at the highest corporate rate on this income; |
• | Lamar Advertising’s net income from “prohibited transactions” will be subject to a 100% tax. In general, prohibited transactions are sales or other dispositions of property (other than foreclosure property) held primarily for sale to customers in the ordinary course of business unless such property has been held by Lamar Advertising for two years or more and certain other requirements are satisfied; |
• | if Lamar Advertising fails to satisfy either the 75% gross income test or the 95% gross income test discussed below, but nonetheless maintains its qualification as a REIT because other requirements are met, it will be subject to a tax equal to the greater of (1) the amount by which 75% of Lamar Advertising’s gross income exceeds the amount of its income qualifying under the 75% test for the taxable year or (2) the amount by which 95% of Lamar Advertising’s gross income exceeds the amount of its income qualifying for the 95% income test for the taxable year, multiplied by a fraction intended to reflect Lamar Advertising’s profitability; |
• | if Lamar Advertising fails to satisfy any of the asset tests (other than a failure by a de minimis amount of the 5% or 10% asset tests) and it qualifies for and satisfies certain cure provisions, then Lamar Advertising will have to pay an excise tax equal to the greater of (1) $50,000 and (2) an amount determined by multiplying (x) the net income generated during a specified period by the assets that caused the failure by (y) the highest U.S. federal income tax rate applicable to corporations; |
• | if Lamar Advertising fails to satisfy any REIT requirements other than the income test or asset test requirements and it qualifies for a reasonable cause exception, then Lamar Advertising may retain its REIT qualification, but it will have to pay a penalty equal to $50,000 for each such failure; |
• | in each taxable year, Lamar Advertising will be subject to a nondeductible 4% excise tax to the extent of the sum of amounts actually distributed and amounts retained for which U.S. federal income tax was paid is less than the sum of: |
• | 85% of its REIT ordinary income for the year; |
• | 95% of its REIT capital gain net income for the year; and |
• | any undistributed taxable income from prior taxable years; |
• | Lamar Advertising will be subject to a 100% penalty tax on some payments it receives (or on certain expenses deducted by a TRS) if arrangements between Lamar Advertising and its TRSs are not comparable to similar arrangements among unrelated parties and it will incur such 100% excise tax if it is determined that it has been undercharged for certain services provided by a TRS.; |
• | Lamar Advertising may elect to retain and pay U.S. federal income tax on its net long-term capital gain. In that case, a stockholder would include its proportionate share of Lamar Advertising’s undistributed long-term capital gain (to the extent we make a timely designation of such gain to the stockholder) in its income, would be deemed to have paid the tax Lamar Advertising paid on such gain, and would be allowed a credit for its proportionate share of the tax deemed to have been paid, and an adjustment would be made to increase the stockholder’s tax basis in Lamar Advertising’s stock; |
• | if Lamar Advertising recognized gain on the disposition of assets held by it between January 1, 2014 and January 1, 2019, i.e. the five-year period after it became taxable as a REIT for U.S. federal income tax purposes, the lesser of (i) the amount of gain recognized on such disposition and (ii) the excess of the fair market value of such asset over Lamar Advertising’s basis in the asset on January 1, 2014, would be taxable at the highest regular corporate tax rate, which is currently 21%, on the lesser of the excess of the fair market value of the asset over Lamar Advertising’s basis in the asset on January 1, 2014, or the gain it realizes on the disposition. Such five-year period has expired but certain tax years for which
this rule applied remain open such that additional taxes could be assessed with respect to sales in those tax years. |
• | if after January 1, 2014, Lamar Advertising acquires an asset from a corporation in a transaction in which its basis in the asset is determined by reference to the basis of the asset in the hands of a present or former “C” corporation (including, for example, if it were to liquidate a wholly owned “C” corporation subsidiary), and if Lamar Advertising subsequently recognizes gain on the disposition of this asset during the five year period beginning on the date on which the asset ceased to be owned by the “C” corporation, then Lamar Advertising will pay tax at the highest regular corporate tax rate, which is currently 21%, on the lesser of the excess of the fair market value of the asset over the “C” corporation’s basis in the asset on the date the asset ceased to be owned by the “C” corporation, or the gain Lamar Advertising recognizes in
the disposition; |
• | income earned by Lamar Advertising’s TRSs will be subject to tax at regular corporate rates; and |
• | Lamar Advertising may be required to pay penalties to the IRS in certain circumstances, including if it fails to meet recordkeeping requirements intended to monitor Lamar Advertising’s compliance with rules relating to the composition of Lamar Advertising’s stockholders. |
(1) | that is managed by one or more trustees or directors; |
(2) | the beneficial ownership of which is evidenced by transferable shares, or by transferable certificates of beneficial interest; |
(3) | that would be taxable as a domestic corporation, but for Sections 856 through 859 of the Code; |
(4) | that is neither a financial institution nor an insurance company subject to applicable provisions of the Code; |
(5) | the beneficial ownership of which is held by 100 or more persons; |
(6) | not more than 50% in value of the outstanding shares of which is owned during the last half of each taxable year, directly or indirectly, by five or fewer individuals, as defined in the Code to include specified entities; |
(7) | that makes an election to be taxable as a REIT, or has made this election for a previous taxable year which has not been revoked or terminated, and satisfies all relevant filing and other administrative requirements established by the IRS that must be met to elect and maintain REIT status; |
(8) | that uses a calendar year for U.S. federal income tax purposes and complies with the recordkeeping requirements of the Code and the Treasury Regulations promulgated thereunder; and |
(9) | that meets other applicable tests, described below, regarding the nature of its income and assets and the amount of its distributions. |
(1) | at least 75% of the value of Lamar Advertising’s total assets must be represented by real estate assets, cash, cash items and government securities. Real estate assets include, for this purpose, interests in real property (such as land, buildings, leasehold interest in real property and personal property leased with real property if the rents attributable to the personal property would be rents from real property under the income tests discussed above), interests in mortgages on real property or on interests in real property, shares in other qualifying REITs, |
(2) | not more than 25% of Lamar Advertising’s total assets may be represented by securities other than those in the 75% asset class; |
(3) | except for cash, cash items, government securities and investments in QRSs, TRSs, equity interests in REITs or other securities that qualify as “real estate assets” for purposes of the test described in clause (1): the value of any one issuer’s securities owned by Lamar Advertising may not exceed 5% of the value of its total assets; Lamar Advertising may not own securities possessing more than 10% of the voting power of any one issuer’s outstanding securities; and it may not own more than 10% of the value of the outstanding securities of any one issuer; |
(4) | not more than 20% (for taxable years beginning on or after January 1, 2018) or 25% (for taxable years beginning before January 1, 2018) of the value of Lamar Advertising’s total assets may be represented by securities of one or more TRSs; and |
(5) | not more than 25% (for taxable years beginning on or after January 1, 2016) of the value of Lamar Advertising’s total assets may be represented by debt instruments of publicly offered REITs that are not secured by mortgages on real property or interests in real property. |
(1) | 85% of its REIT ordinary income for the year; |
(2) | 95% of its REIT capital gain net income for the year; and |
(3) | any undistributed taxable income from prior taxable years. |
Page |
||||
For the period ended December 31, 2020: |
||||
Lamar Advertising Company and Subsidiaries |
||||
F-3 |
||||
F-4 |
||||
F-6 |
||||
F-8 |
||||
F-10 |
||||
F-11 |
||||
F-13 |
||||
F-15 |
||||
F-47 |
||||
F-48 |
||||
Lamar Media Corp. and Subsidiaries |
||||
F-49 |
||||
F-50 |
||||
F-52 |
||||
F-54 |
||||
F-55 |
||||
F-56 |
||||
F-57 |
||||
F-59 |
||||
F-71 |
||||
F-72 |
||||
For the period ended March 31, 2021: |
||||
Lamar Advertising Company and Subsidiaries |
||||
F-73 |
||||
F-75 |
||||
F-76 |
||||
F-78 |
||||
F-80 |
Page |
||||
Lamar Media Corp. and Subsidiaries |
||||
F-92 |
||||
F-93 |
||||
F-94 |
||||
F-95 |
||||
F-97 |
2020 |
2019 |
|||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | i 121,569 | $ | i 26,188 | ||||
Receivables, net of allowance for doubtful accounts of $ i 14,946 and $ i 13,185 as of 2020 and 2019, respectively |
i 240,854 | i 254,930 | ||||||
Other current assets |
i 18,147 | i 29,051 | ||||||
Total current assets |
i 380,570 | i 310,169 | ||||||
Property, plant and equipment (note 5) |
i 3,615,505 | i 3,660,311 | ||||||
Less accumulated depreciation and amortization |
( i 2,333,656 | ) | ( i 2,311,196 | ) | ||||
Net property, plant and equipment |
i 1,281,849 | i 1,349,115 | ||||||
Operating lease right of use assets |
i 1,222,013 | i 1,320,779 | ||||||
Financing lease right of use assets |
i 19,670 | — | ||||||
Goodwill (note 6) |
i 1,912,328 | i 1,912,274 | ||||||
Intangible assets, net (note 6) |
i 914,446 | i 992,244 | ||||||
Other assets |
i 60,565 | i 56,574 | ||||||
Total assets |
$ | i 5,791,441 | $ | i 5,941,155 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
Current liabilities: |
||||||||
Trade accounts payable |
$ | i 12,017 | $ | i 14,974 | ||||
Current maturities of long-term debt, net of deferred financing costs of $ i 445 and $ i 6,081 in 2020 and 2019, respectively (note 9) |
i 122,434 | i 226,514 | ||||||
Current operating lease liabilities (note 7) |
i 195,439 | i 196,841 | ||||||
Current financing lease liabilities (note 7) |
i 1,331 | — | ||||||
Accrued expenses (note 8) |
i 105,288 | i 107,225 | ||||||
Deferred income |
i 111,363 | i 127,254 | ||||||
Total current liabilities |
i 547,872 | i 672,808 | ||||||
Long-term debt, net of deferred financing costs of $ i 39,672 and $ i 18,333 in 2020 and 2019, respectively (note 9) |
i 2,764,082 | i 2,753,604 | ||||||
Operating lease liabilities (note 7) |
i 993,776 | i 1,068,181 | ||||||
Financing lease liabilities (note 7) |
i 18,608 | — | ||||||
Deferred income tax liabilities (note 12) |
i 4,854 | i 5,713 | ||||||
Asset retirement obligation (note 10) |
i 222,876 | i 226,137 | ||||||
Other liabilities |
i 36,605 | i 34,406 | ||||||
Total liabilities |
i 4,588,673 | i 4,760,849 | ||||||
Stockholders’ equity (note 14): |
||||||||
Series AA preferred stock, par value $ i i .001 / ,
$ i i 63.80 /
cumulative dividends, authorized i i 5,720 /
shares; i i i i 5,720 / / /
shares issued and outstanding at 2020 and 2019 | i — | i — | ||||||
Class A common stock, par value $ i i .001 / ,
i i 362,500,000 /
shares authorized, i 87,111,327 and i 86,596,498 shares issued and i 86,491,646
and i 86,093,300 outstanding at 2020 and 2019, respectively | i 87 | i 87 |
2020 |
2019 |
|||||||
Class B common stock, par value $ i i .001 / ,
i i 37,500,000 /
shares authorized, i i i i 14,420,085 / / /
shares issued and outstanding at 2020 and 2019 | i 14 | i 14 | ||||||
Additional paid-in-capital |
i 1,963,850 | i 1,922,222 | ||||||
Accumulated comprehensive income |
i 934 | i 685 | ||||||
Accumulated deficit |
( i 717,331 | ) | ( i 708,408 | ) | ||||
Cost of shares held in treasury, i 619,681 and i 503,198 shares in 2020 and 2019, respectively |
( i 44,786 | ) | ( i 34,294 | ) | ||||
Stockholders’ equity |
i 1,202,768 | i 1,180,306 | ||||||
Total liabilities and stockholders’ equity |
$ | i 5,791,441 | $ | i 5,941,155 | ||||
2020 |
2019 |
2018 |
||||||||||
Statements of Income |
||||||||||||
Net revenues (note 2) |
$ | i 1,568,856 | $ | i 1,753,644 | $ | i 1,627,222 | ||||||
Operating expenses (income): |
||||||||||||
Direct advertising expenses (exclusive of depreciation and amortization) |
i 557,661 | i 590,078 | i 561,848 | |||||||||
General and administrative expenses (exclusive of depreciation and amortization) |
i 287,874 | i 318,380 | i 289,428 | |||||||||
Corporate expenses (exclusive of depreciation and amortization) |
i 70,944 | i 84,658 | i 82,896 | |||||||||
Depreciation and amortization (note 11) |
i 251,296 | i 250,028 | i 225,261 | |||||||||
(Gain) loss on disposition of assets |
( i 9,026 | ) | ( i 7,241 | ) | i 7,233 | |||||||
i 1,158,749 | i 1,235,903 | i 1,166,666 | ||||||||||
Operating income |
i 410,107 | i 517,741 | i 460,556 | |||||||||
Other expense (income): |
||||||||||||
Loss on extinguishment of debt |
i 25,235 | — | i 15,429 | |||||||||
Interest income |
( i 797 | ) | ( i 764 | ) | ( i 534 | ) | ||||||
Interest expense |
i 137,623 | i 150,616 | i 129,732 | |||||||||
i 162,061 | i 149,852 | i 144,627 | ||||||||||
Income before income tax expense (benefit) |
i 248,046 | i 367,889 | i 315,929 | |||||||||
Income tax expense (benefit) (note 12) |
i 4,660 | ( i 4,222 | ) | i 10,697 | ||||||||
Net income |
i 243,386 | i 372,111 | i 305,232 | |||||||||
Preferred stock dividends |
i 365 | i 365 | i 365 | |||||||||
Net income applicable to common stock |
$ | i 243,021 | $ | i 371,746 | $ | i 304,867 | ||||||
Earnings per share: |
||||||||||||
Basic earnings per share |
$ | i 2.41 | $ | i 3.71 | $ | i 3.09 | ||||||
Diluted earnings per share |
$ | i 2.41 | $ | i 3.71 | $ | i 3.08 | ||||||
Cash dividends declared per share of common stock |
$ | i 2.50 | $ | i 3.84 | $ | i 3.65 | ||||||
Weighted average common shares used in computing earnings per share: |
||||||||||||
Weighted average common shares outstanding basic |
i 100,756,361 | i 100,130,721 | i 98,817,525 | |||||||||
Weighted average common shares outstanding diluted |
i 100,902,700 | i 100,320,574 | i 99,086,160 | |||||||||
Statements of Comprehensive Income |
||||||||||||
Net income |
$ | i 243,386 | $ | i 372,111 | $ | i 305,232 | ||||||
Other comprehensive income (loss), net of tax |
||||||||||||
Foreign currency translation adjustments |
i 249 | i 673 | ( i 1,290 | ) | ||||||||
Comprehensive income |
$ | i 243,635 | $ | i 372,784 | $ | i 303,942 | ||||||
Series AA PREF Stock |
Class A CMN Stock |
Class B CMN Stock |
Treasury Stock |
Add’l Paid in Capital |
Accumulated Comprehensive Income (Loss) |
Accumulated Deficit |
Total |
|||||||||||||||||||||||||
Balance, December 31, 2017 |
$ | — | i 84 | i 14 | ( i 21,300 | ) | i 1,762,499 | i 1,302 | ( i 639,106 | ) | i 1,103,493 | |||||||||||||||||||||
Non-cash compensation |
— | — | — | — | i 4,012 | — | — | i 4,012 | ||||||||||||||||||||||||
Issuance of i i 150,259 /
shares of common stock through stock awards |
— | — | — | — | i 11,012 | — | — | i 11,012 | ||||||||||||||||||||||||
Exercise of i i 361,618 /
shares of stock options |
— | i 1 | — | — | i 13,432 | — | — | i 13,433 | ||||||||||||||||||||||||
Issuance of i i 126,012 /
shares of common stock through employee purchase plan |
— | — | — | — | i 7,115 | — | — | i 7,115 | ||||||||||||||||||||||||
Issuance of i i 576,002 /
shares of common stock for cash |
— | i 1 | — | — | i 42,069 | — | — | i 42,070 | ||||||||||||||||||||||||
Issuance of i 163,137 shares of common stock for purchase of assets |
— | — | — | — | i 12,282 | — | — | i 12,282 | ||||||||||||||||||||||||
Purchase of i 57,619 shares of treasury stock |
— | — | — | ( i 4,112 | ) | — | — | — | ( i 4,112 | ) | ||||||||||||||||||||||
Foreign currency translation |
— | — | — | — | — | ( i 1,290 | ) | — | ( i 1,290 | ) | ||||||||||||||||||||||
Net income |
— | — | — | — | — | — | i 305,232 | i 305,232 | ||||||||||||||||||||||||
Dividends/distributions to common shareholders ($ i 3.65 per common share) |
— | — | — | — | — | — | ( i 361,098 | ) | ( i 361,098 | ) | ||||||||||||||||||||||
Dividends ($ i i 63.80 /
per preferred share) |
— | — | — | — | — | — | ( i 365 | ) | ( i 365 | ) | ||||||||||||||||||||||
Balance, December 31, 2018 |
$ | — | i 86 | i 14 | ( i 25,412 | ) | i 1,852,421 | i 12 | ( i 695,337 | ) | i 1,131,784 | |||||||||||||||||||||
Non-cash compensation |
— | — | — | — | i 4,604 | i 4,604 | ||||||||||||||||||||||||||
Issuance of i i 302,507 /
shares of common stock through stock awards |
— | — | — | — | i 20,956 | — | — | i 20,956 | ||||||||||||||||||||||||
Exercise of i i 340,684 /
shares of stock options |
— | — | — | — | i 14,984 | — | — | i 14,984 | ||||||||||||||||||||||||
Issuance of i i 129,972 /
shares of common stock through employee purchase plan |
— | — | — | — | i 8,060 | — | — | i 8,060 | ||||||||||||||||||||||||
Issuance of i i 266,410 /
shares of common stock for cash |
— | i 1 | — | — | i 21,197 | — | — | i 21,198 | ||||||||||||||||||||||||
Purchase of i 114,295 shares of treasury stock |
— | — | — | ( i 8,882 | ) | — | — | — | ( i 8,882 | ) | ||||||||||||||||||||||
Foreign currency translation |
— | — | — | — | — | i 673 | — | i 673 | ||||||||||||||||||||||||
Net income |
— | — | — | — | — | — | i 372,111 | i 372,111 |
Series AA PREF Stock |
Class A CMN Stock |
Class B CMN Stock |
Treasury Stock |
Add’l Paid in Capital |
Accumulated Comprehensive Income (Loss) |
Accumulated Deficit |
Total |
|||||||||||||||||||||||||
Dividends/distributions to common shareholders ($ i 3.84 per common share) |
— | — | — | — | — | — | ( i 384,817 | ) | ( i 384,817 | ) | ||||||||||||||||||||||
Dividends ($ i i 63.80 /
per preferred share) |
— | — | — | — | — | — | ( i 365 | ) | ( i 365 | ) | ||||||||||||||||||||||
Balance, December 31, 2019 |
$ | — | i 87 | i 14 | ( i 34,294 | ) | i 1,922,222 | i 685 | ( i 708,408 | ) | i 1,180,306 | |||||||||||||||||||||
Non-cash compensation |
— | — | — | — | i 4,669 | i 4,669 | ||||||||||||||||||||||||||
Issuance of i i 298,124 /
shares of common stock through stock awards |
— | — | — | — | i 25,811 | — | — | i 25,811 | ||||||||||||||||||||||||
Exercise of i i 61,949 /
shares of stock options |
— | — | — | — | i 3,138 | — | — | i 3,138 | ||||||||||||||||||||||||
Issuance of i i 154,756 /
shares of common stock through employee purchase plan |
— | — | — | — | i 8,010 | — | — | i 8,010 | ||||||||||||||||||||||||
Purchase of i 116,483 shares of treasury stock |
— | — | — | ( i 10,492 | ) | — | — | — | ( i 10,492 | ) | ||||||||||||||||||||||
Foreign currency translation |
— | — | — | — | — | i 249 | — | i 249 | ||||||||||||||||||||||||
Net income |
— | — | — | — | — | — | i 243,386 | i 243,386 | ||||||||||||||||||||||||
Dividends/distributions to common shareholders ($ i 2.50 per common share) |
— | — | — | — | — | — | ( i 251,944 | ) | ( i 251,944 | ) | ||||||||||||||||||||||
Dividends ($ i i 63.80 /
per preferred share) |
— | — | — | — | — | — | ( i 365 | ) | ( i 365 | ) | ||||||||||||||||||||||
Balance, December 31, 2020 |
$ | — | i 87 | i 14 | ( i 44,786 | ) | i 1,963,850 | i 934 | ( i 717,331 | ) | i 1,202,768 | |||||||||||||||||||||
2020 |
2019 |
2018 |
||||||||||
Cash flows from operating activities: |
||||||||||||
Net income |
$ | i 243,386 | $ | i 372,111 | $ | i 305,232 | ||||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||||||
Depreciation and amortization |
i 251,296 | i 250,028 | i 225,261 | |||||||||
Stock-based compensation |
i 18,772 | i 29,647 | i 29,443 | |||||||||
Amortization included in interest expense |
i 5,909 | i 5,365 | i 4,920 | |||||||||
(Gain) loss on disposition of assets and investments |
( i 9,026 | ) | ( i 7,241 | ) | i 7,233 | |||||||
Loss on extinguishment of debt |
i 25,235 | — | i 15,429 | |||||||||
Deferred income tax (benefit) expense |
( i 797 | ) | ( i 14,130 | ) | i 1,538 | |||||||
Provision for doubtful accounts |
i 12,729 | i 10,608 | i 7,985 | |||||||||
Changes in operating assets and liabilities: |
||||||||||||
Decrease (increase) in: |
||||||||||||
Receivables |
i 1,287 | ( i 28,357 | ) | ( i 33,292 | ) | |||||||
Prepaid expenses |
i 591 | i 275 | ( i 5,433 | ) | ||||||||
Other assets |
i 7,629 | ( i 11,257 | ) | i 2,828 | ||||||||
Increase (decrease) in: |
||||||||||||
Trade accounts payable |
i 841 | i 700 | i 1,366 | |||||||||
Accrued expenses |
i 10,052 | ( i 1,597 | ) | ( i 6,292 | ) | |||||||
Operating lease liabilities |
i 24,549 | i 9,102 | — | |||||||||
Other liabilities |
( i 22,580 | ) | i 15,611 | i 8,628 | ||||||||
Cash flows provided by operating activities |
i 569,873 | i 630,865 | i 564,846 | |||||||||
Cash flows from investing activities: |
||||||||||||
Capital expenditures |
( i 62,272 | ) | ( i 140,956 | ) | ( i 117,638 | ) | ||||||
Acquisitions |
( i 45,584 | ) | ( i 226,278 | ) | ( i 477,389 | ) | ||||||
(Increase) decrease in notes receivable |
— | ( i 448 | ) | i 9 | ||||||||
Proceeds received from property insurance claims |
— | i 210 | i 4,222 | |||||||||
Proceeds from disposition of assets and investments |
i 10,968 | i 5,438 | i 6,648 | |||||||||
Cash flows used in investing activities |
( i 96,888 | ) | ( i 362,034 | ) | ( i 584,148 | ) | ||||||
Cash flows from financing activities: |
||||||||||||
Net proceeds from issuance of common stock |
i 11,148 | i 44,262 | i 62,662 | |||||||||
Cash used for purchase of treasury shares |
( i 10,492 | ) | ( i 8,882 | ) | ( i 4,112 | ) | ||||||
Proceeds received from revolving credit facility |
i 725,000 | i 495,000 | i 563,000 | |||||||||
Payments on revolving credit facility |
( i 875,000 | ) | ( i 625,000 | ) | ( i 481,000 | ) | ||||||
Principal payments on long term debt |
( i 9,112 | ) | ( i 34,471 | ) | ( i 27,328 | ) | ||||||
Borrowings on long term debt |
i 8,750 | — | — | |||||||||
Proceeds received from senior credit facility term loans |
i 598,500 | — | i 599,250 | |||||||||
Payments on senior credit facility term loans |
( i 978,097 | ) | — | — | ||||||||
Proceeds received from accounts receivable securitization program |
i 122,500 | i 9,000 | i 175,000 | |||||||||
Payments on accounts receivable securitization program |
( i 175,000 | ) | ( i 9,000 | ) | — | |||||||
Debt issuance costs |
( i 32,950 | ) | ( i 4,463 | ) | ( i 7,616 | ) |
2020 |
2019 |
2018 |
||||||||||
Proceeds received from note offering |
i 1,549,250 | i 255,000 | — | |||||||||
Redemption of senior notes and senior subordinated notes |
( i 1,058,596 | ) | — | ( i 509,790 | ) | |||||||
Distributions to non-controlling interest |
( i 1,509 | ) | ( i 621 | ) | ( i 541 | ) | ||||||
Dividends/distributions |
( i 252,309 | ) | ( i 385,182 | ) | ( i 443,088 | ) | ||||||
Cash flows used in financing activities |
( i 377,917 | ) | ( i 264,357 | ) | ( i 73,563 | ) | ||||||
Effect of exchange rate changes in cash and cash equivalents |
i 313 | i 220 | ( i 1,112 | ) | ||||||||
Net increase (decrease) in cash and cash equivalents |
i 95,381 | i 4,694 | ( i 93,977 | ) | ||||||||
Cash and cash equivalents at beginning of period |
i 26,188 | i 21,494 | i 115,471 | |||||||||
Cash and cash equivalents at end of period |
$ | i 121,569 | $ | i 26,188 | $ | i 21,494 | ||||||
Supplemental disclosures of cash flow information: |
||||||||||||
Cash paid for interest |
$ | i 130,864 | $ | i 139,585 | $ | i 136,711 | ||||||
Cash paid for state and federal income taxes |
$ | i 4,033 | $ | i 14,449 | $ | i 8,563 | ||||||
• | that engages in business activities from which it may earn revenues and incur expenses; |
• | whose operating results are regularly reviewed by the enterprise’s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance; and |
• | for which discrete financial information is available. |
F-16 |
F-17 |
2020 |
2019 |
2018 |
||||||||||
Net revenues |
$ | i 8,088 | $ | i 9,636 | $ | i 8,955 | ||||||
Direct advertising expenses |
$ | i 3,971 | $ | i 3,982 | $ | i 3,633 | ||||||
General and administrative expenses |
$ | i 3,144 | $ | i 4,986 | $ | i 4,758 |
F-18 |
F-19 |
F-20 |
F-21 |
2020 |
2019 |
2018 |
||||||||||
Billboard Advertising |
$ | i 1,403,239 | $ | i 1,537,542 | $ | i 1,412,978 | ||||||
Logo Advertising |
i 82,944 | i 84,201 | i 84,424 | |||||||||
Transit Advertising |
i 82,673 | i 131,901 | i 129,820 | |||||||||
|
|
|
|
|
|
|||||||
Net Revenues |
$ | i 1,568,856 | $ | i 1,753,644 | $ | i 1,627,222 | ||||||
|
|
|
|
|
|
Total |
||||
Property, plant and equipment |
$ | i 13,376 | ||
Site locations |
i 27,902 | |||
Non-competition agreements |
i 140 | |||
Customer lists and contracts |
i 3,979 | |||
Asset acquisition costs |
i 154 | |||
Current assets |
i 3 | |||
Current liabilities |
( i 295 | ) | ||
Operating right of use assets |
i 7,269 | |||
Operating lease liabilities |
( i 6,368 | ) | ||
|
|
|||
$ i 46,160 |
||||
|
|
|
|
|
|
|
F-22 |
Total |
||||
Property, plant and equipment |
$ | i 37,988 | ||
Site locations |
i 131,208 | |||
Non-competition agreements |
i 240 | |||
Customer lists and contracts |
i 23,032 | |||
Asset acquisition costs |
i 756 | |||
Other intangibles |
i 3,115 | |||
Goodwill |
i 29,360 | |||
Current assets |
i 1,860 | |||
Current liabilities |
( i 832 | ) | ||
Operating right of use assets |
i 23,934 | |||
Operating lease liabilities |
( i 21,573 | ) | ||
Other liabilities |
( i 1,500 | ) | ||
|
|
|||
$ i 227,588 |
||||
|
|
F-23 |
2019 |
2018 |
|||||||
(unaudited) |
||||||||
Net revenues |
$ | i 1,764,493 | $ | i 1,724,821 | ||||
Net income applicable to common stock |
$ | i 369,300 | $ | i 292,012 | ||||
Net income per common share — basic |
$ | i 3.69 | $ | i 2.96 | ||||
Net income per common share — diluted |
$ | i 3.68 | $ | i 2.95 |
Estimated Life (Years) |
2020 |
2019 |
||||||||||
Land |
— | $ | i 413,257 | $ | i 406,884 | |||||||
Building and improvements |
i 10 — i 39 | i 187,921 | i 181,797 | |||||||||
Advertising structures |
i 5 — i 15 | i 2,880,521 | i 2,926,706 | |||||||||
Automotive and other equipment |
i 3 — i 7 | i 133,806 | i 144,924 | |||||||||
|
|
|
|
|||||||||
$ | i 3,615,505 | $ | i 3,660,311 | |||||||||
|
|
|
|
F-24 |
Estimated Life (Years) |
2020 |
2019 |
||||||||||||||||||
Gross Carrying Amount |
Accumulated Amortization |
Gross Carrying Amount |
Accumulated Amortization |
|||||||||||||||||
Amortizable Intangible Assets: |
||||||||||||||||||||
Customer lists and contracts |
i 7 — i 10 | $ | i 645,739 | $ | i 563,135 | $ | i 641,714 | $ | i 539,405 | |||||||||||
Non-competition agreements |
i 3 — i 15 | i 66,156 | i 64,647 | i 66,014 | i 64,379 | |||||||||||||||
Site locations |
i 15 | i 2,412,745 | i 1,593,805 | i 2,384,520 | i 1,509,335 | |||||||||||||||
Other |
i 2 — i 15 | i 50,018 | i 38,625 | i 49,864 | i 36,749 | |||||||||||||||
$ | i 3,174,658 | $ | i 2,260,212 | $ | i 3,142,112 | $ | i 2,149,868 | |||||||||||||
Unamortizable Intangible Assets: |
||||||||||||||||||||
Goodwill |
$ | i 2,165,864 | $ | i 253,536 | $ | i 2,165,810 | $ | i 253,536 |
Balance as of December 31, 2018 |
$ | i 2,172,922 | ||
Goodwill acquired during the year |
i 29,360 | |||
Purchase price adjustments and other |
( i 36,472 | ) | ||
Impairment losses |
i — | |||
Balance as of December 31, 2019 |
$ | i 2,165,810 | ||
Goodwill acquired during the year |
— | |||
Purchase price adjustments and other |
i 54 | |||
Impairment losses |
— | |||
Balance as of December 31, 2020 |
$ | i 2,165,864 | ||
2021 |
$ | i 106,816 | ||
2022 |
i 101,964 | |||
2023 |
i 91,133 | |||
2024 |
i 87,320 | |||
2025 |
i 83,959 | |||
Thereafter |
i 443,254 | |||
Total |
$ | i 914,446 | ||
F-25 |
F-26 |
2021 |
$ | i 228,135 | ||
2022 |
i 182,214 | |||
2023 |
i 162,163 | |||
2024 |
i 145,750 | |||
2025 |
i 122,384 | |||
Thereafter |
i 757,576 | |||
|
|
|||
Total undiscounted operating lease payments |
i 1,598,222 | |||
Less: Imputed interest |
( i 409,007 | ) | ||
|
|
|||
Total operating lease liabilities |
$ | i 1,189,215 | ||
|
|
2020 |
2019 |
|||||||
Payroll |
$ | i 17,034 | $ | i 20,223 | ||||
Interest |
i 33,583 | i 32,734 | ||||||
Insurance benefits |
i 12,499 | i 11,554 | ||||||
Accrued variable lease and contract expense |
i 19,274 | i 12,559 | ||||||
Stock-based compensation |
i 11,589 | i 23,297 | ||||||
Other |
i 11,309 | i 6,858 | ||||||
|
|
|
|
|||||
$ | i 105,288 | $ | i 107,225 | |||||
|
|
|
|
|
|
|
|
|
F-27 |
Debt |
Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
Senior Credit Facility |
$ | i 598,466 | $ | i 11,569 | $ | i 586,897 | ||||||
Accounts Receivable Securitization Program |
i 122,500 | i 445 | i 122,055 | |||||||||
3 3/4% Senior Notes |
i 600,000 | i 8,031 | i 591,969 | |||||||||
i 4% Senior Notes |
i 549,280 | i 7,911 | i 541,369 | |||||||||
4 7/8% Senior Notes |
i 400,000 | i 5,586 | i 394,414 | |||||||||
5 3/4% Senior Notes |
i 653,631 | i 6,575 | i 647,056 | |||||||||
Other notes with various rates and terms |
i 2,756 | — | i 2,756 | |||||||||
|
|
|
|
|
|
|||||||
i 2,926,633 | i 40,117 | i 2,886,516 | ||||||||||
Less current maturities |
( i 122,879 | ) | ( i 445 | ) | ( i 122,434 | ) | ||||||
|
|
|
|
|
|
|||||||
Long-term debt, excluding current maturities |
$ | i 2,803,754 | $ | i 39,672 | $ | i 2,764,082 | ||||||
|
|
|
|
|
|
|||||||
Debt |
Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
Senior Credit Facility |
$ | i 1,127,069 | $ | i 9,077 | $ | i 1,117,992 | ||||||
Accounts Receivable Securitization Program |
i 175,000 | i 846 | i 174,154 | |||||||||
i 5% Senior Subordinated Notes |
i 535,000 | i 3,237 | i 531,763 | |||||||||
5 3/8% Senior Notes |
i 510,000 | i 3,502 | i 506,498 | |||||||||
5 3/4% Senior Notes |
i 654,345 | i 7,752 | i 646,593 | |||||||||
Other notes with various rates and terms |
i 3,118 | — | i 3,118 | |||||||||
|
|
|
|
|
|
|||||||
i 3,004,532 | i 24,414 | i 2,980,118 | ||||||||||
Less current maturities |
( i 232,595 | ) | ( i 6,081 | ) | ( i 226,514 | ) | ||||||
|
|
|
|
|
|
|||||||
Long-term debt, excluding current maturities |
$ | i 2,771,937 | $ | i 18,333 | $ | i 2,753,604 | ||||||
|
|
|
|
|
|
Debt |
Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
2021 |
$ | i 122,879 | $ | i 445 | $ | i 122,434 | ||||||
2022 |
$ | i 362 | $ | — | $ | i 362 | ||||||
2023 |
$ | i 381 | $ | — | $ | i 381 | ||||||
2024 |
$ | i 400 | $ | — | $ | i 400 | ||||||
2025 |
$ | i 420 | $ | i 4,464 | $ | ( i 4,044 | ) | |||||
Later years |
$ | i 2,802,191 | $ | i 35,208 | $ | i 2,766,983 |
|
|
|
|
|
F-28 |
• |
dispose of assets; |
F-29 |
• |
incur or repay debt; |
• |
create liens; |
• |
make investments; and |
• |
pay dividends. |
F-30 |
F-31 |
F-32 |
F-33 |
Balance at December 31, 2018 |
$ | i 222,989 | ||
Additions to asset retirement obligations |
i 2,529 | |||
Accretion expense |
i 4,260 | |||
Liabilities settled |
( i 3,641 | ) | ||
|
|
|||
Balance at December 31, 2019 |
$ | i 226,137 | ||
Additions to asset retirement obligations |
i 658 | |||
Accretion expense |
i 4,135 | |||
Liabilities settled |
( i 8,054 | ) | ||
|
|
|||
Balance at December 31, 2020 |
$ | i 222,876 | ||
|
|
Year Ended December 31, |
||||||||||||
2019 |
2018 |
|||||||||||
Direct expenses |
$ | i 236,054 | $ | i 235,544 | $ | i 212,585 | ||||||
General and administrative expenses |
i 4,996 | i 4,416 | i 4,134 | |||||||||
Corporate expenses |
i 10,246 | i 10,068 | i 8,542 | |||||||||
|
|
|
|
|
|
|||||||
$ i 251,296 |
$ i 250,028 |
$ i 225,261 |
||||||||||
|
|
|
|
|
|
F-34 |
Current |
Deferred |
Total |
||||||||||
Year ended December 31, 2020: |
||||||||||||
U.S. federal |
$ | i 2,997 | $ | ( i 45 | ) | $ | i 2,952 | |||||
State and local |
i 1,940 | i 311 | i 2,251 | |||||||||
Foreign |
i 520 | ( i 1,063 | ) | ( i 543 | ) | |||||||
|
|
|
|
|
|
|||||||
$ | i 5,457 | $ | ( i 797 | ) | $ | i 4,660 | ||||||
|
|
|
|
|
|
|||||||
Year ended December 31, 2019: |
||||||||||||
U.S. federal |
$ | i 6,045 | $ | ( i 13,450 | ) | $ | ( i 7,405 | ) | ||||
State and local |
i 2,699 | ( i 2,654 | ) | i 45 | ||||||||
Foreign |
i 1,164 | i 1,974 | i 3,138 | |||||||||
|
|
|
|
|
|
|||||||
$ | i 9,908 | $ | ( i 14,130 | ) | $ | ( i 4,222 | ) | |||||
|
|
|
|
|
|
|||||||
Year ended December 31, 2018: |
||||||||||||
U.S. federal |
$ | i 4,952 | $ | i 435 | $ | i 5,387 | ||||||
State and local |
i 2,615 | ( i 123 | ) | i 2,492 | ||||||||
Foreign |
i 1,592 | i 1,226 | i 2,818 | |||||||||
|
|
|
|
|
|
|||||||
$ | i 9,159 | $ | i 1,538 | $ | i 10,697 | |||||||
|
|
|
|
|
|
2020 |
2019 |
2018 |
||||||||||
U.S. |
$ | i 249,714 | $ | i 357,445 | $ | i 317,695 | ||||||
Foreign |
( i 1,668 | ) | i 10,444 | ( i 1,766 | ) | |||||||
|
|
|
|
|
|
|||||||
Total |
$ | i 248,046 | $ | i 367,889 | $ | i 315,929 | ||||||
|
|
|
|
|
|
|
|
|
|
|
F-35 |
2020 |
2019 |
2018 |
||||||||||
Income tax expense at U.S. federal statutory rate |
$ | i 52,090 | $ | i 77,257 | $ | i 66,345 | ||||||
Tax adjustment related to REIT (a) |
( i 50,395 | ) | ( i 70,619 | ) | ( i 63,669 | ) | ||||||
State and local income taxes, net of federal income tax benefit |
i 1,222 | i 2,039 | i 1,461 | |||||||||
Book expenses not deductible for tax purposes |
i 3,156 | i 4,144 | i 1,926 | |||||||||
Stock-based compensation |
( i 2,033 | ) | ( i 1,177 | ) | i 1,090 | |||||||
Valuation allowance (b) |
( i 1,031 | ) | ( i 1,032 | ) | i 3,813 | |||||||
Rate change (c) |
( i 182 | ) | — | ( i 80 | ) | |||||||
Undistributed earnings of foreign subsidiaries (d) |
( i 78 | ) | ( i 102 | ) | ( i 393 | ) | ||||||
Deferred tax adjustment due to REIT conversion (e) |
— | ( i 17,031 | ) | — | ||||||||
Other differences, net |
i 1,911 | i 2,299 | i 204 | |||||||||
|
|
|
|
|
|
|||||||
Income tax expense (benefit) |
$ | i 4,660 | $ | ( i 4,222 | ) | $ | i 10,697 | |||||
|
|
|
|
|
|
(a) |
Includes dividend paid deduction of $ i 52,985, $ i 76,688 and $ i 69,818
for the tax years ended December 31, 2020, 2019 and 2018, respectively. |
(b) |
For the years ended December 31, 2020, 2019 and 2018, a non-cash valuation allowance of $( i 1,031), $( i 1,032)
and $ i 3,813, respectively, was recorded to income tax expense due to our limited ability to utilize Puerto Rico deferred tax assets in future years. |
(c) |
Under Act 257, the Puerto Rico corporate income tax rate was lowered from i 39% to i 37.5%.
As a result, a non-cash benefit of $ i 182 to income tax expense was recorded for the reduction of the Puerto Rico net deferred tax liability for the year ended December 31, 2020. |
(d) |
Management does not assert that the undistributed earnings of our Canadian subsidiaries will be permanently reinvested. For the years ended December 31, 2020, 2019 and 2018, we recognized a deferred tax benefit of $ i 78, $ i 102
and $ i 393, respectively, for future foreign withholding taxes related to undistributed earnings. |
(e) |
The income tax provision for the year ended December 31, 2019 is net of the deferred tax benefit of $ i 17,031, which relates to the transfer of assets purchased from Fairway into our qualifying REIT subsidiary on June 28, 2019. The Fairway assets were initially placed in the TRS. |
2020 |
2019 |
|||||||
Deferred tax assets: |
||||||||
Allowance for doubtful accounts |
$ | i 328 | $ | i 499 | ||||
Accrued liabilities not deducted for tax purposes |
i 3,358 | i 3,431 | ||||||
Net operating loss carry forwards |
i 18,803 | i 19,522 | ||||||
Tax credit carry forwards |
i 693 | i 1,140 |
|
|
|
|
|
F-36 |
2020 |
2019 |
|||||||
Charitable contributions carry forward |
i 4 | i 5 | ||||||
Investment in partnerships |
i 367 | i 382 | ||||||
Gross deferred tax assets |
i 23,553 | i 24,979 | ||||||
Less: valuation allowance |
( i 20,997 | ) | ( i 22,902 | ) | ||||
Net deferred tax assets |
i 2,556 | i 2,077 | ||||||
Deferred tax liabilities: |
||||||||
Intangibles |
( i 5,443 | ) | ( i 5,898 | ) | ||||
Property, plant and equipment |
( i 911 | ) | ( i 701 | ) | ||||
Undistributed earnings of foreign subsidiaries |
( i 1,056 | ) | ( i 1,191 | ) | ||||
Gross deferred tax liabilities |
( i 7,410 | ) | ( i 7,790 | ) | ||||
Net deferred tax liabilities |
$ | ( i 4,854 | ) | $ | ( i 5,713 | ) | ||
F-37 |
Balance as of December 31, 2018 |
$ | i 3,207 | ||
Additions for tax positions related to current year |
i 974 | |||
Additions for tax positions related to prior years |
i 386 | |||
Reductions for tax positions related to prior years |
— | |||
Lapse of statute of limitations |
( i 117 | ) | ||
Settlements |
— | |||
Balance as of December 31, 2019 |
$ | i 4,450 | ||
Additions for tax positions related to current year |
i 862 | |||
Additions for tax positions related to prior years |
i 667 | |||
Reductions for tax positions related to prior years |
— | |||
Lapse of statute of limitations |
( i 1,013 | ) | ||
Settlements |
— | |||
Balance as of December 31, 2020 |
$ | i 4,966 | ||
F-38 |
F-39 |
F-40 |
F-41 |
Grant Year |
Dividend Yield |
Expected Volatility |
Risk Free Interest Rate |
Expected Lives |
||||||||||||
2020 |
i 5 | % | i 45 | % | i 2 | % | i 6 | |||||||||
2019 |
i 5 | % | i 46 | % | i 2 | % | i 6 | |||||||||
2018 |
i 5 | % | i 46 | % | i 2 | % | i 6 |
Shares |
Weighted Average Exercise Price |
Weighted Average Contractual Life |
||||||||||
Outstanding, beginning of year |
i 608,375 | $ | i 57.97 | |||||||||
Granted |
i 63,500 | i 71.91 | ||||||||||
Exercised |
( i 61,949 | ) | i 50.66 | |||||||||
Forfeited |
— | — | ||||||||||
Expired |
( i 11,000 | ) | i 50.81 | |||||||||
|
|
|
|
|||||||||
Outstanding, end of year |
i 598,926 | i 60.34 | i 5.42 | |||||||||
|
|
|
|
|
|
|||||||
Exercisable at end of year |
i 422,626 | i 55.06 | i 4.25 | |||||||||
|
|
|
|
|
|
Shares |
||||
Available for future purchases, January 1, 2020 |
i 438,434 | |||
Additional shares reserved under 2019 ESPP |
i 86,093 | |||
Purchases |
( i 154,756 | ) | ||
|
|
|||
Available for future purchases, December 31, 2020 |
i 369,771 | |||
|
|
|
|
|
|
|
F-42 |
F-43 |
2021 |
$ | i 30,775 | ||
2022 |
$ | i 26,640 | ||
2023 |
$ | i 19,357 | ||
2024 |
$ | i 16,247 | ||
2025 |
$ | i 12,679 | ||
Thereafter |
$ | i 4,515 |
F-44 |
Year 2020 Quarters |
||||||||||||||||
March 31 |
June 30 |
September 30 |
December 31 |
|||||||||||||
Net revenues |
$ | i 406,569 | $ | i 347,652 | $ | i 386,110 | $ | i 428,525 | ||||||||
Net revenues less direct advertising expenses |
$ | i 257,075 | $ | i 213,593 | $ | i 249,801 | $ | i 290,726 | ||||||||
Net income applicable to common stock |
$ | i 40,402 | $ | i 31,338 | $ | i 62,667 | $ | i 108,614 | ||||||||
Net income per common share basic |
$ | i 0.40 | $ | i 0.31 | $ | i 0.62 | $ | i 1.08 | ||||||||
Net income per common share diluted |
$ | i 0.40 | $ | i 0.31 | $ | i 0.62 | $ | i 1.08 |
|
|
|
|
|
F-45 |
Year 2019 Quarters |
||||||||||||||||
March 31 |
June 30 |
September 30 |
December 31 |
|||||||||||||
Net revenues |
$ | i 384,457 | $ | i 448,742 | $ | i 457,786 | $ | i 462,659 | ||||||||
Net revenues less direct advertising expenses |
$ | i 243,987 | $ | i 302,352 | $ | i 308,940 | $ | i 308,287 | ||||||||
Net income applicable to common stock |
$ | i 51,162 | $ | i 118,305 | $ | i 99,618 | $ | i 102,661 | ||||||||
Net income per common share basic |
$ | i 0.51 | $ | i 1.18 | $ | i 0.99 | $ | i 1.02 | ||||||||
Net income per common share diluted |
$ | i 0.51 | $ | i 1.18 | $ | i 0.99 | $ | i 1.02 |
F-46 |
Balance at Beginning of Period |
Charged to Costs and Expenses |
Deductions |
Balance at End of Period |
|||||||||||||
Year ended December 31, 2020 |
||||||||||||||||
Deducted in balance sheet from trade accounts receivable: |
||||||||||||||||
Allowance for doubtful accounts |
$ | i 13,185 | i 12,729 | i 10,968 | $ | i 14,946 | ||||||||||
Deducted in balance sheet from deferred tax assets: |
||||||||||||||||
Valuation allowance |
$ | i 22,902 | — | i 1,905 | $ | i 20,997 | ||||||||||
Year ended December 31, 2019 |
||||||||||||||||
Deducted in balance sheet from trade accounts receivable: |
||||||||||||||||
Allowance for doubtful accounts |
$ | i 11,161 | i 11,608 | i 9,584 | $ | i 13,185 | ||||||||||
Deducted in balance sheet from deferred tax assets: |
||||||||||||||||
Valuation allowance |
$ | i 23,934 | — | i 1,032 | $ | i 22,902 | ||||||||||
Year ended December 31, 2018 |
||||||||||||||||
Deducted in balance sheet from trade accounts receivable: |
||||||||||||||||
Allowance for doubtful accounts |
$ | i 10,055 | i 8,472 | i 7,366 | $ | i 11,161 | ||||||||||
Deducted in balance sheet from deferred tax assets: |
||||||||||||||||
Valuation allowance |
$ | i 20,120 | i 3,814 | — | $ | i 23,934 |
Description (1) |
Encumbrances |
Initial Cost (2) |
Gross Carrying Amount (3) |
Accumulated Depreciation |
Construction Date |
Acquisition Date |
Useful Lives |
|||||||||||||||||||||
i 354,571 Displays |
i — | i — | $ | i 3,293,778 | $ | ( i 2,192,700 | ) | i Various | i Various | i 5 to i 20 years |
(1) |
(2) |
This information is omitted, as it would be impracticable to compile such information on a site-by-site |
(3) |
Includes sites under construction |
Gross real estate assets: |
||||||||||||
Balance at the beginning of the year |
$ | i 3,333,590 | $ | i 3,201,434 | $ | i 3,074,046 | ||||||
Capital expenditures on new advertising displays (4) |
i 21,598 | i 59,604 | i 54,151 | |||||||||
Capital expenditures on improvements/redevelopments of existing advertising displays |
i 13,021 | i 25,025 | i 12,781 | |||||||||
Capital expenditures other recurring |
i 12,631 | i 36,354 | i 34,758 | |||||||||
Land acquisitions (6) |
i 8,980 | i 22,965 | i 15,368 | |||||||||
Acquisition of advertising displays (5) (6) |
i 4,446 | i 23,589 | i 82,617 | |||||||||
Assets sold or written-off |
( i 100,906 | ) | ( i 35,320 | ) | ( i 70,494 | ) | ||||||
Foreign exchange |
i 418 | ( i 61 | ) | ( i 1,793 | ) | |||||||
Balance at the end of the year |
$ | i 3,293,778 | $ | i 3,333,590 | $ | i 3,201,434 | ||||||
Accumulated depreciation: |
||||||||||||
Balance at the beginning of the year |
$ | i 2,166,579 | $ | i 2,082,335 | $ | i 2,025,251 | ||||||
Depreciation |
i 111,049 | i 111,531 | i 106,700 | |||||||||
Assets sold or written-off |
( i 85,267 | ) | ( i 27,890 | ) | ( i 48,488 | ) | ||||||
Foreign exchange |
i 339 | i 603 | ( i 1,128 | ) | ||||||||
Balance at the end of the year |
$ | i 2,192,700 | $ | i 2,166,579 | $ | i 2,082,335 | ||||||
(4) |
Includes non-cash amounts of $ i 621, $ i 554
and $ i 446 at December 31, 2020, 2019 and 2018, respectively |
(5) |
(6) |
Includes preliminary allocation of assets acquired from Fairway at December 31, 2018 |
2020 |
2019 |
|||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | i 121,069 | $ | i 25,688 | ||||
Receivables, net of allowance for doubtful accounts of $ i 14,946 and $ i 13,185
as of 2020 and 2019, respectively |
i 240,854 | i 254,930 | ||||||
Other current assets |
i 18,147 | i 29,051 | ||||||
Total current assets |
i 380,070 | i 309,669 | ||||||
Property, plant and equipment |
i 3,615,505 | i 3,660,311 | ||||||
Less accumulated depreciation and amortization |
( i 2,333,656 | ) | ( i 2,311,196 | ) | ||||
Net property, plant and equipment |
i 1,281,849 | i 1,349,115 | ||||||
Operating lease right of use assets |
i 1,222,013 | i 1,320,779 | ||||||
Financing lease right of use assets |
i 19,670 | — | ||||||
Goodwill (note 3) |
i 1,902,177 | i 1,902,123 | ||||||
Intangible assets, net (note 3) |
i 913,978 | i 991,776 | ||||||
Other assets |
i 54,950 | i 50,959 | ||||||
Total assets |
$ | i 5,774,707 | $ | i 5,924,421 | ||||
LIABILITIES AND STOCKHOLDER’S EQUITY |
||||||||
Current liabilities: |
||||||||
Trade accounts payable |
$ | i 12,017 | $ | i 14,974 | ||||
Current maturities of long-term debt, net of deferred financing costs of $ i 445 and $ i 6,081
in 2020 and 2019, respectively (note 5) |
i 122,434 | i 226,514 | ||||||
Current operating lease liabilities |
i 195,439 | i 196,841 | ||||||
Current financing lease liabilities |
i 1,331 | — | ||||||
Accrued expenses (note 4) |
i 98,478 | i 101,266 | ||||||
Deferred income |
i 111,363 | i 127,254 | ||||||
Total current liabilities |
i 541,062 | i 666,849 | ||||||
Long-term debt, net of deferred financing costs of $ i 39,672 and $ i 18,333
in 2020 and 2019, respectively (note 5) |
i 2,764,082 | i 2,753,604 | ||||||
Operating lease liabilities |
i 993,776 | i 1,068,181 | ||||||
Financing lease liabilities |
i 18,608 | — | ||||||
Deferred income tax liabilities |
i 4,854 | i 5,713 | ||||||
Asset retirement obligation |
i 222,876 | i 226,137 | ||||||
Other liabilities |
i 36,605 | i 34,406 | ||||||
Total liabilities |
i 4,581,863 | i 4,754,890 | ||||||
Stockholder’s equity: |
||||||||
Common stock, $ i i .01 /
par value, authorized i i 3,000 /
shares; i i i i 100 / / /
shares issued and outstanding at 2020 and 2019 | i — | i — | ||||||
Additional paid-in-capital |
i 3,034,357 | i 2,992,729 | ||||||
Accumulated comprehensive income |
i 934 | i 685 | ||||||
Accumulated deficit |
( i 1,842,447 | ) | ( i 1,823,883 | ) | ||||
Stockholder’s equity |
i 1,192,844 | i 1,169,531 | ||||||
Total liabilities and stockholder’s equity |
$ | i 5,774,707 | $ | i 5,924,421 | ||||
2020 |
2019 |
2018 |
||||||||||
Statements of Income |
||||||||||||
Net revenues |
$ | i 1,568,856 | $ | i 1,753,644 | $ | i 1,627,222 | ||||||
Operating expenses (income): |
||||||||||||
Direct advertising expenses (exclusive of depreciation and amortization) |
i 557,661 | i 590,078 | i 561,848 | |||||||||
General and administrative expenses (exclusive of depreciation and amortization) |
i 287,874 | i 318,380 | i 289,428 | |||||||||
Corporate expenses (exclusive of depreciation and amortization) |
i 70,457 | i 84,229 | i 82,497 | |||||||||
Depreciation and amortization |
i 251,296 | i 250,028 | i 225,261 | |||||||||
(Gain) loss on disposition of assets |
( i 9,026 | ) | ( i 7,241 | ) | i 7,233 | |||||||
i 1,158,262 |
i 1,235,474 |
i 1,166,267 |
||||||||||
Operating income |
i 410,594 | i 518,170 | i 460,955 | |||||||||
Other expense (income): |
||||||||||||
Loss on extinguishment of debt |
i 25,235 | — | i 15,429 | |||||||||
Interest income |
( i 797 | ) | ( i 764 | ) | ( i 534 | ) | ||||||
Interest expense |
i 137,623 | i 150,616 | i 129,732 | |||||||||
i 162,061 |
i 149,852 |
i 144,627 |
||||||||||
Income before income tax expense |
i 248,533 | i 368,318 | i 316,328 | |||||||||
Income tax (benefit) expense |
i 4,660 | ( i 4,222 | ) | i 10,697 | ||||||||
Net income |
$ | i 243,873 | $ | i 372,540 | $ | i 305,631 | ||||||
Statements of Comprehensive Income |
||||||||||||
Net income |
$ | i 243,873 | $ | i 372,540 | $ | i 305,631 | ||||||
Other comprehensive income (loss), net of tax |
||||||||||||
Foreign currency translation adjustments |
i 249 | i 673 | ( i 1,290 | ) | ||||||||
Comprehensive income |
$ | i 244,122 | $ | i 373,213 | $ | i 304,341 | ||||||
Common Stock |
Additional Paid-In Capital |
Accumulated Comprehensive Income (Loss) |
Accumulated Deficit |
Total |
||||||||||||||||
Balance, December 31, 2017 |
$ | — | i 2,832,940 | i 1,302 | ( i 1,743,144 | ) | i 1,091,098 | |||||||||||||
Contribution from parent |
— | i 89,967 | — | — | i 89,967 | |||||||||||||||
Foreign currency translations |
— | — | ( i 1,290 | ) | — | ( i 1,290 | ) | |||||||||||||
Net income |
— | — | — | i 305,631 | i 305,631 | |||||||||||||||
Dividend to parent |
— | — | — | ( i 365,210 | ) | ( i 365,210 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance, December 31, 2018 |
$ | — | i 2,922,907 | i 12 | ( i 1,802,723 | ) | i 1,120,196 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Contribution from parent |
— | i 69,822 | — | — | i 69,822 | |||||||||||||||
Foreign currency translations |
— | — | i 673 | — | i 673 | |||||||||||||||
Net income |
— | — | — | i 372,540 | i 372,540 | |||||||||||||||
Dividend to parent |
— | — | — | ( i 393,700 | ) | ( i 393,700 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance, December 31, 2019 |
$ | — | i 2,992,729 | i 685 | ( i 1,823,883 | ) | i 1,169,531 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Contribution from parent |
— | i 41,628 | — | — | i 41,628 | |||||||||||||||
Foreign currency translations |
— | — | i 249 | — | i 249 | |||||||||||||||
Net income |
— | — | — | i 243,873 | i 243,873 | |||||||||||||||
Dividend to parent |
— | — | — | ( i 262,437 | ) | ( i 262,437 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance, December 31, 2020 |
$ | — | i 3,034,357 | i 934 | ( i 1,842,447 | ) | i 1,192,844 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
2020 |
2019 |
2018 |
||||||||||
Cash flows from operating activities: |
||||||||||||
Net income |
$ | i 243,873 | $ | i 372,540 | $ | i 305,631 | ||||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||||||
Depreciation and amortization |
i 251,296 | i 250,028 | i 225,261 | |||||||||
Non-cash compensation |
i 18,772 | i 29,647 | i 29,443 | |||||||||
Amortization included in interest expense |
i 5,909 | i 5,365 | i 4,920 | |||||||||
(Gain) loss on disposition of assets and investments |
( i 9,026 | ) | ( i 7,241 | ) | i 7,233 | |||||||
Loss on extinguishment of debt |
i 25,235 | — | i 15,429 | |||||||||
Deferred income tax (benefit) expense |
( i 797 | ) | ( i 14,130 | ) | i 1,538 | |||||||
Provision for doubtful accounts |
i 12,729 | i 10,608 | i 7,985 | |||||||||
Changes in operating assets and liabilities: |
||||||||||||
(Increase) decrease in: |
||||||||||||
Receivables |
i 1,287 | ( i 28,357 | ) | ( i 33,292 | ) | |||||||
Prepaid expenses |
i 591 | i 275 | ( i 5,433 | ) | ||||||||
Other assets |
i 7,629 | ( i 11,257 | ) | i 3,270 | ||||||||
Increase (decrease) in: |
||||||||||||
Trade accounts payable |
i 841 | i 700 | i 1,366 | |||||||||
Accrued expenses |
i 10,052 | ( i 1,597 | ) | ( i 6,292 | ) | |||||||
Operating lease liabilities |
i 24,549 | i 9,102 | — | |||||||||
Other liabilities |
( i 53,911 | ) | ( i 10,743 | ) | ( i 19,974 | ) | ||||||
Cash flows provided by operating activities |
i 539,029 | i 604,940 | i 537,085 | |||||||||
Cash flows from investing activities: |
||||||||||||
Capital expenditures |
( i 62,272 | ) | ( i 140,956 | ) | ( i 117,638 | ) | ||||||
Acquisitions |
( i 45,584 | ) | ( i 226,278 | ) | ( i 477,389 | ) | ||||||
(Increase) decrease in notes receivable |
— | ( i 448 | ) | i 9 | ||||||||
Proceeds received from property insurance claims |
— | i 210 | i 4,222 | |||||||||
Proceeds from disposition of assets and investments |
i 10,968 | i 5,438 | i 6,648 | |||||||||
Cash flows used in investing activities |
( i 96,888 | ) | ( i 362,034 | ) | ( i 584,148 | ) | ||||||
Cash flows from financing activities: |
||||||||||||
Proceeds received from revolving credit facility |
i 725,000 | i 495,000 | i 563,000 | |||||||||
Payments on revolving credit facility |
( i 875,000 | ) | ( i 625,000 | ) | ( i 481,000 | ) | ||||||
Principal payments on long term debt |
( i 9,112 | ) | ( i 34,471 | ) | ( i 27,328 | ) | ||||||
Borrowings on long term debt |
i 8,750 | — | — | |||||||||
Proceeds received from senior credit facility term loans |
i 598,500 | — | i 599,250 | |||||||||
Proceeds received from accounts receivable securitization program |
i 122,500 | i 9,000 | i 175,000 | |||||||||
Payments on accounts receivable securitization program |
( i 175,000 | ) | ( i 9,000 | ) | — | |||||||
Debt issuance costs |
( i 32,950 | ) | ( i 4,463 | ) | ( i 7,616 | ) | ||||||
Proceeds received from note offering |
i 1,549,250 | i 255,000 | — | |||||||||
Redemption of senior notes and senior subordinated notes |
( i 1,058,596 | ) | — | ( i 509,790 | ) | |||||||
Payment on senior credit facility term loans |
( i 978,097 | ) | — | — |
2020 |
2019 |
2018 |
||||||||||
Distributions to non-controlling interest |
( i 1,509 | ) | ( i 621 | ) | ( i 541 | ) | ||||||
Dividends to parent |
( i 262,437 | ) | ( i 393,700 | ) | ( i 446,744 | ) | ||||||
Contributions from parent |
i 41,628 | i 69,822 | i 89,967 | |||||||||
Cash flows used in financing activities |
( i 347,073 | ) | ( i 238,433 | ) | ( i 45,802 | ) | ||||||
Effect of exchange rate changes in cash and cash equivalents |
i 313 | i 221 | ( i 1,112 | ) | ||||||||
Net increase (decrease) in cash and cash equivalents |
i 95,381 | i 4,694 | ( i 93,977 | ) | ||||||||
Cash and cash equivalents at beginning of period |
i 25,688 | i 20,994 | i 114,971 | |||||||||
Cash and cash equivalents at end of period |
$ | i 121,069 | $ | i 25,688 | $ | i 20,994 | ||||||
Supplemental disclosures of cash flow information: |
||||||||||||
Cash paid for interest |
$ | i 130,864 | $ | i 139,585 | $ | i 136,711 | ||||||
Cash paid for state and federal income taxes |
$ | i 4,033 | $ | i 14,449 | $ | i 8,563 | ||||||
F-58 |
Estimated Life (Years) |
2020 |
2019 |
||||||||||||||||||
Gross Carrying Amount |
Accumulated Amortization |
Gross Carrying Amount |
Accumulated Amortization |
|||||||||||||||||
Amortizable Intangible Assets: |
||||||||||||||||||||
Customer lists and contracts |
i 7— i 10 | $ | i 645,739 | $ | i 563,135 | $ | i 641,714 | $ | i 539,405 | |||||||||||
Non-competition agreement |
i 3— i 15 | i 66,156 | i 64,647 | i 66,014 | i 64,379 | |||||||||||||||
Site locations |
i 15 | i 2,412,745 | i 1,593,805 | i 2,384,520 | i 1,509,335 | |||||||||||||||
Other |
i 2— i 15 | i 49,472 | i 38,547 | i 49,318 | i 36,671 | |||||||||||||||
$ i 3,174,112 |
$ i 2,260,134 |
$ i 3,141,566 |
$ i 2,149,790 |
|||||||||||||||||
Unamortizable Intangible Assets: |
||||||||||||||||||||
Goodwill |
$ | i 2,154,844 | $ | i 252,667 | $ | i 2,154,790 | $ | i 252,667 |
Balance as of December 31, 2018 |
$ | i 2,161,902 | ||
Goodwill acquired during the year |
i 29,360 | |||
Purchase price adjustments and other |
( i 36,472 | ) | ||
Impairment losses |
i — | |||
Balance as of December 31, 2019 |
i 2,154,790 | |||
Goodwill acquired during the year |
— | |||
Purchase price adjustments and other |
i 54 | |||
Impairment losses |
— | |||
Balance as of December 31, 2020 |
$ | i 2,154,844 | ||
2020 |
2019 |
|||||||
Payroll |
$ | i 17,034 | $ | i 20,223 | ||||
Interest |
i 33,583 | i 32,734 | ||||||
Accrued variable lease and contract expense |
i 19,274 | i 12,559 | ||||||
Stock-based compensation |
i 11,589 | i 23,297 | ||||||
Other |
i 16,998 | i 12,453 | ||||||
$ | i 98,478 | $ | i 101,266 | |||||
F-60 |
Debt |
Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
Senior Credit Facility |
$ | i 598,466 | $ | i 11,569 | $ | i 586,897 | ||||||
Accounts Receivable Securitization Program |
i 122,500 | i 445 | i 122,055 | |||||||||
3 3/4% Senior Notes |
i 600,000 | i 8,031 | i 591,969 | |||||||||
i 4% Senior Notes |
i 549,280 | i 7,911 | i 541,369 | |||||||||
4 7/8% Senior Notes |
i 400,000 | i 5,586 | i 394,414 | |||||||||
5 3/4% Senior Notes |
i 653,631 | i 6,575 | i 647,056 | |||||||||
Other notes with various rates and terms |
i 2,756 | — | i 2,756 | |||||||||
i 2,926,633 | i 40,117 | i 2,886,516 | ||||||||||
Less current maturities |
( i 122,879 | ) | ( i 445 | ) | ( i 122,434 | ) | ||||||
Long-term debt, excluding current maturities |
$ | i 2,803,754 | $ | i 39,672 | $ | i 2,764,082 | ||||||
Debt |
Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
Senior Credit Facility |
$ | i 1,127,069 | $ | i 9,077 | $ | i 1,117,992 | ||||||
Accounts Receivable Securitization Program |
i 175,000 | i 846 | i 174,154 | |||||||||
i 5% Senior Subordinated Notes |
i 535,000 | i 3,237 | i 531,763 | |||||||||
5 3/8% Senior Notes |
i 510,000 | i 3,502 | i 506,498 | |||||||||
5 3/4% Senior Notes |
i 654,345 | i 7,752 | i 646,593 | |||||||||
Other notes with various rates and terms |
i 3,118 | — | i 3,118 | |||||||||
i 3,004,532 | i 24,414 | i 2,980,118 | ||||||||||
Less current maturities |
( i 232,595 | ) | ( i 6,081 | ) | ( i 226,514 | ) | ||||||
Long-term debt, excluding current maturities |
$ | i 2,771,937 | $ | i 18,333 | $ | i 2,753,604 | ||||||
Debt |
Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
2021 |
$ | i 122,879 | $ | i 445 | $ | i 122,434 | ||||||
2022 |
$ | i 362 | $ | i — | $ | i 362 | ||||||
2023 |
$ | i 381 | $ | i — | $ | i 381 | ||||||
2024 |
$ | i 400 | $ | i — | $ | i 400 | ||||||
2025 |
$ | i 420 | $ | i 4,464 | $ | ( i 4,044 | ) | |||||
Later years |
$ | i 2,802,191 | $ | i 35,208 | $ | i 2,766,983 |
F-61 |
Year 2020 Quarters |
||||||||||||||||
March 31 |
June 30 |
September 30 |
December 31 |
|||||||||||||
Net revenues |
$ | i 406,569 | $ | i 347,652 | $ | i 386,110 | $ | i 428,525 | ||||||||
Net revenues less direct advertising expenses |
$ | i 257,075 | $ | i 213,593 | $ | i 249,801 | $ | i 290,726 | ||||||||
Net income |
$ | i 40,617 | $ | i 31,534 | $ | i 62,895 | $ | i 108,827 |
Year 2019 Quarters |
||||||||||||||||
March 31 |
June 30 |
September 30 |
December 31 |
|||||||||||||
Net revenues |
$ | i 384,457 | $ | i 448,742 | $ | i 457,786 | $ | i 462,659 | ||||||||
Net revenues less direct advertising expenses |
$ | i 243,987 | $ | i 302,352 | $ | i 308,940 | $ | i 308,287 | ||||||||
Net income |
$ | i 51,362 | $ | i 118,485 | $ | i 99,832 | $ | i 102,861 |
F-62 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
ASSETS |
||||||||||||||||||||
Total current assets |
$ | i 110,678 | $ | i 19,471 | $ | i 249,921 | $ | — | $ | i 380,070 | ||||||||||
Net property, plant and equipment |
— | i 1,268,765 | i 13,084 | — | i 1,281,849 | |||||||||||||||
Operating lease right of use assets |
— | i 1,200,115 | i 21,898 | — | i 1,222,013 | |||||||||||||||
Intangibles and goodwill, net |
— | i 2,798,343 | i 17,812 | — | i 2,816,155 | |||||||||||||||
Other assets |
i 3,912,122 | i 258,433 | i 132,448 | ( i 4,228,383 | ) | i 74,620 | ||||||||||||||
Total assets |
$ | i 4,022,800 | $ | i 5,545,127 | $ | i 435,163 | $ | ( i 4,228,383 | ) | $ | i 5,774,707 | |||||||||
LIABILITIES AND STOCKHOLDER’S EQUITY |
||||||||||||||||||||
Current liabilities: |
||||||||||||||||||||
Current maturities of long-term debt |
$ | i — | $ | i 379 | $ | i 122,055 | $ | — | $ | i 122,434 | ||||||||||
Current operating lease liabilties |
— | i 188,712 | i 6,727 | — | i 195,439 | |||||||||||||||
Other current liabilities |
i 33,583 | i 170,320 | i 19,286 | — | i 223,189 | |||||||||||||||
Total current liabilities |
i 33,583 | i 359,411 | i 148,068 | — | i 541,062 | |||||||||||||||
Long-term debt |
i 2,761,705 | i 2,377 | — | — | i 2,764,082 | |||||||||||||||
Operating lease liabilities |
— | i 979,785 | i 13,991 | — | i 993,776 | |||||||||||||||
Other noncurrent liabilities |
i 34,668 | i 245,891 | i 266,968 | ( i 264,584 | ) | i 282,943 | ||||||||||||||
Total liabilities |
i 2,829,956 | i 1,587,464 | i 429,027 | ( i 264,584 | ) | i 4,581,863 | ||||||||||||||
Stockholders’ equity |
i 1,192,844 | i 3,957,663 | i 6,136 | ( i 3,963,799 | ) | i 1,192,844 | ||||||||||||||
Total liabilities and stockholders’ equity |
$ | i 4,022,800 | $ | i 5,545,127 | $ | i 435,163 | $ | ( i 4,228,383 | ) | $ | i 5,774,707 | |||||||||
F-63 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
ASSETS |
||||||||||||||||||||
Total current assets |
$ | i 13,859 | $ | i 53,756 | $ | i 242,054 | $ | — | $ | i 309,669 | ||||||||||
Net property, plant and equipment |
— | i 1,340,675 | i 8,440 | — | i 1,349,115 | |||||||||||||||
Operating lease right of use assets |
— | i 1,293,674 | i 27,105 | — | i 1,320,779 | |||||||||||||||
Intangibles and goodwill, net |
— | i 2,875,644 | i 18,255 | — | i 2,893,899 | |||||||||||||||
Other assets |
i 4,193,629 | i 229,905 | i 184,805 | ( i 4,557,380 | ) | i 50,959 | ||||||||||||||
Total assets |
$ | i 4,207,488 | $ | i 5,793,654 | $ | i 480,659 | $ | ( i 4,557,380 | ) | $ | i 5,924,421 | |||||||||
LIABILITIES AND STOCKHOLDER’S EQUITY |
||||||||||||||||||||
Current liabilities: |
||||||||||||||||||||
Current maturities of long-term debt |
$ | i 51,480 | $ | i 34 | $ | i 175,000 | $ | — | $ | i 226,514 | ||||||||||
Current operating lease liabilities |
— | i 189,071 | i 7,770 | — | i 196,841 | |||||||||||||||
Other current liabilities |
i 26,960 | i 196,689 | i 19,845 | — | i 243,494 | |||||||||||||||
Total current liabilities |
i 78,440 | i 385,794 | i 202,615 | — | i 666,849 | |||||||||||||||
Long-term debt |
i 2,753,570 | i 34 | — | — | i 2,753,604 | |||||||||||||||
Operating lease liabilities |
— | i 1,049,220 | i 18,961 | — | i 1,068,181 | |||||||||||||||
Other noncurrent liabilities |
i 205,947 | i 231,416 | i 250,859 | ( i 421,966 | ) | i 266,256 | ||||||||||||||
Total liabilities |
i 3,037,957 | i 1,666,464 | i 472,435 | ( i 421,966 | ) | i 4,754,890 | ||||||||||||||
Stockholders’ equity |
i 1,169,531 | i 4,127,190 | i 8,224 | ( i 4,135,414 | ) | i 1,169,531 | ||||||||||||||
Total liabilities and stockholders’ equity |
$ | i 4,207,488 | $ | i 5,793,654 | $ | i 480,659 | $ | ( i 4,557,380 | ) | $ | i 5,924,421 | |||||||||
F-64 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
Statement of Income |
||||||||||||||||||||
Net revenues |
$ | — | $ | i 1,536,534 | $ | i 33,965 | $ | ( i 1,643 | ) | $ | i 1,568,856 | |||||||||
Operating expenses |
||||||||||||||||||||
Direct advertising expenses (1) |
— | i 533,803 | i 25,501 | ( i 1,643 | ) | i 557,661 | ||||||||||||||
General and administrative expenses (1) |
— | i 281,293 | i 6,581 | — | i 287,874 | |||||||||||||||
Corporate expenses (1) |
— | i 69,478 | i 979 | — | i 70,457 | |||||||||||||||
Depreciation and amortization |
— | i 249,299 | i 1,997 | — | i 251,296 | |||||||||||||||
(Gain) loss on disposition of assets |
— | ( i 9,036 | ) | i 10 | — | ( i 9,026 | ) | |||||||||||||
— |
i 1,124,837 |
i 35,068 |
( i 1,643) |
i 1,158,262 |
||||||||||||||||
Operating income |
— | i 411,697 | ( i 1,103 | ) | — | i 410,594 | ||||||||||||||
Loss on debt extinguishment |
i 25,235 | — | — | — | i 25,235 | |||||||||||||||
Equity in (earnings) loss of subsidiaries |
( i 404,332 | ) | — | — | i 404,332 | — | ||||||||||||||
Interest expense (income), net |
i 135,224 | ( i 175 | ) | i 1,777 | — | i 136,826 | ||||||||||||||
Income (loss) before income tax expense |
i 243,873 | i 411,872 | ( i 2,880 | ) | ( i 404,332 | ) | i 248,533 | |||||||||||||
Income tax expense (benefit) (2) |
— | i 5,203 | ( i 543 | ) | — | i 4,660 | ||||||||||||||
Net income (loss) |
$ | i 243,873 | $ | i 406,669 | $ | ( i 2,337 | ) | $ | ( i 404,332 | ) | $ | i 243,873 | ||||||||
Statement of Comprehensive Income |
||||||||||||||||||||
Net income (loss) |
$ | i 243,873 | $ | i 406,669 | $ | ( i 2,337 | ) | $ | ( i 404,332 | ) | $ | i 243,873 | ||||||||
Total other comprehensive income, net of tax |
— | — | i 249 | — | i 249 | |||||||||||||||
Total comprehensive income (loss) |
$ | i 243,873 | $ | i 406,669 | $ | ( i 2,088 | ) | $ | ( i 404,332 | ) | $ | i 244,122 | ||||||||
(1) |
Caption is exclusive of depreciation and amortization. |
(2) |
The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. |
F-65 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
Statement of Income |
||||||||||||||||||||
Net revenues |
$ | — | $ | i 1,709,691 | $ | i 46,804 | $ | ( i 2,851 | ) | $ | i 1,753,644 | |||||||||
Operating expenses |
||||||||||||||||||||
Direct advertising expenses (1) |
— | i 564,877 | i 28,052 | ( i 2,851 | ) | i 590,078 | ||||||||||||||
General and administrative expenses (1) |
— | i 310,813 | i 7,567 | — | i 318,380 | |||||||||||||||
Corporate expenses (1) |
— | i 82,652 | i 1,577 | — | i 84,229 | |||||||||||||||
Depreciation and amortization |
— | i 247,191 | i 2,837 | — | i 250,028 | |||||||||||||||
Gain on disposition of assets |
— | ( i 3,103 | ) | ( i 4,138 | ) | — | ( i 7,241 | ) | ||||||||||||
— |
i 1,202,430 |
i 35,895 |
( i 2,851) |
i 1,235,474 |
||||||||||||||||
Operating income |
— | i 507,261 | i 10,909 | — | i 518,170 | |||||||||||||||
Equity in (earnings) loss of subsidiaries |
( i 517,516 | ) | — | — | i 517,516 | — | ||||||||||||||
Interest expense (income), net |
i 144,976 | ( i 149 | ) | i 5,025 | — | i 149,852 | ||||||||||||||
Income (loss) before income tax expense |
i 372,540 | i 507,410 | i 5,884 | ( i 517,516 | ) | i 368,318 | ||||||||||||||
Income tax (benefit) expense (2) |
— | ( i 7,360 | ) | i 3,138 | — | ( i 4,222 | ) | |||||||||||||
Net income (loss) |
$ | i 372,540 | $ | i 514,770 | $ | i 2,746 | $ | ( i 517,516 | ) | $ | i 372,540 | |||||||||
Statement of Comprehensive Income |
||||||||||||||||||||
Net income (loss) |
$ | i 372,540 | $ | i 514,770 | $ | i 2,746 | $ | ( i 517,516 | ) | $ | i 372,540 | |||||||||
Total other comprehensive income, net of tax |
— | — | i 673 | — | i 673 | |||||||||||||||
Total comprehensive income (loss) |
$ | i 372,540 | $ | i 514,770 | $ | i 3,419 | $ | ( i 517,516 | ) | $ | i 373,213 | |||||||||
(1) |
Caption is exclusive of depreciation and amortization. |
(2) |
The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. |
F-66 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
Statement of Income |
||||||||||||||||||||
Net revenues |
$ | — | $ | i 1,579,619 | $ | i 50,352 | $ | ( i 2,749 | ) | $ | i 1,627,222 | |||||||||
Operating expenses |
||||||||||||||||||||
Direct advertising expenses (1) |
— | i 537,269 | i 27,307 | ( i 2,728 | ) | i 561,848 | ||||||||||||||
General and administrative expenses (1) |
— | i 280,874 | i 8,554 | — | i 289,428 | |||||||||||||||
Corporate expenses (1) |
— | i 80,861 | i 1,636 | — | i 82,497 | |||||||||||||||
Depreciation and amortization |
— | i 219,341 | i 5,920 | — | i 225,261 | |||||||||||||||
(Gain) loss on disposition of assets |
— | ( i 576 | ) | i 7,809 | — | i 7,233 | ||||||||||||||
— |
i 1,117,769 |
i 51,226 |
( i 2,728) |
i 1,166,267 |
||||||||||||||||
Operating income (loss) |
— | i 461,850 | ( i 874 | ) | ( i 21 | ) | i 460,955 | |||||||||||||
Equity in (earnings) loss of subsidiaries |
( i 450,791 | ) | — | — | i 450,791 | — | ||||||||||||||
Interest expense (income), net |
i 129,731 | ( i 99 | ) | ( i 413 | ) | ( i 21 | ) | i 129,198 | ||||||||||||
Other expenses |
i 15,429 | — | — | — | i 15,429 | |||||||||||||||
Income (loss) before income tax expense |
i 305,631 | i 461,949 | ( i 461 | ) | ( i 450,791 | ) | i 316,328 | |||||||||||||
Income tax expense (2) |
— | i 7,879 | i 2,818 | — | i 10,697 | |||||||||||||||
Net income (loss) |
$ | i 305,631 | $ | i 454,070 | $ | ( i 3,279 | ) | $ | ( i 450,791 | ) | $ | i 305,631 | ||||||||
Statement of Comprehensive Income |
||||||||||||||||||||
Net income (loss) |
$ | i 305,631 | $ | i 454,070 | $ | ( i 3,279 | ) | $ | ( i 450,791 | ) | $ | i 305,631 | ||||||||
Total other comprehensive loss, net of tax |
— | — | ( i 1,290 | ) | — | ( i 1,290 | ) | |||||||||||||
Total comprehensive income (loss) |
$ | i 305,631 | $ | i 454,070 | $ | ( i 4,569 | ) | $ | ( i 450,791 | ) | $ | i 304,341 | ||||||||
(1) Caption is exclusive of depreciation and amortization. |
||||||||||||||||||||
(2) The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. |
F-67 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
Cash flows from operating activities: |
||||||||||||||||||||
Net cash provided by (used in) operating activities |
$ | i 495,872 | $ | i 668,673 | $ | ( i 5,639 | ) | $ | ( i 619,877 | ) | $ | i 539,029 | ||||||||
Cash flows from investing activities: |
||||||||||||||||||||
Capital expenditures |
— | ( i 56,772 | ) | ( i 5,500 | ) | — | ( i 62,272 | ) | ||||||||||||
Acquisitions |
i 577 | ( i 46,161 | ) | — | — | ( i 45,584 | ) | |||||||||||||
Proceeds from disposition of assets and investments |
— | i 10,968 | — | — | i 10,968 | |||||||||||||||
Investment in subsidiaries |
( i 46,161 | ) | — | — | i 46,161 | — | ||||||||||||||
Increease in intercompany notes receivable |
( i 60,183 | ) | — | — | i 60,183 | — | ||||||||||||||
Increase in notes receivable |
— | — | — | — | — | |||||||||||||||
Net cash (used in) provided by investing activities |
( i 105,767 | ) | ( i 91,965 | ) | ( i 5,500 | ) | i 106,344 | ( i 96,888 | ) | |||||||||||
Cash flows from financing activities: |
||||||||||||||||||||
Proceeds received from revolving credit facility |
i 725,000 | — | — | — | i 725,000 | |||||||||||||||
Payment on revolving credit facility |
( i 875,000 | ) | — | — | — | ( i 875,000 | ) | |||||||||||||
Principal payments on long term debt |
— | ( i 9,112 | ) | — | — | ( i 9,112 | ) | |||||||||||||
Borrowings on long term debt |
— | i 8,750 | — | — | i 8,750 | |||||||||||||||
Proceeds received from note offering |
i 1,549,250 | — | — | — | i 1,549,250 | |||||||||||||||
Redemption of senior notes and senior subordinated notes |
( i 1,058,596 | ) | — | — | — | ( i 1,058,596 | ) | |||||||||||||
Proceeds received from senior credit facility term loans |
i 598,500 | — | — | — | i 598,500 | |||||||||||||||
Payments on senior credit facility term loans |
( i 978,097 | ) | — | i — | — | ( i 978,097 | ) | |||||||||||||
Payment on accounts receivable securitization program |
— | — | ( i 175,000 | ) | — | ( i 175,000 | ) | |||||||||||||
Proceeds received from accounts receivable securitization program |
— | — | i 122,500 | — | i 122,500 | |||||||||||||||
Debt issuance costs |
( i 32,950 | ) | — | — | — | ( i 32,950 | ) | |||||||||||||
Intercompany loan proceeds |
— | ( i 9,176 | ) | i 69,359 | ( i 60,183 | ) | — | |||||||||||||
Distributions to non-controlling interest |
— | — | ( i 1,509 | ) | — | ( i 1,509 | ) | |||||||||||||
Dividends (to) from parent |
( i 262,437 | ) | ( i 619,877 | ) | — | i 619,877 | ( i 262,437 | ) | ||||||||||||
Contributions from (to) parent |
i 41,628 | i 46,161 | — | ( i 46,161 | ) | i 41,628 | ||||||||||||||
Net cash (used in) provided by financing activities |
( i 292,702 | ) | ( i 583,254 | ) | i 15,350 | i 513,533 | ( i 347,073 | ) | ||||||||||||
Effect of exchange rate changes in cash and cash equivalents |
— | — | i 313 | — | i 313 | |||||||||||||||
Net increase in cash and cash equivalents |
i 97,403 | ( i 6,546 | ) | i 4,524 | — | i 95,381 | ||||||||||||||
Cash and cash equivalents at beginning of period |
i 13,185 | i 8,278 | i 4,225 | — | i 25,688 | |||||||||||||||
Cash and cash equivalents at end of period |
$ | i 110,588 | $ | i 1,732 | $ | i 8,749 | $ | — | $ | i 121,069 | ||||||||||
F-6 8 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
Cash flows from operating activities: |
||||||||||||||||||||
Net cash provided by (used in) operating activities |
$ | i 469,907 | $ | i 738,030 | $ | i 6,660 | $ | ( i 609,657 | ) | $ | i 604,940 | |||||||||
Cash flows from investing activities: |
||||||||||||||||||||
Capital expenditures |
— | ( i 136,696 | ) | ( i 4,260 | ) | — | ( i 140,956 | ) | ||||||||||||
Acquisitions |
— | ( i 226,278 | ) | — | — | ( i 226,278 | ) | |||||||||||||
Proceeds from disposition of assets and investments |
— | i 5,438 | — | — | i 5,438 | |||||||||||||||
Proceeds received from insurance claims |
— | i 210 | — | — | i 210 | |||||||||||||||
Investment in subsidiaries |
( i 226,278 | ) | — | — | i 226,278 | — | ||||||||||||||
Decrease in intercompany notes receivable |
i 3,787 | — | — | ( i 3,787 | ) | — | ||||||||||||||
Increase in notes receivable |
( i 448 | ) | — | — | — | ( i 448 | ) | |||||||||||||
Net cash (used in) provided by investing activities |
( i 222,939 | ) | ( i 357,326 | ) | ( i 4,260 | ) | i 222,491 | ( i 362,034 | ) | |||||||||||
Cash flows from financing activities: |
||||||||||||||||||||
Proceeds received from revolving credit facility |
i 495,000 | — | — | — | i 495,000 | |||||||||||||||
Payment on revolving credit facility |
( i 625,000 | ) | — | — | — | ( i 625,000 | ) | |||||||||||||
Principal payments on long-term debt |
( i 34,471 | ) | — | — | — | ( i 34,471 | ) | |||||||||||||
Proceeds received from accounts receivable securitization program |
— | — | i 9,000 | — | i 9,000 | |||||||||||||||
Payments on accounts receivable securitization program |
— | — | ( i 9,000 | ) | — | ( i 9,000 | ) | |||||||||||||
Debt issuance costs |
( i 4,463 | ) | — | — | — | ( i 4,463 | ) | |||||||||||||
Proceeds received from note offering |
i 255,000 | — | — | — | i 255,000 | |||||||||||||||
Intercompany loan proceeds (payments) |
— | ( i 702 | ) | ( i 3,085 | ) | i 3,787 | — | |||||||||||||
Distributions to non-controlling interest |
— | — | ( i 621 | ) | — | ( i 621 | ) | |||||||||||||
Dividends (to) from parent |
( i 393,700 | ) | ( i 609,657 | ) | — | i 609,657 | ( i 393,700 | ) | ||||||||||||
Contributions from (to) parent |
i 69,822 | i 226,278 | — | ( i 226,278 | ) | i 69,822 | ||||||||||||||
Net cash (used in) provided by financing activities |
( i 237,812 | ) | ( i 384,081 | ) | ( i 3,706 | ) | i 387,166 | ( i 238,433 | ) | |||||||||||
Effect of exchange rate changes in cash and cash equivalents |
— | — | i 221 | — | i 221 | |||||||||||||||
Net increase in cash and cash equivalents |
i 9,156 | ( i 3,377 | ) | ( i 1,085 | ) | — | i 4,694 | |||||||||||||
Cash and cash equivalents at beginning of period |
i 4,029 | i 11,655 | i 5,310 | — | i 20,994 | |||||||||||||||
Cash and cash equivalents at end of period |
$ | i 13,185 | $ | i 8,278 | $ | i 4,225 | $ | — | $ | i 25,688 | ||||||||||
F-69 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non-Guarantor Subsidiaries |
Eliminations |
Lamar Media Consolidated |
||||||||||||||||
Cash flows from operating activities: |
||||||||||||||||||||
Net cash provided by (used in) operating activities |
$ | i 430,896 | $ | i 689,718 | $ | ( i 17,143 | ) | $ | ( i 566,386 | ) | $ | i 537,085 | ||||||||
Cash flows from investing activities: |
||||||||||||||||||||
Acquisitions |
— | ( i 477,389 | ) | — | — | ( i 477,389 | ) | |||||||||||||
Capital expenditures |
— | ( i 113,259 | ) | ( i 4,379 | ) | — | ( i 117,638 | ) | ||||||||||||
Proceeds from disposition of assets and investments |
— | i 3,839 | i 2,809 | — | i 6,648 | |||||||||||||||
Proceeds received from insurance claims |
— | — | i 4,222 | — | i 4,222 | |||||||||||||||
Investment in subsidiaries |
( i 498,226 | ) | — | — | i 498,226 | — | ||||||||||||||
Decrease in intercompany notes receivable |
i 30,034 | — | — | ( i 30,034 | ) | — | ||||||||||||||
Decrease in notes receivable |
i 9 | — | — | — | i 9 | |||||||||||||||
Net cash (used in) provided by investing activities |
( i 468,183 | ) | ( i 586,809 | ) | i 2,652 | i 468,192 | ( i 584,148 | ) | ||||||||||||
Cash flows from financing activities: |
||||||||||||||||||||
Proceeds received from revolving credit facility |
i 563,000 | — | — | — | i 563,000 | |||||||||||||||
Payment on revolving credit facility |
( i 481,000 | ) | — | — | — | ( i 481,000 | ) | |||||||||||||
Principal payments on long-term debt |
( i 27,297 | ) | ( i 31 | ) | — | — | ( i 27,328 | ) | ||||||||||||
Proceeds received from senior credit facility term loans |
i 599,250 | — | — | — | i 599,250 | |||||||||||||||
Proceeds received from accounts receivable securitization program |
— | — | i 175,000 | — | i 175,000 | |||||||||||||||
Debt issuance costs |
( i 7,616 | ) | — | — | — | ( i 7,616 | ) | |||||||||||||
Redemption on senior subordinated notes |
( i 509,790 | ) | — | — | — | ( i 509,790 | ) | |||||||||||||
Intercompany loan proceeds (payments) |
i 175,000 | ( i 24,688 | ) | ( i 180,346 | ) | i 30,034 | — | |||||||||||||
Distributions to non-controlling interest |
— | — | ( i 541 | ) | — | ( i 541 | ) | |||||||||||||
Contributions from (to) parent |
i 89,967 | i 498,226 | — | ( i 498,226 | ) | i 89,967 | ||||||||||||||
Dividends (to) from parent |
( i 446,744 | ) | ( i 566,386 | ) | — | i 566,386 | ( i 446,744 | ) | ||||||||||||
Net cash (used in) provided by financing activities |
( i 45,230 | ) | ( i 92,879 | ) | ( i 5,887 | ) | i 98,194 | ( i 45,802 | ) | |||||||||||
Effect of exchange rate changes in cash and cash equivalents |
— | — | ( i 1,112 | ) | — | ( i 1,112 | ) | |||||||||||||
Net increase in cash and cash equivalents |
( i 82,517 | ) | i 10,030 | ( i 21,490 | ) | — | ( i 93,977 | ) | ||||||||||||
Cash and cash equivalents at beginning of period |
i 86,546 | i 1,625 | i 26,800 | — | i 114,971 | |||||||||||||||
Cash and cash equivalents at end of period |
$ | i 4,029 | $ | i 11,655 | $ | i 5,310 | $ | — | $ | i 20,994 | ||||||||||
F-70 |
Balance at Beginning of Period |
Charged to Costs and Expenses |
Deductions |
Balance at End of Period |
|||||||||||||
Year ended December 31, 2020 |
||||||||||||||||
Deducted in balance sheet from trade accounts receivable: |
||||||||||||||||
Allowance for doubtful accounts |
$ | i 13,185 | i 12,729 | i 10,968 | $ | i 14,946 | ||||||||||
Deducted in balance sheet from deferred tax assets: |
||||||||||||||||
Valuation allowance |
$ | i 22,902 | — | i 1,905 | $ | i 20,997 | ||||||||||
Year ended December 31, 2019 |
||||||||||||||||
Deducted in balance sheet from trade accounts receivable: |
||||||||||||||||
Allowance for doubtful accounts |
$ | i 11,161 | i 11,608 | i 9,584 | $ | i 13,185 | ||||||||||
Deducted in balance sheet from deferred tax assets: |
||||||||||||||||
Valuation allowance |
$ | i 23,934 | — | i 1,032 | $ | i 22,902 | ||||||||||
Year ended December 31, 2018 |
||||||||||||||||
Deducted in balance sheet from trade accounts receivable: |
||||||||||||||||
Allowance for doubtful accounts |
$ | i 10,055 | i 8,472 | i 7,366 | $ | i 11,161 | ||||||||||
Deducted in balance sheet from deferred tax assets: |
||||||||||||||||
Valuation allowance |
$ | i 20,120 | i 3,814 | — | $ | i 23,934 |
Description (1) |
Encumbrances |
Initial Cost (2) |
Gross Carrying Amount (3) |
Accumulated Depreciation |
Construction Date |
Acquisition Date |
Useful Lives |
|||||||||||||||||||||
i 354,571 Displays |
i — | i — | $ | i 3,293,778 | $ | ( i 2,192,700 | ) | i Various | i Various | i 5 to i 20 years |
(1) |
(2) |
This information is omitted, as it would be impracticable to compile such information on a site-by-site |
(3) |
Includes sites under construction |
2020 |
2019 |
2018 |
||||||||||
Gross real estate assets: |
||||||||||||
Balance at the beginning of the year |
$ | i 3,333,590 | $ | i 3,201,434 | $ | i 3,074,046 | ||||||
Capital expenditures on new advertising displays (4) |
i 21,598 | i 59,604 | i 54,151 | |||||||||
Capital expenditures on improvements/redevelopments of existing advertising displays |
i 13,021 | i 25,025 | i 12,781 | |||||||||
Capital expenditures other recurring |
i 12,631 | i 36,354 | i 34,758 | |||||||||
Land acquisitions (6) |
i 8,980 | i 22,965 | i 15,368 | |||||||||
Acquisition of advertising displays (5)(6) |
i 4,446 | i 23,589 | i 82,617 | |||||||||
Assets sold or written-off |
( i 100,906 | ) | ( i 35,320 | ) | ( i 70,494 | ) | ||||||
Foreign exchange |
i 418 | ( i 61 | ) | ( i 1,793 | ) | |||||||
Balance at the end of the year |
$ | i 3,293,778 | $ | i 3,333,590 | $ | i 3,201,434 | ||||||
Accumulated depreciation: |
||||||||||||
Balance at the beginning of the year |
$ | i 2,166,579 | $ | i 2,082,335 | $ | i 2,025,251 | ||||||
Depreciation |
i 111,049 | i 111,531 | i 106,700 | |||||||||
Assets sold or written-off |
( i 85,267 | ) | ( i 27,890 | ) | ( i 48,488 | ) | ||||||
Foreign exchange |
i 339 | i 603 | ( i 1,128 | ) | ||||||||
Balance at the end of the year |
$ | i 2,192,700 | $ | i 2,166,579 | $ | i 2,082,335 | ||||||
(4) |
Includes non-cash amounts of $ i 621, $ i 554
and $ i 446 at December 31, 2020, 2019 and 2018, respectively |
(5) |
(6) |
Includes preliminary allocation of assets acquired from Fairway at December 31, 2018 |
(Unaudited) |
||||||||
ASSETS | ||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | i 43,046 | $ | i 121,569 | ||||
Receivables, net of allowance for doubtful accounts of $ i 13,438 and $ i 14,946 in 2021 and 2020, respectively |
i 218,603 | i 240,854 | ||||||
Other current assets |
i 25,702 | i 18,147 | ||||||
Total current assets |
i 287,351 | i 380,570 | ||||||
Property, plant and equipment |
i 3,621,869 | i 3,615,505 | ||||||
Less accumulated depreciation and amortization |
( i 2,353,189 | ) | ( i 2,333,656 | ) | ||||
Net property, plant and equipment |
i 1,268,680 | i 1,281,849 | ||||||
Operating lease right of use assets |
i 1,213,933 | i 1,222,013 | ||||||
Financing lease right of use assets |
i 19,030 | i 19,670 | ||||||
Goodwill |
i 1,912,359 | i 1,912,328 | ||||||
Intangible assets, net |
i 887,585 | i 914,446 | ||||||
Other assets |
i 61,559 | i 60,565 | ||||||
Total assets |
$ | i 5,650,497 | $ | i 5,791,441 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current liabilities: |
||||||||
Trade accounts payable |
$ | i 11,382 | $ | i 12,017 | ||||
Current maturities of long-term debt, net of deferred financing costs of $ i 333 and $ i 445 in 2021 and 2020, respectively |
i 155,039 | i 122,434 | ||||||
Current operating lease liabilities |
i 162,861 | i 195,439 | ||||||
Current financing lease liabilities |
i 1,331 | i 1,331 | ||||||
Accrued expenses |
i 72,368 | i 105,288 | ||||||
Deferred income |
i 113,454 | i 111,363 | ||||||
Total current liabilities |
i 516,435 | i 547,872 | ||||||
Long-term debt, net of deferred financing costs of $ i 39,912 and $ i 39,672 in 2021 and 2020, respectively |
i 2,685,085 | i 2,764,082 | ||||||
Operating lease liabilities |
i 984,117 | i 993,776 | ||||||
Financing lease liabilities |
i 18,275 | i 18,608 | ||||||
Deferred income tax liabilities |
i 3,819 | i 4,854 | ||||||
Asset retirement obligation |
i 222,891 | i 222,876 | ||||||
Other liabilities |
i 38,368 | i 36,605 | ||||||
Total liabilities |
i 4,468,990 | i 4,588,673 | ||||||
Stockholders’ equity: |
||||||||
Series AA preferred stock, par value $ i i 0.001 / ,
$ i i 63.80 /
cumulative dividends, i i 5,720 /
shares authorized; i i i i 5,720 / / /
shares issued and outstanding at 2021 and 2020 | i — | i — | ||||||
Class A common stock, par value $ i i 0.001 / ,
i i 362,500,000 /
shares authorized; i 87,374,252 and i 87,111,327 shares issued at 2021 and 2020, respectively; i 86,689,281
and i 86,491,646 outstanding at 2021 and 2020, respectively | i 87 | i 87 |
(Unaudited) |
||||||||
Class B common stock, par value $ i i 0.001 / ,
i i 37,500,000 /
shares authorized, i i i i 14,420,085 / / /
shares issued and outstanding at 2021 and 2020 | i 14 | i 14 | ||||||
Additional paid-in capital |
i 1,985,682 | i 1,963,850 | ||||||
Accumulated comprehensive income |
i 1,138 | i 934 | ||||||
Accumulated deficit |
( i 754,911 | ) | ( i 717,331 | ) | ||||
Cost of shares held in treasury, i 684,971 and i 619,681 shares at 2021 and 2020, respectively |
( i 50,503 | ) | ( i 44,786 | ) | ||||
Stockholders’ equity |
i 1,181,507 | i 1,202,768 | ||||||
Total liabilities and stockholders’ equity |
$ | i 5,650,497 | $ | i 5,791,441 | ||||
F-74 |
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Statements of Income |
||||||||
Net revenues |
$ | i 370,881 | $ | i 406,569 | ||||
Operating expenses (income) |
||||||||
Direct advertising expenses (exclusive of depreciation and amortization) |
i 131,215 | i 149,494 | ||||||
General and administrative expenses (exclusive of depreciation and amortization) |
i 72,649 | i 82,204 | ||||||
Corporate expenses (exclusive of depreciation and amortization) |
i 17,760 | i 18,491 | ||||||
Depreciation and amortization |
i 60,749 | i 62,313 | ||||||
Gain on disposition of assets |
( i 415 | ) | ( i 2,504 | ) | ||||
i 281,958 | i 309,998 | |||||||
Operating income |
i 88,923 | i 96,571 | ||||||
Other expense (income) |
||||||||
Loss on extinguishment of debt |
i 21,604 | i 18,179 | ||||||
Interest income |
( i 174 | ) | ( i 190 | ) | ||||
Interest expense |
i 28,154 | i 36,553 | ||||||
i 49,584 | i 54,542 | |||||||
Income before income tax expense |
i 39,339 | i 42,029 | ||||||
Income tax expense |
i 1,010 | i 1,536 | ||||||
Net income |
i 38,329 | i 40,493 | ||||||
Cash dividends declared and paid on preferred stock |
i 91 | i 91 | ||||||
Net income applicable to common stock |
$ | i 38,238 | $ | i 40,402 | ||||
Earnings per share: |
||||||||
Basic earnings per share |
$ | i 0.38 | $ | i 0.40 | ||||
Diluted earnings per share |
$ | i 0.38 | $ | i 0.40 | ||||
Cash dividends declared per share of common stock |
$ | i 0.75 | $ | i 1.00 | ||||
Weighted average common shares used in computing earnings per share: |
||||||||
Weighted average common shares outstanding basic |
i 100,967,861 | i 100,589,338 | ||||||
Weighted average common shares outstanding diluted |
i 101,138,042 | i 100,875,388 | ||||||
Statements of Comprehensive Income |
||||||||
Net income |
$ | i 38,329 | $ | i 40,493 | ||||
Other comprehensive income (loss) |
||||||||
Foreign currency translation adjustments |
i 204 | ( i 1,598 | ) | |||||
Comprehensive income |
$ | i 38,533 | $ | i 38,895 | ||||
Series AA PREF Stock |
Class A CMN Stock |
Class B CMN Stock |
Treasury Stock |
Add’l Paid in Capital |
Accumulated Comprehensive Income |
Accumulated Deficit |
Total | |||||||||||||||||||||||||
Balance, December 31, 2020 |
$ | — | $ | i 87 | $ | i 14 | $ | ( i 44,786 | ) | $ | i 1,963,850 | $ | i 934 | $ | ( i 717,331 | ) | $ | i 1,202,768 | ||||||||||||||
Non-cash compensation |
— | — | — | — | i 1,060 | — | — | i 1,060 | ||||||||||||||||||||||||
Issuance of i 149,000 shares of common stock through stock awards |
— | — | — | — | i 13,376 | — | — | i 13,376 | ||||||||||||||||||||||||
Exercise of i 82,101 shares of stock options |
— | — | — | — | i 5,224 | — | — | i 5,224 | ||||||||||||||||||||||||
Issuance of i 31,824 shares of common stock through employee purchase plan |
— | — | — | — | i 2,172 | — | — | i 2,172 | ||||||||||||||||||||||||
Purchase of i 65,290 shares of treasury stock |
— | — | — | ( i 5,717 | ) | — | — | — | ( i 5,717 | ) | ||||||||||||||||||||||
Foreign currency translation |
— | — | — | — | — | i 204 | — | i 204 | ||||||||||||||||||||||||
Net income |
— | — | — | — | — | — | i 38,329 | i 38,329 | ||||||||||||||||||||||||
Dividends/distributions to common shareholders ($ i 0.75 per common share) |
— | — | — | — | — | — | ( i 75,818 | ) | ( i 75,818 | ) | ||||||||||||||||||||||
Dividends ($ i 15.95 per preferred share) |
— | — | — | — | — | — | ( i 91 | ) | ( i 91 | ) | ||||||||||||||||||||||
Balance, March 31, 2021 |
$ | — | $ | i 87 | $ | i 14 | $ | ( i 50,503 | ) | $ | i 1,985,682 | $ | i 1,138 | $ | ( i 754,911 | ) | $ | i 1,181,507 | ||||||||||||||
Series AA PREF Stock |
Class A CMN Stock |
Class B CMN Stock |
Treasury Stock |
Add’l Paid in Capital |
Accumulated Comprehensive Income (Loss) |
Accumulated Deficit |
Total | |||||||||||||||||||||||||
Balance, December 31, 2019 |
$ |
— |
$ | i 87 | $ | i 14 | $ | ( i 34,294 | ) | $ | i 1,922,222 | $ | i 685 | $ | ( i 708,408 | ) | $ | i 1,180,306 | ||||||||||||||
Non-cash compensation |
— | — | — | — | i 1,261 | — | — | i 1,261 | ||||||||||||||||||||||||
Issuance of i 272,813 shares of common stock through stock awards |
— | — | — | — | i 24,956 | — | — | i 24,956 | ||||||||||||||||||||||||
Exercise of i 14,609 shares of stock options |
— | — | — | — | i 652 | — | — | i 652 | ||||||||||||||||||||||||
Issuance of i 58,734 shares of common stock through employee purchase plan |
— | — | — | — | i 2,560 | — | — | i 2,560 | ||||||||||||||||||||||||
Purchase of i 110,520 shares of treasury stock |
— | — | — | ( i 10,068 | ) | — | — | — | ( i 10,068 | ) |
Series AA PREF Stock |
Class A CMN Stock |
Class B CMN Stock |
Treasury Stock |
Add’l Paid in Capital |
Accumulated Comprehensive Income (Loss) |
Accumulated Deficit |
Total | |||||||||||||||||||||||||
Foreign currency translation |
— | — | — | — | — | ( i 1,598 | ) | — | ( i 1,598 | ) | ||||||||||||||||||||||
Net income |
— | — | — | — | — | — | i 40,493 | i 40,493 | ||||||||||||||||||||||||
Dividends/distributions to common shareholders ($ i 1.00 per common share) |
— | — | — | — | — | — | ( i 100,687 | ) | ( i 100,687 | ) | ||||||||||||||||||||||
Dividends ($ i 15.95 per preferred share) |
— | — | — | — | — | — | ( i 91 | ) | ( i 91 | ) | ||||||||||||||||||||||
Balance, March 31, 2020 |
$ | — | $ | i 87 | $ | i 14 | $ | ( i 44,362 | ) | $ | i 1,951,651 | $ | ( i 913 | ) | $ | ( i 768,693 | ) | $ | i 1,137,784 | |||||||||||||
F-77 |
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Cash flows from operating activities: |
||||||||
Net income |
$ | i 38,329 | $ | i 40,493 | ||||
Adjustments to reconcile net income to net cash provided by operating activities |
||||||||
Depreciation and amortization |
i 60,749 | i 62,313 | ||||||
Stock-based compensation |
i 3,675 | i 3,437 | ||||||
Amortization included in interest expense |
i 1,371 | i 1,378 | ||||||
Gain on disposition of assets and investments |
( i 415 | ) | ( i 2,504 | ) | ||||
Loss on extinguishment of debt |
i 21,604 | i 18,179 | ||||||
Deferred tax benefit |
( i 1,020 | ) | ( i 419 | ) | ||||
Provision for doubtful accounts |
( i 371 | ) | i 3,206 | |||||
Changes in operating assets and liabilities |
||||||||
Decrease (increase) in: |
||||||||
Receivables |
i 22,691 | ( i 290 | ) | |||||
Prepaid expenses |
( i 1,408 | ) | i 815 | |||||
Other assets |
( i 5,438 | ) | ( i 9,600 | ) | ||||
(Decrease) increase in: |
||||||||
Trade accounts payable |
( i 1,147 | ) | i 91 | |||||
Accrued expenses |
( i 22,182 | ) | ( i 20,982 | ) | ||||
Operating lease liabilities |
( i 34,250 | ) | ( i 28,324 | ) | ||||
Other liabilities |
i 1,130 | ( i 4,861 | ) | |||||
Net cash provided by operating activities |
i 83,318 | i 62,932 | ||||||
Cash flows from investing activities: |
||||||||
Acquisitions |
( i 3,333 | ) | ( i 13,565 | ) | ||||
Capital expenditures |
( i 16,332 | ) | ( i 25,709 | ) | ||||
Proceeds from disposition of assets and investments |
i 1,842 | i 3,686 | ||||||
Net cash used in investing activities |
( i 17,823 | ) | ( i 35,588 | ) | ||||
Cash flows from financing activities: |
||||||||
Cash used for purchase of treasury stock |
( i 5,717 | ) | ( i 10,068 | ) | ||||
Net proceeds from issuance of common stock |
i 7,396 | i 3,212 | ||||||
Principal payments on long-term debt |
( i 96 | ) | ( i 89 | ) | ||||
Principal payments on financing leases |
( i 483 | ) | — | |||||
Payments on revolving credit facility |
— | ( i 180,000 | ) | |||||
Proceeds received from revolving credit facility |
i 25,000 | i 655,000 | ||||||
Redemption of senior notes |
( i 668,688 | ) | ( i 519,139 | ) | ||||
Proceeds received from note offering |
i 550,000 | i 1,000,000 | ||||||
Proceeds received from accounts receivable securitization program |
i 32,500 | — | ||||||
Proceeds received from senior credit facility term loans |
— | i 598,500 | ||||||
Payments on senior credit facility term loans |
— | ( i 978,097 | ) | |||||
Debt issuance costs |
( i 8,067 | ) | ( i 24,042 | ) | ||||
Distributions to non-controlling interest |
( i 24 | ) | ( i 860 | ) | ||||
Dividends/distributions |
( i 75,909 | ) | ( i 100,778 | ) | ||||
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Net cash (used in) provided by financing activities |
( i 144,088 | ) | i 443,639 | |||||
Effect of exchange rate changes in cash and cash equivalents |
i 70 | ( i 532 | ) | |||||
Net (decrease) increase in cash and cash equivalents |
( i 78,523 | ) | i 470,451 | |||||
Cash and cash equivalents at beginning of period |
i 121,569 | i 26,188 | ||||||
Cash and cash equivalents at end of period |
$ | i 43,046 | $ | i 496,639 | ||||
Supplemental disclosures of cash flow information: |
||||||||
Cash paid for interest |
$ | i 43,343 | $ | i 42,982 | ||||
Cash paid for foreign, state and federal income taxes |
$ | i 1,429 | $ | i 1,878 | ||||
F-79 |
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Billboard advertising |
$ | i 334,039 | $ | i 355,305 | ||||
Logo advertising |
i 19,406 | i 21,392 | ||||||
Transit advertising |
i 17,436 | i 29,872 | ||||||
Net revenues |
$ | i 370,881 | $ | i 406,569 | ||||
2021 |
$ | i 137,770 | ||
2022 |
i 182,324 | |||
2023 |
i 161,572 | |||
2024 |
i 145,168 | |||
2025 |
i 121,956 | |||
Thereafter |
i 762,445 | |||
Total undiscounted operating lease payments |
i 1,511,235 | |||
Less: Imputed interest |
( i 364,257 | ) | ||
Total operating lease liabilities |
$ | i 1,146,978 | ||
F-81 |
Shares |
||||
Available for future purchases, January 1, 2021 |
i 369,771 | |||
Additional shares reserved under 2019 ESPP |
i 86,490 | |||
Purchases |
( i 31,824 | ) | ||
|
|
|||
Available for future purchases, March 31, 2021 |
i 424,437 | |||
|
|
F-82 |
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Direct advertising expenses |
$ | i 56,472 | $ | i 58,697 | ||||
General and administrative expenses |
i 1,107 | i 1,281 | ||||||
Corporate expenses |
i 3,170 | i 2,335 | ||||||
|
|
|
|
|||||
$ | i 60,749 | $ | i 62,313 | |||||
|
|
|
|
Estimated Life (Years) |
March 31, 2021 | December 31, 2020 | ||||||||||||||||||
Gross Carrying Amount |
Accumulated Amortization |
Gross Carrying Amount |
Accumulated Amortization |
|||||||||||||||||
Amortizable intangible assets: |
||||||||||||||||||||
Customer lists and contracts |
i 7— i 10 | $ | i 645,765 | $ | i 568,949 | $ | i 645,739 | $ | i 563,135 | |||||||||||
Non-competition agreements |
i 3— i 15 | i 66,206 | i 64,712 | i 66,156 | i 64,647 | |||||||||||||||
Site locations |
i 15 | i 2,413,111 | i 1,615,056 | i 2,412,745 | i 1,593,805 | |||||||||||||||
Other |
i 2— i 15 | i 50,038 | i 38,818 | i 50,018 | i 38,625 | |||||||||||||||
|
|
|
|
|
|
|
|
|||||||||||||
$ | i 3,175,120 | $ | i 2,287,535 | $ | i 3,174,658 | $ | i 2,260,212 | |||||||||||||
Unamortizable intangible assets: |
||||||||||||||||||||
Goodwill |
$ | i 2,165,895 | $ | i 253,536 | $ | i 2,165,864 | $ | i 253,536 |
F-83 |
Balance at December 31, 2020 |
$ | i 222,876 | ||
Additions to asset retirement obligations |
i 176 | |||
Accretion expense |
i 1,001 | |||
Liabilities settled |
( i 1,162 | ) | ||
Balance at March 31, 2021 |
$ | i 222,891 | ||
March 31, 2021 | ||||||||||||
Debt | Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
Senior Credit Facility |
$ | i 623,529 | $ | i 11,003 | $ | i 612,526 | ||||||
Accounts Receivable Securitization Program |
i 155,000 | i 333 | i 154,667 | |||||||||
3 3/4% Senior Notes |
i 600,000 | i 7,786 | i 592,214 | |||||||||
3 5/8% Senior Notes |
i 550,000 | i 7,941 | i 542,059 | |||||||||
i 4% Senior Notes |
i 549,299 | i 7,736 | i 541,563 | |||||||||
4 7/8% Senior Notes |
i 400,000 | i 5,446 | i 394,554 | |||||||||
Other notes with various rates and terms |
i 2,541 | i — | i 2,541 | |||||||||
i 2,880,369 | i 40,245 | i 2,840,124 | ||||||||||
Less current maturities |
( i 155,372 | ) | ( i 333 | ) | ( i 155,039 | ) | ||||||
Long-term debt, excluding current maturities |
$ | i 2,724,997 | $ | i 39,912 | $ | i 2,685,085 | ||||||
F-84 |
December 31, 2020 | ||||||||||||
Debt | Deferred financing costs |
Debt, net of deferred financing costs |
||||||||||
Senior Credit Facility |
$ | i 598,466 | $ | i 11,569 | $ | i 586,897 | ||||||
Accounts Receivable Securitization Program |
i 122,500 | i 445 | i 122,055 | |||||||||
3 3/4% Senior Notes |
i 600,000 | i 8,031 | i 591,969 | |||||||||
i 4% Senior Notes |
i 549,280 | i 7,911 | i 541,369 | |||||||||
4 7/8% Senior Notes |
i 400,000 | i 5,586 | i 394,414 | |||||||||
5 3/4% Senior Notes |
i 653,631 | i 6,575 | i 647,056 | |||||||||
Other notes with various rates and terms |
i 2,756 | i — | i 2,756 | |||||||||
i 2,926,633 | i 40,117 | i 2,886,516 | ||||||||||
Less current maturities |
( i 122,879 | ) | ( i 445 | ) | ( i 122,434 | ) | ||||||
Long-term debt, excluding current maturities |
$ | i 2,803,754 | $ | i 39,672 | $ | i 2,764,082 | ||||||
F-85 |
• | dispose of assets; |
• | incur or repay debt; |
• | create liens; |
• | make investments; and |
• | pay dividends. |
F-86 |
F-87 |
F-88 |
F-89 |
F-90 |
F-91 |
March 31, 2021 |
December 31, 2020 |
|||||||
(Unaudited) | ||||||||
ASSETS |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
$ | i 42,546 | $ | i 121,069 | ||||
Receivables, net of allowance for doubtful accounts of $ i 13,438 and $ i 14,946
in 2021 and 2020, respectively |
i 218,603 | i 240,854 | ||||||
Other current assets |
i 25,702 | i 18,147 | ||||||
Total current assets |
i 286,851 | i 380,070 | ||||||
Property, plant and equipment |
i 3,621,869 | i 3,615,505 | ||||||
Less accumulated depreciation and amortization |
( i 2,353,189 | ) | ( i 2,333,656 | ) | ||||
Net property, plant and equipment |
i 1,268,680 | i 1,281,849 | ||||||
Operating lease right of use assets |
i 1,213,933 | i 1,222,013 | ||||||
Financing lease right of use assets |
i 19,030 | i 19,670 | ||||||
Goodwill |
i 1,902,207 | i 1,902,177 | ||||||
Intangible assets, net |
i 887,118 | i 913,978 | ||||||
Other assets |
i 55,943 | i 54,950 | ||||||
Total assets |
$ | i 5,633,762 | $ | i 5,774,707 | ||||
LIABILITIES AND STOCKHOLDER’S EQUITY |
||||||||
Current liabilities: |
||||||||
Trade accounts payable |
$ | i 11,382 | $ | i 12,017 | ||||
Current maturities of long-term debt, net of deferred financing costs of $ i 333 and $ i 445
in 2021 and 2020, respectively |
i 155,039 | i 122,434 | ||||||
Current operating lease liabilities |
i 162,861 | i 195,439 | ||||||
Current financing lease liabilities |
i 1,331 | i 1,331 | ||||||
Accrued expenses |
i 65,330 | i 98,478 | ||||||
Deferred income |
i 113,454 | i 111,363 | ||||||
Total current liabilities |
i 509,397 | i 541,062 | ||||||
Long-term debt, net of deferred financing costs of $ i 39,912 and $ i 39,672
in 2021 and 2020, respectively |
i 2,685,085 | i 2,764,082 | ||||||
Operating lease liabilities |
i 984,117 | i 993,776 | ||||||
Financing lease liabilities |
i 18,275 | i 18,608 | ||||||
Deferred income tax liabilities |
i 3,819 | i 4,854 | ||||||
Asset retirement obligation |
i 222,891 | i 222,876 | ||||||
Other liabilities |
i 38,368 | i 36,605 | ||||||
Total liabilities |
i 4,461,952 | i 4,581,863 | ||||||
Stockholder’s equity: |
||||||||
Common stock, par value $ i i 0.01 / ,
i i 3,000 /
shares authorized, i i i i 100 / / /
shares issued and outstanding at 2021 and 2020 | i — | i — | ||||||
Additional paid-in-capital |
i 3,056,188 | i 3,034,357 | ||||||
Accumulated comprehensive income |
i 1,138 | i 934 | ||||||
Accumulated deficit |
( i 1,885,516 | ) | ( i 1,842,447 | ) | ||||
Stockholder’s equity |
i 1,171,810 | i 1,192,844 | ||||||
Total liabilities and stockholder’s equity |
$ | i 5,633,762 | $ | i 5,774,707 | ||||
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Statements of Income |
||||||||
Net revenues |
$ | i 370,881 | $ | i 406,569 | ||||
|
|
|
|
|||||
Operating expenses (income) |
||||||||
Direct advertising expenses (exclusive of depreciation and amortization) |
i 131,215 | i 149,494 | ||||||
General and administrative expenses (exclusive of depreciation and amortization) |
i 72,649 | i 82,204 | ||||||
Corporate expenses (exclusive of depreciation and amortization) |
i 17,623 | i 18,367 | ||||||
Depreciation and amortization |
i 60,749 | i 62,313 | ||||||
Gain on disposition of assets |
( i 415 | ) | ( i 2,504 | ) | ||||
|
|
|
|
|||||
i 281,821 | i 309,874 | |||||||
|
|
|
|
|||||
Operating income |
i 89,060 | i 96,695 | ||||||
Other expense (income) |
||||||||
Loss on extinguishment of debt |
i 21,604 | i 18,179 | ||||||
Interest income |
( i 174 | ) | ( i 190 | ) | ||||
Interest expense |
i 28,154 | i 36,553 | ||||||
|
|
|
|
|||||
i 49,584 | i 54,542 | |||||||
|
|
|
|
|||||
Income before income tax expense |
i 39,476 | i 42,153 | ||||||
Income tax expense |
i 1,010 | i 1,536 | ||||||
|
|
|
|
|||||
Net income |
$ | i 38,466 | $ | i 40,617 | ||||
|
|
|
|
|||||
Statements of Comprehensive Income |
||||||||
Net income |
$ | i 38,466 | $ | i 40,617 | ||||
Other comprehensive income (loss) |
||||||||
Foreign currency translation adjustments |
i 204 | ( i 1,598 | ) | |||||
|
|
|
|
|||||
Comprehensive income |
$ | i 38,670 | $ | i 39,019 | ||||
|
|
|
|
Common Stock |
Additional Paid-In Capital |
Accumulated Comprehensive Income |
Accumulated Deficit |
Total | ||||||||||||||||
Balance, December 31, 2020 |
$ | — | $ | i 3,034,357 | $ | i 934 | $ | ( i 1,842,447 | ) | $ | i 1,192,844 | |||||||||
Contribution from parent |
— | i 21,831 | — | — | i 21,831 | |||||||||||||||
Foreign currency translations |
— | — | i 204 | — | i 204 | |||||||||||||||
Net income |
— | — | — | i 38,466 | i 38,466 | |||||||||||||||
Dividend to parent |
— | — | — | ( i 81,535 | ) | ( i 81,535 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance, March 31, 2021 |
$ | — | $ | i 3,056,188 | $ | i 1,138 | $ | ( i 1,885,516 | ) | $ | i 1,171,810 | |||||||||
|
|
|
|
|
|
|
|
|
|
Common Stock |
Additional Paid-In Capital |
Accumulated Comprehensive Income (Loss) |
Accumulated Deficit |
Total | ||||||||||||||||
Balance, December 31, 2019 |
$ | — | $ | i 2,992,729 | $ | i 685 | $ | ( i 1,823,883 | ) | $ | i 1,169,531 | |||||||||
Contribution from parent |
— | i 29,429 | — | — | i 29,429 | |||||||||||||||
Foreign currency translations |
— | — | ( i 1,598 | ) | — | ( i 1,598 | ) | |||||||||||||
Net income |
— | — | — | i 40,617 | i 40,617 | |||||||||||||||
Dividend to parent |
— | — | — | ( i 110,755 | ) | ( i 110,755 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance, March 31, 2020 |
$ | — | $ | i 3,022,158 | $ | ( i 913 | ) | $ | ( i 1,894,021 | ) | $ | i 1,127,224 | ||||||||
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Cash flows from operating activities: |
||||||||
Net income |
$ | i 38,466 | $ | i 40,617 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Depreciation and amortization |
i 60,749 | i 62,313 | ||||||
Stock-based compensation |
i 3,675 | i 3,437 | ||||||
Amortization included in interest expense |
i 1,371 | i 1,378 | ||||||
Gain on disposition of assets and investments |
( i 415 | ) | ( i 2,504 | ) | ||||
Loss on extinguishment of debt |
i 21,604 | i 18,179 | ||||||
Deferred tax benefit |
( i 1,020 | ) | ( i 419 | ) | ||||
Provision for doubtful accounts |
( i 371 | ) | i 3,206 | |||||
Changes in operating assets and liabilities: |
||||||||
Decrease (increase) in: |
||||||||
Receivables |
i 22,691 | ( i 290 | ) | |||||
Prepaid expenses |
( i 1,408 | ) | i 815 | |||||
Other assets |
( i 5,438 | ) | ( i 9,600 | ) | ||||
(Decrease) increase in: |
||||||||
Trade accounts payable |
( i 1,147 | ) | i 91 | |||||
Accrued expenses |
( i 22,182 | ) | ( i 20,982 | ) | ||||
Operating lease liabilities |
( i 34,250 | ) | ( i 28,324 | ) | ||||
Other liabilities |
( i 13,533 | ) | ( i 31,293 | ) | ||||
|
|
|
|
|||||
Net cash provided by operating activities |
i 68,792 | i 36,624 | ||||||
|
|
|
|
|||||
Cash flows from investing activities: |
||||||||
Acquisitions |
( i 3,333 | ) | ( i 13,565 | ) | ||||
Capital expenditures |
( i 16,332 | ) | ( i 25,709 | ) | ||||
Proceeds from disposition of assets and investments |
i 1,842 | i 3,686 | ||||||
|
|
|
|
|||||
Net cash used in investing activities |
( i 17,823 | ) | ( i 35,588 | ) | ||||
|
|
|
|
|||||
Cash flows from financing activities: |
||||||||
Principal payments on long-term debt |
( i 96 | ) | ( i 89 | ) | ||||
Principal payments on financing leases |
( i 483 | ) | — | |||||
Payments on revolving credit facility |
— | ( i 180,000 | ) | |||||
Proceeds received from revolving credit facility |
i 25,000 | i 655,000 | ||||||
Redemption of senior notes |
( i 668,688 | ) | ( i 519,139 | ) | ||||
Proceeds received from note offering |
i 550,000 | i 1,000,000 | ||||||
Proceeds received from accounts receivable securitization program |
i 32,500 | — | ||||||
Proceeds received from senior credit facility term loans |
— | i 598,500 | ||||||
Payments on senior credit facility term loans |
— | ( i 978,097 | ) | |||||
Debt issuance costs |
( i 8,067 | ) | ( i 24,042 | ) | ||||
Distributions to non-controlling interest |
( i 24 | ) | ( i 860 | ) | ||||
Contributions from parent |
i 21,831 | i 29,429 | ||||||
Dividend to parent |
( i 81,535 | ) | ( i 110,755 | ) | ||||
|
|
|
|
|||||
Net cash (used in) provided by financing activities |
( i 129,562 | ) | i 469,947 | |||||
|
|
|
|
Three Months Ended March 31, |
||||||||
2021 | 2020 | |||||||
Effect of exchange rate changes in cash and cash equivalents |
i 70 | ( i 532 | ) | |||||
|
|
|
|
|||||
Net (decrease) increase in cash and cash equivalents |
( i 78,523 | ) | i 470,451 | |||||
Cash and cash equivalents at beginning of period |
i 121,069 | i 25,688 | ||||||
|
|
|
|
|||||
Cash and cash equivalents at end of period |
$ | i 42,546 | $ | i 496,139 | ||||
|
|
|
|
|||||
Supplemental disclosures of cash flow information: |
||||||||
Cash paid for interest |
$ | i 43,343 | $ | i 42,982 | ||||
|
|
|
|
|||||
Cash paid for foreign, state and federal income taxes |
$ | i 1,429 | $ | i 1,878 | ||||
|
|
|
|
Lamar Media Corp. |
Guarantor Subsidiaries |
Non- Guarantor Subsidiaries |
Eliminations | Lamar Media Consolidated |
||||||||||||||||
(unaudited) | ||||||||||||||||||||
ASSETS |
||||||||||||||||||||
Total current assets |
$ | i 38,256 | $ | i 22,551 | $ | i 226,044 | $ | — | $ | i 286,851 | ||||||||||
Net property, plant and equipment |
— | i 1,255,111 | i 13,569 | — | i 1,268,680 | |||||||||||||||
Operating lease right of use assets |
— | i 1,193,262 | i 20,671 | — | i 1,213,933 | |||||||||||||||
Intangibles and goodwill, net |
— | i 2,771,595 | i 17,730 | — | i 2,789,325 | |||||||||||||||
Other assets |
i 4,023,884 | i 239,733 | i 166,068 | ( i 4,354,712 | ) | i 74,973 | ||||||||||||||
Total assets |
$ | i 4,062,140 | $ | i 5,482,252 | $ | i 444,082 | $ | ( i 4,354,712 | ) | $ | i 5,633,762 | |||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||||||||||||||
Current liabilities: |
||||||||||||||||||||
Current maturities of long-term debt |
$ | — | $ | i 373 | $ | i 154,666 | $ | — | $ | i 155,039 | ||||||||||
Current operating lease liabilities |
— | i 157,249 | i 5,612 | — | i 162,861 | |||||||||||||||
Other current liabilities |
i 16,926 | i 164,555 | i 10,016 | — | i 191,497 | |||||||||||||||
Total current liabilities |
i 16,926 | i 322,177 | i 170,294 | — | i 509,397 | |||||||||||||||
Long-term debt |
i 2,682,796 | i 2,289 | — | — | i 2,685,085 | |||||||||||||||
Operating lease liabilities |
— | i 970,344 | i 13,773 | — | i 984,117 | |||||||||||||||
Other noncurrent liabilities |
i 190,608 | i 244,788 | i 252,466 | ( i 404,509 | ) | i 283,353 | ||||||||||||||
Total liabilities |
i 2,890,330 | i 1,539,598 | i 436,533 | ( i 404,509 | ) | i 4,461,952 | ||||||||||||||
Stockholders’ equity |
i 1,171,810 | i 3,942,654 | i 7,549 | ( i 3,950,203 | ) | i 1,171,810 | ||||||||||||||
Total liabilities and stockholders’ equity |
$ | i 4,062,140 | $ | i 5,482,252 | $ | i 444,082 | $ | ( i 4,354,712 | ) | $ | i 5,633,762 | |||||||||
F-98 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non- Guarantor Subsidiaries |
Eliminations | Lamar Media Consolidated |
||||||||||||||||
ASSETS |
||||||||||||||||||||
Total current assets |
$ | i 110,678 | $ | i 19,471 | $ | i 249,921 | $ | — | $ | i 380,070 | ||||||||||
Net property, plant and equipment |
— | i 1,268,765 | i 13,084 | — | i 1,281,849 | |||||||||||||||
Operating lease right of use assets |
— | i 1,200,115 | i 21,898 | — | i 1,222,013 | |||||||||||||||
Intangibles and goodwill, net |
— | i 2,798,343 | i 17,812 | — | i 2,816,155 | |||||||||||||||
Other assets |
i 3,912,122 | i 258,433 | i 132,448 | ( i 4,228,383 | ) | i 74,620 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total assets |
$ | i 4,022,800 | $ | i 5,545,127 | $ | i 435,163 | $ | ( i 4,228,383 | ) | $ | i 5,774,707 | |||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||||||||||||||
Current liabilities: |
||||||||||||||||||||
Current maturities of long-term debt |
$ | i — | $ | i 379 | $ | i 122,055 | $ | — | $ | i 122,434 | ||||||||||
Current operating lease liabilities |
— | i 188,712 | i 6,727 | — | i 195,439 | |||||||||||||||
Other current liabilities |
i 33,583 | i 170,320 | i 19,286 | — | i 223,189 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total current liabilities |
i 33,583 | i 359,411 | i 148,068 | — | i 541,062 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Long-term debt |
i 2,761,705 | i 2,377 | — | — | i 2,764,082 | |||||||||||||||
Operating lease liabilities |
— | i 979,785 | i 13,991 | — | i 993,776 | |||||||||||||||
Other noncurrent liabilities |
i 34,668 | i 245,891 | i 266,968 | ( i 264,584 | ) | i 282,943 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total liabilities |
i 2,829,956 | i 1,587,464 | i 429,027 | ( i 264,584 | ) | i 4,581,863 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Stockholder’s equity |
i 1,192,844 | i 3,957,663 | i 6,136 | ( i 3,963,799 | ) | i 1,192,844 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total liabilities and stockholder’s equity |
$ | i 4,022,800 | $ | i 5,545,127 | $ | i 435,163 | $ | ( i 4,228,383 | ) | $ | i 5,774,707 | |||||||||
|
|
|
|
|
|
|
|
|
|
F-99 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non- Guarantor Subsidiaries |
Eliminations | Lamar Media Consolidated |
||||||||||||||||
Statement of Income |
(unaudited) | |||||||||||||||||||
Net revenues |
$ | — | $ | i 363,612 | $ | i 7,699 | $ | ( i 430 | ) | $ | i 370,881 | |||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Operating expenses (income) |
||||||||||||||||||||
Direct advertising expenses (1) |
— | i 127,415 | i 4,230 | ( i 430 | ) | i 131,215 | ||||||||||||||
General and administrative expenses (1) |
— | i 71,951 | i 698 | — | i 72,649 | |||||||||||||||
Corporate expenses (1) |
— | i 17,366 | i 257 | — | i 17,623 | |||||||||||||||
Depreciation and amortization |
— | i 60,066 | i 683 | — | i 60,749 | |||||||||||||||
Gain on disposition of assets |
— | ( i 415 | ) | — | — | ( i 415 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
— | i 276,383 | i 5,868 | ( i 430 | ) | i 281,821 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Operating income |
— | i 87,229 | i 1,831 | — | i 89,060 | |||||||||||||||
Equity in (earnings) loss of subsidiaries |
( i 87,824 | ) | — | — | i 87,824 | — | ||||||||||||||
Loss on extinguishment of debt |
i 21,604 | — | — | — | i 21,604 | |||||||||||||||
Interest expense (income), net |
i 27,754 | ( i 18 | ) | i 244 | — | i 27,980 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Income (loss) before income tax expense |
i 38,466 | i 87,247 | i 1,587 | ( i 87,824 | ) | i 39,476 | ||||||||||||||
Income tax expense (2) |
— | i 632 | i 378 | — | i 1,010 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income (loss) |
$ | i 38,466 | $ | i 86,615 | $ | i 1,209 | $ | ( i 87,824 | ) | $ | i 38,466 | |||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Statement of Comprehensive Income |
||||||||||||||||||||
Net income (loss) |
$ | i 38,466 | $ | i 86,615 | $ | i 1,209 | $ | ( i 87,824 | ) | $ | i 38,466 | |||||||||
Total other comprehensive income, net of tax |
— | — | i 204 | — | i 204 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total comprehensive income (loss) |
$ | i 38,466 | $ | i 86,615 | $ | i 1,413 | $ | ( i 87,824 | ) | $ | i 38,670 | |||||||||
|
|
|
|
|
|
|
|
|
|
(1) | Caption is exclusive of depreciation and amortization. |
(2) | The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. |
F-100 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non- Guarantor Subsidiaries |
Eliminations | Lamar Media Consolidated |
||||||||||||||||
Statement of Income |
(unaudited) | |||||||||||||||||||
Net revenues |
$ | — | $ | i 396,631 | $ | i 10,452 | $ | ( i 514 | ) | $ | i 406,569 | |||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Operating expenses (income) |
||||||||||||||||||||
Direct advertising expenses (1) |
— | i 143,052 | i 6,956 | ( i 514 | ) | i 149,494 | ||||||||||||||
General and administrative expenses (1) |
— | i 80,528 | i 1,676 | — | i 82,204 | |||||||||||||||
Corporate expenses (1) |
— | i 18,087 | i 280 | — | i 18,367 | |||||||||||||||
Depreciation and amortization |
— | i 61,905 | i 408 | — | i 62,313 | |||||||||||||||
Gain on disposition of assets |
— | ( i 2,504 | ) | — | — | ( i 2,504 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
— | i 301,068 | i 9,320 | ( i 514 | ) | i 309,874 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Operating income |
— | i 95,563 | i 1,132 | — | i 96,695 | |||||||||||||||
Equity in (earnings) loss of subsidiaries |
( i 94,214 | ) | — | — | i 94,214 | — | ||||||||||||||
Loss on extinguishment of debt |
i 18,179 | — | — | — | i 18,179 | |||||||||||||||
Interest expense (income), net |
i 35,418 | ( i 35 | ) | i 980 | — | i 36,363 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Income (loss) before income tax expense |
i 40,617 | i 95,598 | i 152 | ( i 94,214 | ) | i 42,153 | ||||||||||||||
Income tax expense (2) |
— | i 1,342 | i 194 | — | i 1,536 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income (loss) |
$ | i 40,617 | $ | i 94,256 | $ | ( i 42 | ) | $ | ( i 94,214 | ) | $ | i 40,617 | ||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Statement of Comprehensive Income |
||||||||||||||||||||
Net income (loss) |
$ | i 40,617 | $ | i 94,256 | $ | ( i 42 | ) | $ | ( i 94,214 | ) | $ | i 40,617 | ||||||||
Total other comprehensive loss, net of tax |
— | — | ( i 1,598 | ) | — | ( i 1,598 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total comprehensive income (loss) |
$ | i 40,617 | $ | i 94,256 | $ | ( i 1,640 | ) | $ | ( i 94,214 | ) | $ | i 39,019 | ||||||||
|
|
|
|
|
|
|
|
|
|
(1) | Caption is exclusive of depreciation and amortization. |
(2) | The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. |
F-101 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non- Guarantor Subsidiaries |
Eliminations | Lamar Media Consolidated |
||||||||||||||||
(unaudited) | ||||||||||||||||||||
Cash flows from operating activities: |
||||||||||||||||||||
Net cash provided by (used in) operating activities |
$ | i 61,766 | $ | i 102,064 | $ | i 9,919 | $ | ( i 104,957 | ) | $ | i 68,792 | |||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Cash flows from investing activities: |
||||||||||||||||||||
Acquisitions |
— | ( i 3,333 | ) | — | — | ( i 3,333 | ) | |||||||||||||
Capital expenditures |
— | ( i 15,294 | ) | ( i 1,038 | ) | — | ( i 16,332 | ) | ||||||||||||
Proceeds from disposition of assets and investments |
— | i 1,842 | — | — | i 1,842 | |||||||||||||||
Investment in subsidiaries |
( i 3,333 | ) | — | — | i 3,333 | — | ||||||||||||||
Decrease (increase) in intercompany notes receivable |
i 30,604 | — | — | ( i 30,604 | ) | — | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net cash provided by (used in) investing activities |
i 27,271 | ( i 16,785 | ) | ( i 1,038 | ) | ( i 27,271 | ) | ( i 17,823 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Cash flows from financing activities: |
||||||||||||||||||||
Proceeds received from revolving credit facility |
i 25,000 | — | — | — | i 25,000 | |||||||||||||||
Principal payments on long-term debt |
— | ( i 96 | ) | — | — | ( i 96 | ) | |||||||||||||
Principal payments on financing leases |
— | ( i 483 | ) | — | — | ( i 483 | ) | |||||||||||||
Proceeds received from note offering |
i 550,000 | — | — | — | i 550,000 | |||||||||||||||
Redemption of senior notes |
( i 668,688 | ) | — | — | — | ( i 668,688 | ) | |||||||||||||
Proceeds received from accounts receivable securitization program |
— | — | i 32,500 | — | i 32,500 | |||||||||||||||
Debt issuance costs |
( i 8,067 | ) | — | — | — | ( i 8,067 | ) | |||||||||||||
Intercompany loan proceeds (payments) |
— | i 16,770 | ( i 47,374 | ) | i 30,604 | — | ||||||||||||||
Distributions to non-controlling interest |
— | — | ( i 24 | ) | — | ( i 24 | ) | |||||||||||||
Dividends (to) from parent |
( i 81,535 | ) | ( i 104,957 | ) | — | i 104,957 | ( i 81,535 | ) | ||||||||||||
Contributions from (to) parent |
i 21,831 | i 3,333 | — | ( i 3,333 | ) | i 21,831 | ||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net cash (used in) provided by financing activities |
( i 161,459 | ) | ( i 85,433 | ) | ( i 14,898 | ) | i 132,228 | ( i 129,562 | ) | |||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Effect of exchange rate changes in cash and cash equivalents |
— | — | i 70 | — | i 70 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net decrease in cash and cash equivalents |
( i 72,422 | ) | ( i 154 | ) | ( i 5,947 | ) | — | ( i 78,523 | ) | |||||||||||
Cash and cash equivalents at beginning of period |
i 110,588 | i 1,732 | i 8,749 | — | i 121,069 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Cash and cash equivalents at end of period |
$ | i 38,166 | $ | i 1,578 | $ | i 2,802 | $ | — | $ | i 42,546 | ||||||||||
|
|
|
|
|
|
|
|
|
|
F-102 |
Lamar Media Corp. |
Guarantor Subsidiaries |
Non- Guarantor Subsidiaries |
Eliminations | Lamar Media Consolidated |
||||||||||||||||
(unaudited) | ||||||||||||||||||||
Cash flows from operating activities: |
||||||||||||||||||||
Net cash provided by (used in) operating activities |
$ | i 24,222 | $ | i 82,135 | $ | ( i 5,970 | ) | $ | ( i 63,763 | ) | $ | i 36,624 | ||||||||
Cash flows from investing activities: |
||||||||||||||||||||
Acquisitions |
— | ( i 13,565 | ) | — | — | ( i 13,565 | ) | |||||||||||||
Capital expenditures |
— | ( i 24,531 | ) | ( i 1,178 | ) | — | ( i 25,709 | ) | ||||||||||||
Proceeds from disposition of assets and investments |
— | i 3,686 | — | — | i 3,686 | |||||||||||||||
Investment in subsidiaries |
( i 13,565 | ) | — | — | i 13,565 | — | ||||||||||||||
(Increase) decrease in intercompany notes receivable |
( i 8,155 | ) | — | — | i 8,155 | — | ||||||||||||||
Net cash (used in) provided by investing activities |
( i 21,720 | ) | ( i 34,410 | ) | ( i 1,178 | ) | i 21,720 | ( i 35,588 | ) | |||||||||||
Cash flows from financing activities: |
||||||||||||||||||||
Proceeds received from revolving credit facility |
i 655,000 | — | — | — | i 655,000 | |||||||||||||||
Payment on revolving credit facility |
( i 180,000 | ) | — | — | — | ( i 180,000 | ) | |||||||||||||
Principal payments on long-term debt |
( i 81 | ) | ( i 8 | ) | — | — | ( i 89 | ) | ||||||||||||
Proceeds received from note offering |
i 1,000,000 | — | — | — | i 1,000,000 | |||||||||||||||
Redemption of senior notes |
( i 519,139 | ) | — | — | — | ( i 519,139 | ) | |||||||||||||
Proceeds received from senior credit facility term loans |
i 598,500 | — | — | — | i 598,500 | |||||||||||||||
Payments on senior credit facility term loans |
( i 978,097 | ) | — | — | — | ( i 978,097 | ) | |||||||||||||
Debt issuance costs |
( i 24,042 | ) | — | — | — | ( i 24,042 | ) | |||||||||||||
Intercompany loan (payments) proceeds |
— | ( i 3,436 | ) | i 11,591 | ( i 8,155 | ) | — | |||||||||||||
Distributions to non-controlling interest |
— | — | ( i 860 | ) | — | ( i 860 | ) | |||||||||||||
Dividends (to) from parent |
( i 110,755 | ) | ( i 63,763 | ) | — | i 63,763 | ( i 110,755 | ) | ||||||||||||
Contributions from (to) parent |
i 29,429 | i 13,565 | — | ( i 13,565 | ) | i 29,429 | ||||||||||||||
Net cash provided by (used in) financing activities |
i 470,815 | ( i 53,642 | ) | i 10,731 | i 42,043 | i 469,947 | ||||||||||||||
Effect of exchange rate changes in cash and cash equivalents |
— | — | ( i 532 | ) | — | ( i 532 | ) | |||||||||||||
Net increase (decrease) in cash and cash equivalents |
i 473,317 | ( i 5,917 | ) | i 3,051 | — | i 470,451 | ||||||||||||||
Cash and cash equivalents at beginning of period |
i 13,185 | i 8,278 | i 4,225 | — | i 25,688 | |||||||||||||||
Cash and cash equivalents at end of period |
$ | i 486,502 | $ | i 2,361 | $ | i 7,276 | $ | — | $ | i 496,139 | ||||||||||
F-103 |
Item 20. |
Indemnification of officers and directors. |
Item 21. |
Exhibits and financial statement schedules. |
(a) | See Exhibit Index immediately preceding the signature pages. |
Item 22. |
Undertakings. |
(1) | To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement: |
(i) | To include any prospectus required by Section 10(a)(3) of the Securities Act of 1933; |
(ii) | To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; |
(iii) | To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement; |
(2) | That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide |
(3) | To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering. |
(4) | That, for the purpose of determining liability under the Securities Act of 1933 to any purchaser, each prospectus filed pursuant to Rule 424(b) as part of a registration statement relating to an offering, other than registration statements relying on Rule 430B or other than prospectuses filed in reliance on Rule 430A, shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. Provided, however, |
(5) | That, for the purpose of determining liability of the registrant under the Securities Act to any purchaser in the initial distribution of the securities, the undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser: |
(i) | Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424; |
(ii) | Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant; |
(iii) | The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and |
(iv) | Any other communication that is an offer in the offering made by the undersigned registrant to the purchaser. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
4(a)(4) | Supplemental Indenture to the Indenture dated as of February 9, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of December 30, 2012, relating to Lamar Media’s 5 7/8% Senior Subordinated Notes due 2022. | Previously filed as Exhibit 4(g)(4) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 0-30242) filed on February 28, 2013 and incorporated herein by reference. | ||
4(a)(5) | Supplemental Indenture to the Indenture dated as of February 9, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of December 30, 2012, relating to Lamar Media’s 5 7/8% Senior Subordinated Notes due 2022. | Previously filed as Exhibit 4(g)(5) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 0-30242) filed on February 28, 2013 and incorporated herein by reference. | ||
4(a)(6) | Supplemental Indenture to the Indenture dated as of February 9, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of December 30, 2012, relating to Lamar Media’s 5 7/8% Senior Subordinated Notes due 2022. | Previously filed as Exhibit 4(g)(6) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 0-30242) filed on February 28, 2013 and incorporated herein by reference. | ||
4(b)(7) | Supplemental Indenture to the Indenture dated as of February 9, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of May 31, 2013, relating to Lamar Media’s 5 7/8% Senior Subordinated Notes due 2022. | Previously filed as Exhibit 4.3 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended June 30, 2013 (File No. 0-30242) filed on August 8, 2013 and incorporated herein by reference. | ||
4(a)(8) | Supplemental Indenture to the Indenture dated as of February 9, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of January 2, 2014, relating to Lamar Media’s 5 7/8% Senior Subordinated Notes due 2022. | Previously filed as Exhibit 4.4 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended March 31, 2014 (File No. 0-30242) filed on May 7, 2014 and incorporated herein by reference. | ||
4(a)(9) | Supplemental Indenture to the Indenture dated as of February 9, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of July 28, 2015, relating to Lamar Media’s 5 7/8% Senior Subordinated Notes due 2022. | Previously filed as Exhibit 4.3 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended September 30, 2015 (File No. 1-36756) filed on November 5, 2015 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
4(b)(6) | Supplemental Indenture to the Indenture dated as of October 30, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of December 30, 2012, relating to Lamar Media’s 5% Senior Subordinated Notes due 2023. | Previously filed as Exhibit 4(h)(6) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 0-30242) filed on February 28, 2013 and incorporated herein by reference. | ||
4(b)(7) | Supplemental Indenture to the Indenture dated as of October 30, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of May 31, 2013, relating to Lamar Media’s 5% Senior Subordinated Notes due 2023. | Previously filed as Exhibit 4.4 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended June 30, 2013 (File No. 0-30242) filed on August 8, 2013 and incorporated herein by reference. | ||
4(b)(8) | Supplemental Indenture to the Indenture dated as of October 30, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of January 2, 2014, relating to Lamar Media’s 5% Senior Subordinated Notes due 2023. | Previously filed as Exhibit 4.5 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended March 31, 2014 (File No. 0-30242) filed on May 7, 2014 and incorporated herein by reference. | ||
4(b)(9) | Supplemental Indenture to the Indenture dated as of October 30, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of July 28, 2015, relating to Lamar Media’s 5% Senior Subordinated Notes due 2023. | Previously filed as Exhibit 4.2 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended September 30, 2015 (File No. 1-36756) filed on November 5, 2015 and incorporated herein by reference. | ||
4(b)(10) | Supplemental Indenture to the Indenture dated as of October 30, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of December 14, 2017, relating to Lamar Media’s 5% Senior Subordinated Notes due 2023. | Previously filed as Exhibit 4(c)(10) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2017 (File No. 1-36756) filed on February 27, 2018 and incorporated herein by reference. | ||
4(b)(11) | Supplemental Indenture to the Indenture dated as of October 30, 2012, among Lamar Media, the Guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee, dated as of December 14, 2017, relating to Lamar Media’s 5% Senior Subordinated Notes due 2023. | Previously filed as Exhibit 4(c)(11) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2017 (File No. 1-36756) filed on February 27, 2018 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(e)(3) | Purchase and Sale Agreement, dated December 18, 2018, by and among certain subsidiaries of Lamar Media, Lamar Media, as initial Servicer, and Lamar TRS Receivables, LLC as Buyer. | Previously filed as Exhibit 10.3 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on December 21, 2018 and incorporated herein by reference. | ||
10(e)(4) | Performance Guaranty of Lamar Media dated December 18, 2018 in favor of PNC Bank, National Association. | Previously filed as Exhibit 10.4 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on December 21, 2018 and incorporated herein by reference. | ||
10(e)(5) | First Amendment to the Receivables Financing Agreement, dated as of February 6, 2020, by and among Lamar Media as initial Servicer, Lamar TRS Receivables, LLC and Lamar QRS Receivables as Borrowers and PNC Bank, National Association as Administrative Agent and Lender. | Previously filed as Exhibit 10.4 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on February 12, 2020 and incorporated herein by reference. | ||
10(e)(6) | First Amendment to the Purchase and Sale Agreement, dated as of February 6, 2020, by and among certain subsidiaries of Lamar Media, Lamar Media as initial Servicer and Lamar QRS Receivables, LLC as Buyer. | Previously filed as Exhibit 10.5 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on February 12, 2020 and incorporated herein by reference. | ||
10(e)(7) | First Amendment to the Purchase and Sale Agreement, dated as of February 6, 2020, by and among certain subsidiaries of Lamar Media, Lamar Media as initial Servicer and Lamar TRS Receivables, LLC as Buyer. | Previously filed as Exhibit 10.6 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on February 12, 2020 and incorporated herein by reference. | ||
10(e)(8) | Second Amendment to the Receivables Financing Agreement, dated as of May 6, 2020, by and among Lamar Media as initial Servicer, Lamar TRS Receivables, LLC and Lamar QRS Receivables as borrowers and PNC Bank, National Association as Administrative Agent and Lender. | Previously filed as Exhibit 10.2 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended June 30, 2020 (File No. 1-36756) filed on August 6, 2020 and incorporated herein by reference. | ||
10(e)(9) | Second Amendment to the Purchase and Sale Agreement, dated as of May 6, 2020, by and among certain subsidiaries of Lamar Media, Lamar Media as initial Servicer and Lamar QRS Receivables, LLC as Buyer. | Previously filed as Exhibit 10.3 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended June 30, 2020 (File No. 1-36756) filed on August 6, 2020 and incorporated herein by reference. | ||
10(e)(10) | Third Amendment to the Receivables Financing Agreement, dated as of June 30, 2020, among Lamar Media, as Initial Servicer, the SPEs, as Borrowers, and PNC Bank, National Association, as Administrative Agent and a Lender. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on July 6, 2020 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(e)(11) | Fourth Amendment to the Receivables Financing Agreement, dated as of October 23, 2020, among Lamar Media, as Initial Servicer, the SPEs, as Borrowers, and PNC Bank, National Association, as Administrative Agent and a Lender. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on October 26, 2020 and incorporated herein by reference. | ||
10(e)(12) | Fifth Amendment to the Receivables Financing Agreement, dated as of May 24, 2021, among Lamar Media, as Initial Servicer, the SPEs, as Borrowers, and PNC Bank, National Association, as Administrative Agent and a Lender. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on May 28, 2021 and incorporated herein by reference. | ||
10(f)(1) | Credit Agreement dated as of April 28, 2010 by and among Lamar Media, Lamar Advertising of Puerto Rico, Inc., the Subsidiary Guarantors named therein, each additional Subsidiary Borrower that may be designated as such thereunder, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 0-30242) filed on May 3, 2010, and incorporated herein by reference. | ||
10(f)(2) | Amendment No. 1, dated as of June 11, 2010, to the Credit Agreement dated as of April 28, 2010 by and among Lamar Media, Lamar Advertising of Puerto Rico, Inc., the Subsidiary Guarantors named therein, each additional Subsidiary Borrower that may be designated as such thereunder, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent. | Previously filed as Exhibit 10(p)(2) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2010 (File No. 0-30242) filed on February 25, 2011 and incorporated herein by reference. | ||
10(f)(3) | Amendment No. 2, dated as of November 18, 2010, to the Credit Agreement dated as of April 28, 2010 by and among Lamar Media, Lamar Advertising of Puerto Rico, Inc., the Subsidiary Guarantors named therein, each additional Subsidiary Borrower that may be designated as such thereunder, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent. | Previously filed as Exhibit 10(p)(3) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2010 (File No. 0-30242) filed on February 25, 2011 and incorporated herein by reference. | ||
10(f)(4) | Restatement Agreement, dated as of February 9, 2012, to the Credit Agreement dated as of April 28, 2010 by and among Lamar Media, Lamar Advertising of Puerto Rico, Inc., the Subsidiary Guarantors named therein, each additional Subsidiary Borrower that may be designated as such thereunder, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent (including the Amended and Restated Credit Agreement). | Previously filed as Exhibit 10.2 to Lamar Advertising’s Current Report on Form 8-K (File No. 0-30242) filed on February 14, 2012 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(f)(5) | Amendment No. 1, dated as of October 24, 2013, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. | Previously filed as Exhibit 10(f)(11) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 0-30242) filed on February 27, 2014 and incorporated herein by reference. | ||
10(f)(6) | Second Restatement Agreement, dated as of February 3, 2014, by and among Lamar Media, Lamar Advertising, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent (including the Second Amended and Restated Credit Agreement as Exhibit A thereto). | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 0-30242) filed on February 7, 2014 and incorporated herein by reference. | ||
10(f)(7) | Amendment No. 1, dated as of April 18, 2014, to the Second Amended and Restated Credit Agreement, dated as of February 3, 2014, by and among Lamar Media, Lamar Advertising, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 0-30242) filed on April 22, 2014 and incorporated herein by reference. | ||
10(f)(8) | Incremental Amendment No. 1 dated January 7, 2016 to the Second Amended and Restated Credit Agreement, dated as of February 3, 2014, as amended by and among Lamar Media, Lamar Advertising, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as Administrative Agent. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on January 13, 2016 and incorporated herein by reference. | ||
10(f)(9) | Amendment No. 2, dated as of March 4, 2016, to the Second Amended and Restated Credit Agreement, dated as of February 3, 2014, as amended by and among Lamar Media, Lamar Advertising, certain of Lamar Media’s subsidiaries as Guarantors, JPMorgan Chase Bank, N.A. as Administrative Agent and the Lenders party thereto. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on March 8, 2016 and incorporated herein by reference. | ||
10(f)(10) | Third Restatement Agreement, dated as of May 15, 2017, by and among Lamar Media, Lamar Advertising, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as Administrative Agent (including the Third Amended and Restated Credit Agreement as Exhibit A thereto). | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on May 19, 2017 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(f)(11) | Amendment No. 1 dated as of March 16, 2018 to the Third Restatement Agreement, by and among Lamar Media, Lamar Advertising, the subsidiary guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent (including the Third Amended and Restated Credit Agreement, as amended for Amendment No. 1, as Exhibit A thereto). | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on March 21, 2018 and incorporated herein by reference. | ||
10(f)(12) | Amendment No. 2 dated as of December 6, 2018 to the Third Restatement Agreement, by and among Lamar Media, Lamar Advertising, the subsidiary guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as administrative agent (including the Third Amended and Restated Credit Agreement, as amended for Amendment No. 2, as Exhibit A thereto). | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on December 12, 2018 and incorporated herein by reference. | ||
10(f)(13) | Incremental Amendment No. 1, dated January 17, 2019, by and among Lamar Media, Lamar Advertising, the subsidiary guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as Administrative Agent. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on January 22, 2019 and incorporated herein by reference. | ||
10(f)(14) | Joinder Agreement, dated as of July 19, 2010, to the Credit Agreement dated as of April 28, 2010 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Arizona Logos, L.L.C. | Previously filed as Exhibit 10(p)(4) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2011 (File No. 0-30242) filed on February 27, 2012 and incorporated herein by reference. | ||
10(f)(15) | Joinder Agreement, dated as of April 21, 2011, to the Credit Agreement dated as of April 28, 2010 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Wisconsin Logos, LLC. | Previously filed as Exhibit 10(p)(5) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2011 (File No. 0-30242) filed on February 27, 2012 and incorporated herein by reference. | ||
10(f)(16) | Joinder Agreement, dated as of August 26, 2011, to the Credit Agreement dated as of April 28, 2010 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Montana Logos, LLC. | Previously filed as Exhibit 10(p)(6) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2011 (File No. 0-30242) filed on February 27, 2012 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(f)(17) | Joinder Agreement, dated as of November 14, 2012, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by NextMedia Outdoor, Inc. | Previously filed as Exhibit 10(f)(9) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 0-30242) filed on February 28, 2013 and incorporated herein by reference. | ||
10(f)(18) | Joinder Agreement, dated as of November 14, 2012, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by NextMedia Outdoor, Inc. | Previously filed as Exhibit 10(f)(9) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 0-30242) filed on February 28, 2013 and incorporated herein by reference. | ||
10(f)(19) | Joinder Agreement, dated as of November 14, 2012, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by NMG Outdoor I Corp. | Previously filed as Exhibit 10(f)(10) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2012 (File No. 0-30242) filed on February 28, 2013 and incorporated herein by reference. | ||
10(f)(20) | Joinder Agreement, dated as of December 5, 2013, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Lamar TRS Holdings, LLC. | Previously filed as Exhibit 10(f)(12) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 0-30242) filed on February 27, 2014 and incorporated herein by reference. | ||
10(f)(21) | Joinder Agreement, dated as of December 5, 2013, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Lamar Service Company, LLC. | Previously filed as Exhibit 10(f)(13) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 0-30242) filed on February 27, 2014 and incorporated herein by reference. | ||
10(f)(22) | Joinder Agreement, dated as of December 5, 2013, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Lamar Investments, LLC. | Previously filed as Exhibit 10(f)(14) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 0-30242) filed on February 27, 2014 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(f)(23) | Joinder Agreement, dated as of December 5, 2013, to the Amended and Restated Credit Agreement dated as of February 9, 2012 among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Lamar Transit, LLC. | Previously filed as Exhibit 10(f)(15) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2013 (File No. 0-30242) filed on February 27, 2014 and incorporated herein by reference. | ||
10(f)(24) | Joinder Agreement, dated as of July 28, 2015, to the Second Amended and Restated Credit Agreement dated as of February 3, 2014, as amended, among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Lamar Alliance Airport Advertising Company. | Previously filed as Exhibit 10(f)(20) to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2016 (File No. 1-36756) filed on February 24, 2017 and incorporated herein by reference. | ||
10(f)(25) | Joinder Agreement, dated as of January 30, 2018, to the Third Amended and Restated Credit Agreement dated as of May 15, 2017, as amended, among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Interstate Logos TRS, LLC. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended March 31, 2018 (File No. 1-36756) filed on May 5, 2018 and incorporated herein by reference. | ||
10(f)(26) | Joinder Agreement, dated as of January 15, 2019, to the Third Amended and Restated Credit Agreement dated as of May 15, 2017, as amended, among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by FMG Outdoor Holdings, LLC, Lamar-Fairway Blocker 1, Inc., Lamar-Fairway Blocker 2, Inc., Magic Media, Inc., Fairway Media Group, LLC, Fairway Outdoor Advertising, LLC, Fairway Outdoor Funding Holdings, LLC, Fairway Outdoor Funding, LLC, MCC Outdoor, LLC, Magic Media Real Estate, LLC, FMO Real Estate, LLC, Douglas Outdoor Advertising of GA., Inc., Olympus Media/Indiana, LLC and Fairway CCO Indiana, LLC. | Previously filed as Exhibit 10.3 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended March 31, 2019 (File No. 1-36756) filed on May 2, 2019, and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(f)(27) | Joinder Agreement, dated as of January 15, 2019, to the Third Amended and Restated Credit Agreement dated as of May 15, 2017, as amended, among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by New Hampshire Logos, L.L.C. | Previously filed as Exhibit 10.4 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended March 31, 2019 (File No. 1-36756) filed on May 2, 2019, and incorporated herein by reference. | ||
10(f)(28) | Joinder Agreement, dated as of August 15, 2019, to the Third Amended and Restated Credit Agreement dated as of May 15, 2017, as amended, among Lamar Media, the subsidiary borrower party thereto, the subsidiary guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, by Ashby Street Outdoor Holdings LLC, Ashby Street Outdoor CC, LLC and Ashby Street Outdoor LLC. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Quarterly Report on Form 10-Q for the period ended September 30, 2019 (File No. 1-36756) filed on November 5, 2019, and incorporated herein by reference. | ||
10(f)(29) | Fourth Amended and Restated Credit Agreement, dated as of February 6, 2020, between Lamar Media, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as Administrative Agent. | Previously filed as Exhibit 10.3 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on February 12, 2020 and incorporated herein by reference. | ||
10(f)(30) | Amendment No. 1, dated July 2, 2021, to the Fourth Amended and Restated Credit Agreement, between Lamar Media, the Subsidiary Guarantors named therein, the Lenders named therein, and JPMorgan Chase Bank, N.A., as Administrative Agent (including the Fourth Amended and Restated Credit Agreement, as amended for Amendment No. 1, as Exhibit A thereto). | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on July 9, 2021 and incorporated herein by reference. | ||
10(g) | Registration Rights Agreement, dated as of February 6, 2020, between Lamar Media, the Guarantors named therein and J.P. Morgan Securities LLC, as representative for the Initial Purchasers named therein. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on February 12, 2020 and incorporated herein by reference. | ||
10(h) | Registration Rights Agreement, dated as of February 6, 2020, between Lamar Media, the Guarantors named therein and J.P. Morgan Securities LLC, as representative for the Initial Purchasers named therein. | Previously filed as Exhibit 10.2 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on February 12, 2020 and incorporated herein by reference. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
10(i) | Registration Rights Agreement, dated as of May 13, 2020, among Lamar Media, the Guarantors named therein and Wells Fargo Securities, LLC, as representative for the Initial Purchasers named therein. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on May 19, 2020 and incorporated herein by reference. | ||
10(j) | Registration Rights Agreement, dated as of August 19, 2020, among Lamar Media, the Guarantors named therein and Wells Fargo Securities, LLC, as representative for the Initial Purchasers named therein. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on August 25, 2020 and incorporated herein by reference. | ||
10(k) | Registration Rights Agreement, dated as of January 22, 2021, among Lamar Media, the Guarantors named therein and Wells Fargo Securities, LLC, as representative for the Initial Purchasers named therein. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on January 28, 2021 and incorporated herein by reference. | ||
10(l)* | Form of Indemnification Agreement between Lamar Advertising and the directors and executive officers of Lamar Advertising, dated as of November 18, 2014. | Previously filed as Exhibit 10.1 to Lamar Advertising’s Current Report on Form 8-K (File No. 1-36756) filed on November 19, 2014 and incorporated herein by reference. | ||
21(a) | Subsidiaries of Lamar Media. | Previously filed as Exhibit 21 to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2020 (File No. 1-36756) filed on February 26, 2021 and incorporated herein by reference. | ||
22(a) | List of Guarantor Subsidiaries of Lamar Media. | Previously filed as Exhibit 22 to Lamar Advertising’s Annual Report on Form 10-K for the year ended December 31, 2020 (File No. 1-36756) filed on February 26, 2021 and incorporated herein by reference. | ||
23(a) | Consent of KPMG LLP. | Filed herewith. | ||
23(b) | Consent of Locke Lord LLP. | Included in Exhibit 5(a). | ||
23(c) | Consent of Kean Miller LLP. | Included in Exhibit 5(b). | ||
24(a) | Power of Attorney. | Included on signature page of this Registration Statement. | ||
25(a) | Statement of Eligibility of The Bank of U.S. Bank National Association, as trustee on Form T-1, with respect to the Indenture dated as of January 22, 2021 and relating to the 3.625% Senior Notes due 2031. |
Filed herewith. | ||
99(a) | Form of Letter of Transmittal. | Filed herewith. | ||
99(b) | Form of Notice of Guaranteed Delivery. | Filed herewith. | ||
99(c) | Form of Letter to Registered Holders and DTC Participants Regarding the Offer to Exchange. | Filed herewith. | ||
99(d) | Form of Letter to Beneficial Holders Regarding the Offer to Exchange. | Filed herewith. |
EXHIBIT NUMBER |
DESCRIPTION |
METHOD OF FILING | ||
101(a) | The following materials from the combined Annual Report of Lamar Advertising and Lamar Media on Form 10-K for the year ended December 31, 2020, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of December 31, 2020 and 2019, (ii) Consolidated Statements of Income and Comprehensive Income for the years ended December 31, 2020, 2019 and 2018, (iii) Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2020, 2019 and 2018,
(iv) Consolidated Statements of Cash Flows for the years ended December 31, 2020, 2019 and 2018, and (v) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags. |
Filed herewith. | ||
101(b) | The following financial statements from Lamar Advertising and Lamar Media’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, formatted in Inline XBRL: (i) Condensed Consolidated Statements of Cash Flows, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Balance Sheets, and (v) Notes to Condensed Consolidated Financial Statements, tagged as blocks of text and including detailed tags. |
Filed herewith. | ||
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | Filed herewith. |
* | Denotes management contract or compensatory plan or arrangement in which the executive officers or directors of Lamar Advertising participate. |
LAMAR MEDIA CORP. | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
ARIZONA LOGOS, L.L.C. | ||
By: |
INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
COLORADO LOGOS, INC. | ||
By: |
/s/ Floyd Williams | |
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
DELAWARE LOGOS, L.L.C. | ||
By: |
INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
FLORIDA LOGOS, LLC | ||
By: |
INTERSTATE LOGOS TRS, LLC, | |
its Managing Member | ||
By: |
LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS TRS, LLC |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 |
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
GEORGIA LOGOS, L.L.C. | ||
By: |
INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
INTERSTATE LOGOS, L.L.C. | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR MEDIA CORP. |
Sole and Managing Member** | July 15, 2021 |
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
KANSAS LOGOS, INC. | ||
By: |
/s/ Floyd Williams | |
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
KENTUCKY LOGOS, LLC | ||
By: |
INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVANTAGE GP COMPANY, LLC | ||
By: |
LAMAR CENTRAL OUTDOOR, LLC, | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR CENTRAL OUTDOOR, LLC |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVANTAGE HOLDING COMPANY | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR ADVANTAGE LP COMPANY, LLC | ||
By: |
LAMAR CENTRAL OUTDOOR, LLC, | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR CENTRAL OUTDOOR, LLC |
Sole and Managing Member** |
July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVANTAGE OUTDOOR COMPANY, L.P. | ||
By: |
LAMAR ADVANTAGE GP COMPANY, LLC, | |
its General Partner | ||
By: |
LAMAR CENTRAL OUTDOOR, LLC, | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR ADVANTAGE GP COMPANY, LLC |
General Partner** | July 15, 2021 |
By: |
LAMAR CENTRAL OUTDOOR, LLC | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVERTISING OF COLORADO SPRINGS, L.L.C. | ||
By: |
THE LAMAR COMPANY, L.L.C., | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVERTISING OF LOUISIANA, L.L.C. | ||
By: |
THE LAMAR COMPANY, L.L.C., | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. |
Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVERTISING OF MICHIGAN, INC. | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR ADVERTISING OF PENN, LLC | ||
By: |
THE LAMAR COMPANY, L.L.C., | |
its Class A Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President | ||
By: |
LAMAR TRANSIT, LLC, | |
its Class B Member | ||
By: |
LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. |
Class A Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
LAMAR TRANSIT, LLC |
Class B Member** | July 15, 2021 |
By: |
LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: |
LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVERTISING OF SOUTH DAKOTA, L.L.C. | ||
By: | THE LAMAR COMPANY, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR ADVERTISING OF YOUNGSTOWN, INC. | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR ADVERTISING SOUTHWEST, INC. | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR AIR, L.L.C. | ||
By: | THE LAMAR COMPANY, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR AIRPORT ADVERTISING COMPANY | ||
By: | /s/ Casey Sexton | |
Casey Sexton | ||
President |
Signature |
Title |
Date | ||
/s/ Casey Sexton |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 | |||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 |
LAMAR CENTRAL OUTDOOR, LLC | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR MEDIA CORP. | Sole and Managing Member** | July 15, 2021 |
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Managing Member | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Managing Member | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Managing Member | July 15, 2021 | ||
Director of Managing Member | July 15, 2021 |
LAMAR ELECTRICAL, INC. | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR FLORIDA, L.L.C. | ||
By: | THE LAMAR COMPANY, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR INVESTMENTS, LLC | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR TRS HOLDINGS, LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR OBIE COMPANY, LLC | ||
By: | LAMAR MEDIA CORP., | |
its Class A Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President | ||
By: | LAMAR TRANSIT, LLC, | |
its Class B Member | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR MEDIA CORP. | Class A Member** | July 15, 2021 |
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
LAMAR TRANSIT, LLC | Class B Member** | July 15, 2021 |
By: | LAMAR TRS HOLDINGS, LLC | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Class A Member and Lamar Media Corp. |
July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Class A Member and Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Class A Member and Lamar Media Corp. | July 15, 2021 | ||
Director of Class A Member and Lamar Media Corp. | July 15, 2021 |
LAMAR OCI NORTH, L.L.C. | ||
By: | THE LAMAR COMPANY, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR OCI SOUTH CORPORATION | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR OHIO OUTDOOR HOLDING CORP. | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR PENSACOLA TRANSIT, INC. | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR SERVICE COMPANY, LLC | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR TRS HOLDINGS, LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR TENNESSEE, L.L.C. | ||
By: | THE LAMAR COMPANY, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR TEXAS LIMITED PARTNERSHIP | ||
By: | THE LAMAR COMPANY, L.L.C., | |
its General Partner | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
THE LAMAR COMPANY, L.L.C. | General Partner** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Managing Member | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Managing Member | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Managing Member | July 15, 2021 | ||
Director of Managing Member | July 15, 2021 |
LAMAR TRANSIT, LLC | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR TRS HOLDINGS, LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
LAMAR TRS HOLDINGS, LLC | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR MEDIA CORP. | Sole and Managing Member** | July 15, 2021 |
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Managing Member | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Managing Member | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Managing Member | July 15, 2021 | ||
Director of Managing Member | July 15, 2021 |
LOUISIANA INTERSTATE LOGOS, L.L.C. | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
MAINE LOGOS, L.L.C. | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
MICHIGAN LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
MINNESOTA LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
MISSISSIPPI LOGOS, L.L.C. | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
MISSOURI LOGOS, LLC | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
MONTANA LOGOS, LLC | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
NEBRASKA LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
NEVADA LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
NEW JERSEY LOGOS, L.L.C. | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. |
July 15, 2021 |
NEW MEXICO LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
OHIO LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
OKLAHOMA LOGOS, L.L.C. | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
OUTDOOR MARKETING SYSTEMS, L.L.C. | ||
By: | LAMAR TRANSIT, LLC, | |
its Managing Member | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR TRANSIT, LLC | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR TRS HOLDINGS, LLC | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 |
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
OUTDOOR PROMOTIONS WEST, LLC | ||
By: | LAMAR TRANSIT, LLC, | |
its Managing Member | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR TRANSIT, LLC | Sole and Managing Member** |
July 15, 2021 |
By: | LAMAR TRS HOLDINGS, LLC | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 |
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
SOUTH CAROLINA LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
TENNESSEE LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
THE LAMAR COMPANY, L.L.C. | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR MEDIA CORP. | Sole and Managing Member** |
July 15, 2021 |
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Managing Member | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Managing Member | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Managing Member | July 15, 2021 | ||
Director of Managing Member | July 15, 2021 |
TLC FARMS, L.L.C. | ||
By: | TLC PROPERTIES, INC., | |
its Managing Member | ||
By: | /s/ Lee Kantrow, Jr. | |
Lee Kantrow, Jr. | ||
President |
Signature |
Title |
Date | ||
TLC PROPERTIES, INC. | Sole and Managing Member** | July 15, 2021 |
By: | /s/ Lee Kantrow, Jr. | |
Name: Lee Kantrow, Jr. | ||
Title: President |
** | The Registrant has no directors or managers. |
/s/ Lee Kantrow, Jr. |
Director and Principal Executive Officer Managing Member | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Managing Member | July 15, 2021 | ||
Director of Managing Member | July 15, 2021 | |||
/s/ Sean E. Reilly |
Director of Managing Member | July 15, 2021 |
TLC PROPERTIES II, LLC | ||
By: | LAMAR INVESTMENTS, LLC, | |
its Managing Member | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR INVESTMENTS, LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR TRS HOLDINGS, LLC | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
TLC PROPERTIES, INC. | ||
By: | /s/ Lee Kantrow, Jr. | |
Lee Kantrow, Jr. | ||
President |
Signature |
Title |
Date | ||
/s/ Lee Kantrow, Jr. |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
Director | July 15, 2021 | |||
/s/ Sean E. Reilly |
Director | July 15, 2021 |
TLC PROPERTIES, L.L.C. | ||
By: | TLC PROPERTIES, INC., | |
its Managing Member | ||
By: | /s/ Lee Kantrow, Jr. | |
Lee Kantrow, Jr. | ||
President |
Signature |
Title |
Date | ||
TLC PROPERTIES, INC. | Sole and Managing Member** |
July 15, 2021 |
By: | /s/ Lee Kantrow, Jr. | |
Name: Lee Kantrow, Jr. | ||
Title: President |
** | The Registrant has no directors or managers. |
/s/ Lee Kantrow, Jr. |
Director and Principal Executive Officer of Managing Member | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Managing Member | July 15, 2021 | ||
Director of Managing Member | July 15, 2021 | |||
/s/ Sean E. Reilly |
Director of Managing Member | July 15, 2021 |
TRIUMPH OUTDOOR HOLDINGS, LLC | ||
By: | LAMAR CENTRAL OUTDOOR, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR CENTRAL OUTDOOR, LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 |
TRIUMPH OUTDOOR RHODE ISLAND, LLC | ||
By: | LAMAR TRANSIT, LLC, | |
its Managing Member | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR TRANSIT, LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
UTAH LOGOS, INC. | ||
By: | /s/ Floyd Williams | |
Floyd Williams | ||
President |
Signature |
Title |
Date | ||
/s/ Floyd Williams |
Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
/s/ Sean E. Reilly |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
VIRGINIA LOGOS, LLC | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: |
LAMAR MEDIA CORP., | |||
its Managing Member | ||||
By: |
/s/ Sean E. Reilly | |||
Name: Sean E. Reilly | ||||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
WASHINGTON LOGOS, L.L.C. | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
WISCONSIN LOGOS, LLC | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
INTERSTATE LOGOS TRS, LLC | ||
By: | LAMAR TRS HOLDINGS, LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR TRS HOLDINGS, LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
NEW HAMPSHIRE LOGOS, L.L.C. | ||
By: | INTERSTATE LOGOS, L.L.C., | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
INTERSTATE LOGOS, L.L.C. | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
FMG OUTDOOR HOLDINGS, LLC | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Manager and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Manager and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Manager | July 15, 2021 | ||
Manager | July 15, 2021 |
LAMAR-FAIRWAY BLOCKER 1, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
LAMAR-FAIRWAY BLOCKER 2, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
MAGIC MEDIA/LAMAR, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
FAIRWAY MEDIA GROUP, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Manager and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Manager and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Manager | July 15, 2021 | ||
Manager | July 15, 2021 |
FAIRWAY OUTDOOR ADVERTISING, LLC | ||
By: |
FAIRWAY MEDIA GROUP, LLC, | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||||
FAIRWAY MEDIA GROUP, LLC | Sole and Managing Member** | July 15, 2021 |
By: |
/s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: President | ||
** The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Manager and Principal Executive Officer of Managing Member | July 15, 2021 | ||||
/s/ Jay L. Johnson |
Manager and Principal Financial and Accounting Officer of Managing Member | July 15, 2021 | ||||
Manager of Managing Member | July 15, 2021 | |||||
/s/ Lee Kantrow, Jr. |
Manager of Managing Member | July 15, 2021 |
FAIRWAY OUTDOOR FUNDING HOLDINGS, LLC | ||
By: |
/s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
FAIRWAY OUTDOOR FUNDING, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
MCC OUTDOOR, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
MAGIC MEDIA REAL ESTATE, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
FMO REAL ESTATE, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
DOUGLAS OUTDOOR ADVERTISING OF GA, LLC | ||
By: |
/s/ Sean E. Reilly | |
Sean E. Reilly | ||
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Executive Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Executive Director and Principal Financial and Accounting Officer | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Executive Director | July 15, 2021 | ||
Executive Director | July 15, 2021 |
OLYMPUS MEDIA/INDIANA, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
FAIRWAY CCO INDIANA, LLC | ||
By: |
/s/ Sean E. Reilly | |
President |
Signature |
Title |
Date | ||
/s/ Sean E. Reilly |
Director and Principal Executive Officer | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer |
July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director | July 15, 2021 | ||
Director | July 15, 2021 |
ASHBY STREET OUTDOOR LLC | ||
By: | ASHBY STREET OUTDOOR HOLDINGS LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
ASHBY STREET OUTDOOR HOLDINGS LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
ASHBY STREET OUTDOOR CC, LLC | ||
By: | ASHBY STREET OUTDOOR HOLDINGS LLC, | |
its Managing Member | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: |
/s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
ASHBY STREET OUTDOOR HOLDINGS LLC | Sole and Managing Member** | July 15, 2021 |
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
ASHBY STREET OUTDOOR HOLDINGS LLC | ||
By: | LAMAR MEDIA CORP., | |
its Managing Member | ||
By: | /s/ Sean E. Reilly | |
Sean E. Reilly | ||
Chief Executive Officer and President |
Signature |
Title |
Date | ||
LAMAR MEDIA CORP., | Sole and Managing Member** | July 15, 2021 |
By: | /s/ Sean E. Reilly | |
Name: Sean E. Reilly | ||
Title: Chief Executive Officer and President |
** | The Registrant has no directors or managers. |
/s/ Sean E. Reilly |
Director and Principal Executive Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Jay L. Johnson |
Director and Principal Financial and Accounting Officer of Lamar Media Corp. | July 15, 2021 | ||
/s/ Lee Kantrow, Jr. |
Director of Lamar Media Corp. | July 15, 2021 | ||
Director of Lamar Media Corp. | July 15, 2021 |
This ‘S-4’ Filing | Date | Other Filings | ||
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1/15/31 | ||||
2/15/28 | ||||
2/15/27 | ||||
2/6/27 | ||||
2/15/26 | ||||
2/1/26 | ||||
1/15/26 | ||||
1/1/26 | ||||
2/15/25 | ||||
2/6/25 | ||||
1/15/25 | ||||
7/21/24 | ||||
2/15/24 | ||||
1/15/24 | ||||
5/15/23 | ||||
2/15/23 | ||||
2/1/23 | ||||
1/1/22 | ||||
12/31/21 | 10-K | |||
12/17/21 | ||||
10/19/21 | ||||
10/8/21 | ||||
9/30/21 | 10-Q | |||
Filed on: | 7/15/21 | |||
7/2/21 | 8-K | |||
7/1/21 | ||||
6/30/21 | 10-Q, 8-K | |||
6/23/21 | ||||
6/21/21 | 8-K | |||
6/14/21 | 8-K | |||
5/24/21 | 8-K | |||
5/20/21 | ||||
5/1/21 | ||||
4/15/21 | ||||
4/6/21 | ||||
3/31/21 | 10-Q | |||
3/22/21 | ||||
2/26/21 | 10-K | |||
2/25/21 | ||||
2/11/21 | ||||
2/10/21 | ||||
2/3/21 | UPLOAD | |||
2/1/21 | ||||
1/29/21 | ||||
1/22/21 | 8-K | |||
1/1/21 | ||||
12/31/20 | 10-K | |||
12/21/20 | ||||
12/15/20 | ||||
10/23/20 | 8-K | |||
9/16/20 | 424B3 | |||
8/31/20 | ||||
8/19/20 | 8-K | |||
6/30/20 | 10-Q, 8-K | |||
5/13/20 | 8-K | |||
5/6/20 | ||||
3/31/20 | 10-Q | |||
3/27/20 | ||||
3/16/20 | ||||
3/13/20 | ||||
3/11/20 | ||||
2/20/20 | 10-K | |||
2/19/20 | ||||
2/6/20 | 8-K | |||
1/1/20 | ||||
12/31/19 | 10-K | |||
12/15/19 | ||||
12/12/19 | ||||
10/8/19 | ||||
10/1/19 | ||||
8/15/19 | ||||
7/15/19 | ||||
6/30/19 | 10-Q | |||
6/28/19 | ||||
5/31/19 | ||||
5/30/19 | 8-K | |||
2/18/19 | ||||
2/1/19 | 8-K | |||
1/22/19 | 8-K | |||
1/17/19 | 8-K | |||
1/15/19 | ||||
1/1/19 | ||||
12/31/18 | 10-K, 10-K/A | |||
12/21/18 | 8-K, 8-K/A | |||
12/18/18 | 8-K | |||
12/6/18 | 8-K | |||
8/6/18 | ||||
5/1/18 | ||||
4/16/18 | ||||
3/16/18 | 8-K | |||
3/9/18 | ||||
2/26/18 | ||||
1/30/18 | ||||
1/1/18 | ||||
12/31/17 | 10-K | |||
12/22/17 | ||||
12/14/17 | ||||
11/2/17 | ||||
5/15/17 | 8-K | |||
12/31/16 | 10-K | |||
5/26/16 | ||||
3/28/16 | ||||
3/4/16 | 8-K | |||
1/28/16 | 8-K | |||
1/7/16 | 8-K | |||
1/1/16 | ||||
12/31/15 | 10-K | |||
7/28/15 | ||||
12/31/14 | 10-K, ARS | |||
11/18/14 | ||||
4/18/14 | 8-K | |||
2/3/14 | 8-K | |||
1/10/14 | 8-K | |||
1/2/14 | ||||
1/1/14 | ||||
12/31/13 | 10-K | |||
12/13/13 | ||||
12/5/13 | ||||
10/24/13 | ||||
5/31/13 | ||||
1/24/13 | ||||
12/30/12 | ||||
11/14/12 | ||||
10/30/12 | 8-K | |||
2/9/12 | 8-K | |||
8/26/11 | ||||
4/21/11 | ||||
1/1/11 | ||||
11/18/10 | ||||
7/19/10 | ||||
6/11/10 | ||||
4/28/10 | 8-K | |||
5/28/09 | ||||
4/10/07 | ||||
1/1/06 | ||||
12/8/05 | 8-K | |||
12/23/02 | ||||
1/1/02 | ||||
1/1/01 | ||||
7/16/99 | ||||
List all Filings |