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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/05/19 Lamar Advertising Co/New 10-Q 9/30/19 77:19M ActiveDisclosure/FA Lamar Media Corp/DE |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 2.00M
6: EX-4.1 Instrument Defining the Rights of Security Holders HTML 63K
7: EX-4.2 Instrument Defining the Rights of Security Holders HTML 63K
8: EX-4.3 Instrument Defining the Rights of Security Holders HTML 63K
2: EX-10.1 Material Contract HTML 36K
3: EX-31.1 Certification -- §302 - SOA'02 HTML 28K
4: EX-31.2 Certification -- §302 - SOA'02 HTML 29K
5: EX-32.1 Certification -- §906 - SOA'02 HTML 27K
34: R1 Document and Entity Information HTML 91K
73: R2 Condensed Consolidated Balance Sheets HTML 138K
49: R3 Condensed Consolidated Balance Sheets HTML 63K
(Parenthetical)
27: R4 Condensed Consolidated Statements of Income and HTML 126K
Comprehensive Income (Unaudited)
35: R5 Condensed Consolidated Statements of Stockholders' HTML 124K
Equity
74: R6 Condensed Consolidated Statements of Stockholders' HTML 54K
Equity (Parenthetical)
50: R7 Condensed Consolidated Statements of Cash Flows HTML 163K
28: R8 Significant Accounting Policies HTML 28K
33: R9 Revenues HTML 74K
40: R10 Leases HTML 60K
17: R11 Acquisitions HTML 76K
60: R12 Stock-Based Compensation HTML 42K
68: R13 Depreciation and Amortization HTML 60K
41: R14 Goodwill and Other Intangible Assets HTML 99K
18: R15 Asset Retirement Obligations HTML 35K
61: R16 Distribution Restrictions HTML 26K
69: R17 Earnings Per Share HTML 25K
42: R18 Long-term Debt HTML 176K
16: R19 Fair Value of Financial Instruments HTML 28K
47: R20 New Accounting Pronouncements HTML 33K
70: R21 Dividends/Distributions HTML 27K
29: R22 Information about Geographic Areas HTML 26K
23: R23 Stockholders' Equity HTML 29K
48: R24 Summarized Financial Information of Subsidiaries HTML 1.54M
71: R25 Revenues (Tables) HTML 66K
30: R26 Leases (Tables) HTML 53K
24: R27 Acquisitions (Tables) HTML 70K
46: R28 Stock-Based Compensation (Tables) HTML 36K
72: R29 Depreciation and Amortization (Tables) HTML 59K
67: R30 Goodwill and Other Intangible Assets (Tables) HTML 99K
58: R31 Asset Retirement Obligations (Tables) HTML 35K
20: R32 Long-term Debt (Tables) HTML 155K
44: R33 Summarized Financial Information of Subsidiaries HTML 1.54M
(Tables)
66: R34 Revenues - Additional Information (Details) HTML 30K
57: R35 Revenues - Disaggregation Revenue (Detail) HTML 33K
19: R36 Leases - Additional Information (Detail) HTML 49K
43: R37 Leases - Summary of Maturities of Operating Lease HTML 45K
Liabilities (Detail)
65: R38 Acquisitions - Additional Information (Detail) HTML 87K
59: R39 Acquisitions - Summary of Allocation of Purchase HTML 66K
Price/Acquisition Costs (Detail)
77: R40 Stock-Based Compensation - Additional Information HTML 71K
(Detail)
52: R41 Stock-Based Compensation - Summary of ESPP Share HTML 42K
Activity (Detail)
26: R42 Depreciation and Amortization - Depreciation and HTML 33K
Amortization Expense Excluded from Operating
Expenses in its Statements of Income and
Comprehensive Income (Detail)
32: R43 Goodwill and Other Intangible Assets - Summary of HTML 54K
Intangible Assets (Detail)
76: R44 Asset Retirement Obligations - Information Related HTML 32K
to Asset Retirement Obligations (Detail)
51: R45 Distribution Restrictions - Additional Information HTML 39K
(Detail)
25: R46 Earnings Per Share - Additional Information HTML 25K
(Detail)
31: R47 Long-term Debt - Long-Term Debt (Detail) HTML 64K
75: R48 Long-term Debt - Long-Term Debt (Parenthetical) HTML 36K
(Detail)
53: R49 Long-term Debt - Additional Information (Detail) HTML 176K
55: R50 Long-term Debt - Schedule of Maturities of Long HTML 39K
Term Debt (Detail)
62: R51 Long-term Debt - Schedule of Maturities of Long HTML 32K
Term Debt (Parenthetical) (Detail)
36: R52 Fair Value of Financial Instruments - Additional HTML 31K
Information (Detail)
14: R53 New Accounting Pronouncements - Additional HTML 31K
Information (Detail)
56: R54 Dividends/Distributions - Additional Information HTML 40K
(Detail)
63: R55 Information about Geographic Areas - Additional HTML 32K
Information (Detail)
37: R56 Stockholders' Equity - Additional Information HTML 45K
(Detail)
15: R57 Condensed Consolidating Balance Sheet (Detail) HTML 113K
54: R58 Condensed Consolidating Statements of Income and HTML 132K
Comprehensive Income (Detail)
64: R59 Condensed Consolidating Statement of Cash Flows HTML 131K
(Detail)
45: XML IDEA XML File -- Filing Summary XML 133K
21: XML XBRL Instance -- lamr-10q_20190930_htm XML 5.77M
22: EXCEL IDEA Workbook of Financial Reports XLSX 84K
10: EX-101.CAL XBRL Calculations -- lamr-20190930_cal XML 216K
11: EX-101.DEF XBRL Definitions -- lamr-20190930_def XML 898K
12: EX-101.LAB XBRL Labels -- lamr-20190930_lab XML 1.19M
13: EX-101.PRE XBRL Presentations -- lamr-20190930_pre XML 1.06M
9: EX-101.SCH XBRL Schema -- lamr-20190930 XSD 173K
39: JSON XBRL Instance as JSON Data -- MetaLinks 317± 504K
38: ZIP XBRL Zipped Folder -- 0001564590-19-040322-xbrl Zip 298K
Exhibit 4.1
SUPPLEMENTAL INDENTURE
TO INDENTURE DATED OCTOBER 30, 2012
THIS SUPPLEMENTAL INDENTURE dated as of August 15, 2019, among LAMAR MEDIA CORP., a Delaware corporation (the “Company”), the undersigned Guarantors party hereto, ASHBY STREET OUTDOOR HOLDINGS LLC, a Delaware limited liability company; ASHBY STREET OUTDOOR CC, LLC, a Delaware limited liability company; ASHBY STREET OUTDOOR LLC, a Delaware limited liability company; LAMAR-FAIRWAY BLOCKER 1, LLC, a Delaware limited liability company (formerly known as LAMAR-Fairway Blocker 1, Inc.); LAMAR-FAIRWAY BLOCKER 2, LLC, a Delaware limited liability company (formerly known as LAMAR-Fairway Blocker 2, Inc.); MAGIC MEDIA/LAMAR, LLC, a Delaware limited liability company (formerly known as Magic Media, Inc.); and DOUGLAS OUTDOOR ADVERTISING OF GA., LLC, a Georgia limited liability company (formerly known as Douglas Outdoor Advertising of GA., Inc.) (collectively, the “New Guarantors”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee (the “Trustee”).
WHEREAS, each of the Company and the Guarantors (as defined in the Indenture referred to below) has heretofore executed and delivered to the Trustee an Indenture, dated as of October 30, 2012 (the “Indenture”), providing for the issuance of 5.00% Senior Subordinated Notes due 2023 (the “Notes”);
WHEREAS, New Guarantors desire to provide a guarantee (the “Guarantee”) of the obligations of the Company under the Notes and the Indenture, in accordance with Article 10 of the Indenture;
WHEREAS, pursuant to Section 8.01 of the Indenture, the Company, the Trustee, the Guarantors and the New Guarantors are authorized to execute and deliver this Supplemental Indenture; and
WHEREAS, all conditions precedent provided for in the Indenture relating to the execution of this Supplemental Indenture have been complied with.
NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto mutually covenant and agree for the equal and ratable benefit of the Holders as follows:
1.Definitions. All terms used herein without definition have the meanings ascribed to them in the Indenture.
2.Guarantee. New Guarantors hereby agree to provide a full and unconditional guarantee on the terms and subject to the conditions set forth in the Indenture, including but not limited to Article 10 thereof, in the form and substance of Exhibit B to the Indenture.
3.Effectiveness of Supplemental Indenture. This Supplemental Indenture shall become effective upon the execution and delivery of this Supplemental Indenture by the Company, the Guarantors, the New Guarantors and the Trustee.
4.Indenture Remains in Full Force and Effect. This Supplemental Indenture shall form a part of the Indenture for all purposes and, except as supplemented or amended hereby, all other provisions in the Indenture and the Notes, to the extent not inconsistent with the terms and provisions of this Supplemental Indenture, shall remain in full force and effect.
5.Headings. The headings of the Articles and Sections of this Supplemental Indenture are inserted for convenience of reference and shall not be deemed a part thereof.
6.Counterparts. This Supplemental Indenture may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
7.Governing Law. This Supplemental Indenture shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to principles of conflicts of laws.
8.Trustee Disclaimer. The Trustee is not responsible for the validity or sufficiency of this Supplemental Indenture nor for the recitals hereof.
(The remainder of this page is intentionally left blank.)
2
IN WITNESS WHEREOF, the undersigned have caused this Supplemental Indenture to be duly executed as of the day and year first above written.
NEW GUARANTORS:
LAMAR-FAIRWAY BLOCKER 1, LLC
LAMAR-FAIRWAY BLOCKER 2, LLC
MAGIC MEDIA/LAMAR, LLC
DOUGLAS OUTDOOR ADVERTISING OF GA., LLC
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
ASHBY STREET OUTDOOR HOLDINGS LLC
By: Lamar Media Corp., its sole member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
ASHBY STREET OUTDOOR CC, LLC
ASHBY STREET OUTDOOR LLC
By: Ashby Street Outdoor Holdings LLC, its sole member
By: Lamar Media Corp., its sole member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
COMPANY:
LAMAR MEDIA CORP.
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
GUARANTORS:
COLORADO LOGOS, INC.
KANSAS LOGOS, INC.
LAMAR AIRPORT ADVERTISING COMPANY
LAMAR ADVERTISING OF MICHIGAN, INC.
LAMAR ADVERTISING OF YOUNGSTOWN, INC.
LAMAR ADVERTISING SOUTHWEST, INC.
LAMAR ELECTRICAL, INC.
LAMAR OCI SOUTH CORPORATION
LAMAR OHIO OUTDOOR HOLDING CORP.
LAMAR PENSACOLA TRANSIT, INC.
MICHIGAN LOGOS, INC.
MINNESOTA LOGOS, INC.
NEBRASKA LOGOS, INC.
NEVADA LOGOS, INC.
NEW MEXICO LOGOS, INC.
OHIO LOGOS, INC.
SOUTH CAROLINA LOGOS, INC.
TENNESSEE LOGOS, INC.
TLC PROPERTIES, INC.
UTAH LOGOS, INC.
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
ARIZONA LOGOS, L.L.C.
DELAWARE LOGOS, L.L.C.
GEORGIA LOGOS, L.L.C.
KENTUCKY LOGOS, LLC
LOUISIANA INTERSTATE LOGOS, L.L.C.
MAINE LOGOS, L.L.C.
MISSISSIPPI LOGOS, L.L.C.
MISSOURI LOGOS, LLC
MONTANA LOGOS, LLC
NEW HAMPSHIRE LOGOS, L.L.C.
NEW JERSEY LOGOS, L.L.C.
OKLAHOMA LOGOS, L.L.C.
VIRGINIA LOGOS, LLC
WASHINGTON LOGOS, L.L.C.
WISCONSIN LOGOS, LLC
By:Interstate Logos, L.L.C., its Managing Member
By:Lamar Media Corp., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
INTERSTATE LOGOS TRS, LLC
By:Lamar TRS Holdings, its Managing Member
By:Lamar Media Corp., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
INTERSTATE LOGOS, L.L.C.
LAMAR CENTRAL OUTDOOR, LLC
THE LAMAR COMPANY, L.L.C.
LAMAR TRS HOLDINGS, LLC
By:Lamar Media Corp., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
LAMAR ADVERTISING OF COLORADO SPRINGS,
L.L.C.
LAMAR ADVERTISING OF LOUISIANA, L.L.C.
LAMAR ADVERTISING OF SOUTH DAKOTA,
L.L.C.
LAMAR AIR, L.L.C.
LAMAR FLORIDA, L.L.C.
LAMAR OCI NORTH, L.L.C.
LAMAR TENNESSEE, L.L.C.
By:The Lamar Company, L.L.C., its Managing Member
By:Lamar Media Corp., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
LAMAR TEXAS LIMITED PARTNERSHIP
By:The Lamar Company, L.L.C., its General Partner
By:Lamar Media Corp., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
TLC FARMS, L.L.C.
TLC PROPERTIES, L.L.C.
By:TLC Properties, Inc., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
LAMAR ADVANTAGE GP COMPANY, LLC
LAMAR ADVANTAGE LP COMPANY, LLC
TRIUMPH OUTDOOR HOLDINGS, LLC
By:Lamar Central Outdoor, LLC, its Managing
Member
By:Lamar Media Corp., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
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/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
LAMAR ADVANTAGE HOLDING COMPANY
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
LAMAR INVESTMENTS, LLC
LAMAR SERVICE COMPANY, LLC
LAMAR TRANSIT, LLC
By:Lamar TRS Holdings, LLC, its Managing
Member
By:Lamar Media Corp., its Managing Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
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/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
OUTDOOR MARKETING SYSTEMS, L.L.C.
OUTDOOR PROMOTIONS WEST, LLC
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/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
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/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
[Signature Page to Supplemental Indenture]
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/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
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/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
LAMAR OBIE COMPANY, LLC
By:Lamar Media Corp., its Class A Member
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
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/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
|
|
Chief Financial Officer |
FMG OUTDOOR HOLDINGS, LLC
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
OLYMPUS MEDIA/INDIANA, LLC
FAIRWAY CCO INDIANA, LLC
[Signature Page to Supplemental Indenture]
By:/s/ Keith A. Istre ____________________
Name:Keith A. Istre
Title:Executive Vice President and
Chief Financial Officer
[Signature Page to Supplemental Indenture]
TRUSTEE:
THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee
|
|
By:/s/ Lawrence M Kusch_________ |
[Signature Page to Supplemental Indenture]
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 11/5/19 | 8-K | ||
| For Period end: | 9/30/19 | |||
| 8/15/19 | ||||
| 10/30/12 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/23/24 Lamar Advertising Co. 10-K 12/31/23 135:17M Workiva Inc Wde… FA01/FA 2/24/23 Lamar Advertising Co. 10-K 12/31/22 136:19M Workiva Inc Wde… FA01/FA 2/25/22 Lamar Advertising Co. 10-K 12/31/21 137:18M Workiva Inc Wde… FA01/FA 7/15/21 Lamar Media Corp./DE S-4¶ 8/27/21 125:25M Donnelley … Solutions/FA 2/26/21 Lamar Advertising Co. 10-K 12/31/20 120:31M ActiveDisclosure/FA 9/04/20 Lamar Media Corp./DE S-4¶ 9/04/20 131:30M Donnelley … Solutions/FA |