Lamar Advertising Company Announces Commencement of Exchange Offer for 3 5/8% Senior Notes due 2031

Rhea-AI Summary

Lamar Advertising Company (NASDAQ: LAMR) announced an exchange offer for all $550 million of its outstanding 3 5/8% Senior Notes due 2031. The Original Notes will be exchanged for newly issued Exchange Notes that are registered under the Securities Act, facilitating their transferability. The exchange aims to fulfill obligations under a registration rights agreement and will not yield any proceeds for Lamar Media. The deadline for tendering Original Notes is September 1, 2021.

Positive

• Exchange offer for $550 million in Senior Notes enhances liquidity.
• Newly issued Exchange Notes are registered under the Securities Act, improving marketability.

Negative

• None.

BATON ROUGE, La., Aug. 04, 2021 (GLOBE NEWSWIRE) -- Lamar Advertising Company (Nasdaq: LAMR) announced today that its wholly owned subsidiary, Lamar Media Corp., has commenced an offer to exchange all $550.0 million of its outstanding ‎3 5/8% Senior Notes due 2031‎ (the “Original Notes”), which are not registered under the Securities Act of 1933, as amended (the “Securities Act”), for an equal principal amount of newly issued ‎3 5/8% Senior Notes due 2031‎ that have been registered under the Securities Act (the “Exchange Notes”).

The Exchange Notes are substantially identical to the Original Notes, except that the Exchange Notes have been registered under the Securities Act and will not bear any legend restricting their transfer. The Exchange Notes will be issued only upon cancellation of a like amount of currently outstanding Original Notes. Lamar Media will not receive any proceeds from the exchange offer.

Lamar Media is making this exchange offer to satisfy its obligations under a registration rights agreement entered into when it issued the Original Notes. Any Original Notes not tendered for exchange in the exchange offer will remain outstanding and continue to accrue interest, and Lamar Media will have no further obligation to provide for the registration of such notes under the Securities Act, except under certain limited circumstances.

Pursuant to the terms of the exchange offer, Lamar Media will accept for exchange any and all Original Notes validly tendered and not withdrawn prior to 5:00 p.m., New York City time, on September 1, 2021 (the “Expiration Date”), unless extended. Tenders of Original Notes may be withdrawn at any time prior to 5:00 p.m., New York City time, on the Expiration Date.

The terms of the exchange offer and other information relating to Lamar Media are set forth in a prospectus dated August 4, 2021. Copies of the prospectus and the related letter of transmittal may be obtained from U.S. Bank National Association, which is serving as the exchange agent for the exchange offer. U.S. Bank National Association can be contacted at:

U.S. Bank National Association, as Exchange Agent
111 Fillmore Avenue
St. Paul, MN 55107-1402
Attn: CTS Specialized Finance Corporate Actions
1-800-934-6802

This press release does not constitute an offer to purchase any securities or the solicitation of an offer to sell any securities. The exchange offer is being made only pursuant to the prospectus dated August 4, 2021, and the related letter of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.

Forward-Looking Statements

This press release includes “forward-looking statements,” which are statements other than statements of historical fact and are often characterized by the use of words such as “believes,” “expects,” “estimates,” “projects,” “may,” “will,” “intends,” “plans” or “anticipates,” or by discussions of strategy, plans or intentions. All forward-looking statements in this press release are made based on management’s current expectations and estimates, which involve risks, uncertainties and other factors that could cause results to differ materially from those expressed in forward-looking statements. Among the important factors that could cause actual results to differ materially from those results indicated in the forward-looking statements include uncertainties relating to market conditions for corporate debt securities generally and for the securities of advertising companies and for Lamar Media in particular.

General Information

Founded in 1902, Lamar Advertising Company is one of the largest outdoor advertising companies in North America, ‎with over 352,000 displays across the United States and Canada. Lamar offers advertisers a variety of billboard, interstate logo, ‎transit and airport advertising formats, helping both local businesses and national brands reach broad audiences every day. In ‎addition to its more traditional out-of-home inventory, Lamar is proud to offer its customers the largest network of digital ‎billboards in the United States with over 3,700 displays. ‎

Company Contact:

Buster Kantrow
Director of Investor Relations
(225) 926-1000
bkantrow@lamar.com

FAQ

What is the exchange offer announced by Lamar Advertising Company on August 4, 2021?

Lamar Advertising announced an exchange offer for $550 million of its 3 5/8% Senior Notes due 2031 to replace them with newly issued notes registered under the Securities Act.

What is the purpose of Lamar Advertising's exchange offer for its Senior Notes?

The purpose is to fulfill obligations under a registration rights agreement related to the issuance of the Original Notes.

When is the deadline for tendering the Original Notes in Lamar Advertising's exchange offer?

The deadline for tendering the Original Notes is September 1, 2021, at 5:00 p.m. New York City time.

What will happen to Original Notes not tendered by the deadline?

Original Notes not tendered will remain outstanding, continue to accrue interest, and Lamar Media will have limited obligations to provide registration.

How can investors obtain more information about the exchange offer of Lamar Advertising Company?

Investors can obtain more information by referring to the prospectus dated August 4, 2021, available from U.S. Bank National Association, the exchange agent.