Lamar Advertising Company Announces Commencement of Exchange Offer for 3 3/4% Senior Notes due 2028, 4 7/8% Senior Notes due 2029 and 4% Senior Notes due 2030

Rhea-AI Summary

Lamar Advertising Company (NASDAQ: LAMR) announced an exchange offer for its outstanding senior notes totaling $1.55 billion, comprising 3 3/4% notes due 2028, 4 7/8% notes due 2029, and 4% notes due 2030. The notes will be exchanged for newly issued registered securities, complying with registration rights agreements. The exchange offer expires on October 15, 2020. Original notes not exchanged will continue to accrue interest without further registration obligations by Lamar Media, except in limited circumstances. The offer aims to enhance liquidity without raising new capital.

Positive

• Offer to exchange $1.55 billion in senior notes enhances liquidity.
• Registered securities will have no transfer restrictions, increasing marketability.

Negative

• No proceeds will be received from the exchange offer.
• Market conditions for corporate debt securities remain uncertain.

BATON ROUGE, La., Sept. 16, 2020 (GLOBE NEWSWIRE) -- Lamar Advertising Company (Nasdaq: LAMR) announced today that its wholly owned subsidiary, Lamar Media Corp., has commenced an offer to exchange (i) all $600.0 million of its outstanding ‎3 3/4% Senior Notes due 2028‎ (the “2028 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 3/4% Senior Notes due 2028‎ that have been registered under the Securities Act (the “2028 Exchange Notes”), (ii) all $400.0 million of its outstanding ‎‎4 7/8% Senior Notes due 2029‎‎ (the “2029 Original Notes”), which are not registered under the Securities Act, for an equal principal amount of newly issued ‎4 7/8% Senior Notes due 2029‎‎ that have been registered under the Securities Act (the “2029 Exchange Notes”), and (iii) all $550.0 million of its outstanding ‎‎‎4% Senior Notes due 2030‎ (the “2030 Original Notes”, and together with the 2028 Original Notes and the 2029 Original Notes, the “Original Notes”), which are not registered under the Securities Act, for an equal principal amount of newly issued ‎‎4% Senior Notes due 2030‎ that have been registered under the Securities Act (the “2030 Exchange Notes”, and together with the 2028 Exchange Notes and 2029 Exchange Notes, the “Exchange Notes”). 

Each series of the Exchange Notes are substantially identical to the corresponding series of 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 of the corresponding series. Lamar Media will not receive any proceeds from the exchange offer.

Lamar Media is making this exchange offer to satisfy its obligations under registration rights agreements 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 October 15, 2020 (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 September 16, 2020. Copies of the prospectus and the related letter of transmittal may be obtained from The Bank of New York Mellon Trust Company, N.A., which is serving as the exchange agent for the exchange offer. The Bank of New York Mellon Trust Company, N.A. can be contacted at:

The Bank of New York Mellon Trust Company, N.A., as Exchange Agent
c/o The Bank of New York Mellon Corporation
Corporate Trust Operations – Reorganization Unit
111 Sanders Creek Parkway
East Syracuse, New York 13057
Facsimile: 732-667-9408

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 September 16, 2020, 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 approximately 385,000 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 3,600 displays.

Company Contact:

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

FAQ

What is the total value of the senior notes being exchanged by LAMR?

LAMR is exchanging a total of $1.55 billion in senior notes.

What is the expiration date for the exchange offer by Lamar Media?

The expiration date for the exchange offer is October 15, 2020.

What types of senior notes are involved in LAMR's exchange offer?

The exchange offer includes 3 3/4% senior notes due 2028, 4 7/8% senior notes due 2029, and 4% senior notes due 2030.

Will Lamar Media receive any proceeds from the exchange offer?

No, Lamar Media will not receive any proceeds from the exchange offer.

Are the newly issued exchange notes registered under the Securities Act?

Yes, the new exchange notes will be registered under the Securities Act.