þ | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware
Delaware (State or other jurisdiction of incorporation or organization) |
72-1449411
72-1205791 (I.R.S. Employer Identification No.) |
|
5321 Corporate Blvd., Baton Rouge, LA
(Address of principal executive offices) |
70808
(Zip Code) |
Large accelerated filer þ | Accelerated filer o | Non-accelerated filer o | Smaller reporting company o | |||
(Do not check if a smaller reporting company)
|
Large accelerated filer o | Accelerated filer o | Non-accelerated filer þ | Smaller reporting company o | |||
(Do not check if a smaller reporting company)
|
Class | Outstanding at February 18, 2011 | |
Lamar Advertising Company Class A common stock, $0.001 par value per share
|
77,486,437 shares | |
Lamar Advertising Company Class B common stock, $0.001 par value per share
|
15,122,865 shares | |
Lamar Media Corp. common stock, $0.001 par value per share
|
100 shares |
Document | Parts into Which Incorporated | |
Proxy Statement for the Annual Meeting of Stockholders scheduled to be held on May 26, 2011 (Proxy Statement)
|
Part III |
PART I
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PART II
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PART III
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PART IV
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EX-10.P.2 | ||||||||
EX-10.P.3 | ||||||||
EX-11.A | ||||||||
EX-12.A | ||||||||
EX-12.B | ||||||||
EX-21.A | ||||||||
EX-23.A | ||||||||
EX-31.A | ||||||||
EX-31.B | ||||||||
EX-32.A | ||||||||
EX-101 INSTANCE DOCUMENT | ||||||||
EX-101 SCHEMA DOCUMENT | ||||||||
EX-101 CALCULATION LINKBASE DOCUMENT | ||||||||
EX-101 LABELS LINKBASE DOCUMENT | ||||||||
EX-101 PRESENTATION LINKBASE DOCUMENT | ||||||||
EX-101 DEFINITION LINKBASE DOCUMENT |
2
| our future financial performance and condition; | ||
| our business plans, objectives, prospects, growth and operating strategies; | ||
| market opportunities and competitive positions; | ||
| estimated risks; and | ||
| stock price. |
| the current economic environment and its affect on the markets in which we operate; | ||
| the levels of expenditures on advertising in general and outdoor advertising in particular; | ||
| risks and uncertainties relating to our significant indebtedness; | ||
| our need for, and ability to obtain, additional funding for acquisitions and operations; | ||
| increased competition within the outdoor advertising industry; | ||
| the regulation of the outdoor advertising industry; | ||
| our ability to renew expiring contracts at favorable rates; | ||
| the integration of businesses that we acquire and our ability to recognize cost savings and operating efficiencies as a result of these acquisitions; | ||
| our ability to successfully implement its digital deployment strategy; and | ||
| changes in accounting principles, policies or guidelines. |
3
4
5
6
7
8
9
10
11
12
13
Bulletins
are generally large, illuminated advertising structures that are located on
major highways and target vehicular traffic.
Posters
are generally smaller advertising structures that are located on major traffic
arteries and city streets and target vehicular and pedestrian traffic.
Logo signs
generally advertise nearby gas, food, camping, lodging and other attractions.
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Kansas
Maine
Mississippi
Nevada
Ohio
South Carolina
Kentucky
Michigan
Missouri(1)
New Jersey
Oklahoma
Utah
Louisiana
Minnesota
Nebraska
New Mexico
Pennsylvania
Virginia
(1)
The logo sign contract in Missouri is operated by a 66 2/3% owned partnership.
Table of Contents
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 advertising displays in North America and worldwide and (ii) CBS Outdoor, a
division of CBS Corporation, which operates traditional outdoor, street furniture and
transit advertising properties in North America and worldwide. Clear Channel Outdoor and
CBS Outdoor each have corporate relationships with large media conglomerates and may have
greater total resources, product offerings and opportunities for cross-selling than we do.
Other forms of media, such as broadcast and cable television, radio, print media, direct
mail marketing, telephone directories and the Internet.
An increasing variety of out-of-home advertising media, such as advertising displays in
shopping centers, malls, airports, stadiums, movie theaters and supermarkets and
advertising displays on taxis, trains and buses.
Table of Contents
Percentage of Net
Billboard
Categories
Advertising Revenues
12
%
10
%
9
%
8
%
6
%
6
%
6
%
5
%
5
%
4
%
71
%
Table of Contents
make it more difficult for the Company to comply with the financial covenants in its
senior credit facility, which could result in a default and an acceleration of all amounts
outstanding under the facility;
Table of Contents
limit the cash flow available to fund the Companys working capital, capital
expenditures, acquisitions or other general corporate requirements;
limit the Companys ability to obtain additional financing to fund future working
capital, capital expenditures or other general corporate requirements;
place the Company at a competitive disadvantage relative to those of its competitors
that have less debt;
force the Company 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 Company to obtain
the consent of lenders under its senior credit facility or the holders of its other debt;
limit the Companys flexibility in planning for, or reacting to, changes in its business
and industry; and
increase the Companys 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.
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a widespread reallocation of advertising expenditures to other available media by
significant users of the Companys displays; and
a decline in the amount spent on advertising in general or outdoor advertising in
particular.
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elect the Companys entire board of directors;
control the Companys management and policies; and
determine the outcome of any corporate transaction or other matter requiring
stockholder approval, including charter amendments, mergers, consolidations and
asset sales.
Table of Contents
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
ITEM 5.
MARKET FOR THE REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF SECURITIES
High
Low
$
16.76
$
5.35
22.98
9.81
27.97
14.27
32.23
23.89
$
36.01
$
26.58
38.73
24.22
32.17
23.83
40.04
30.23
Table of Contents
2010
2009
2008
2007
2006
(Dollars in Thousands)
$
1,092,291
$
1,056,065
$
1,198,419
$
1,209,555
$
1,120,091
398,467
397,725
437,660
410,762
393,747
246,513
229,423
257,621
270,390
248,937
312,703
336,725
331,654
306,879
301,685
(4,900
)
(5,424
)
(7,363
)
(3,914
)
(10,862
)
952,783
958,449
1,019,572
984,117
933,507
139,508
97,616
178,847
225,438
186,584
17,398
(3,320
)
(1,445
)
(1,814
)
(15,448
)
(367
)
(527
)
(1,202
)
(2,598
)
(1,311
)
186,048
197,047
170,352
168,601
112,955
203,079
191,755
167,336
150,555
111,644
(63,571
)
(94,139
)
11,511
74,883
74,940
(23,469
)
(36,101
)
9,349
33,901
32,994
(40,102
)
(58,038
)
2,162
40,982
41,946
365
365
365
365
365
$
(40,467
)
$
(58,403
)
$
1,797
$
40,617
$
41,581
$
(0.44
)
$
(0.64
)
$
0.02
$
0.42
$
0.40
$
$
$
$
3.25
$
322,820
$
293,743
$
346,520
$
354,469
$
364,517
$
41,480
$
29,039
$
437,419
$
341,081
$
438,896
$
(302,429
)
$
(168,349
)
$
30,002
$
39,277
$
66,973
$
91,679
$
112,253
$
14,139
$
76,048
$
11,796
155,829
104,229
78,423
149,213
116,605
3,648,961
3,943,541
4,117,025
4,081,763
3,924,228
2,409,140
2,674,912
2,814,449
2,692,667
1,990,468
2,676,858
2,848,036
3,063,847
2,970,612
2,273,483
818,523
831,798
870,618
947,497
1,536,580
(1)
As of the end of the period.
(2)
Certain balance sheet reclassifications were made in order to be comparable to the current
year presentation.
Table of Contents
2010
2009
2008
(In thousands)
$
9,506
$
7,401
$
58,064
13,214
15,178
103,701
8,483
5,275
7,606
876
5,488
1,018
2,531
578
11,240
8,842
4,895
16,441
$
43,452
$
38,815
$
198,070
Year Ended December 31,
2010
2009
2008
100.0
%
100.0
%
100.0
%
36.5
37.7
36.5
18.2
17.7
17.3
4.3
4.0
4.2
28.6
31.9
27.7
12.8
9.2
14.9
17.0
18.7
14.2
(3.7
)
(5.5
)
0.2
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Table of Contents
Year Ended December 31,
2010
2009
(In thousands)
$
1,092,291
$
1,056,065
3,467
$
1,092,291
$
1,059,532
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Year Ended December 31,
2009
2008
(In thousands)
$
1,056,065
$
1,198,419
12,955
$
1,056,065
$
1,211,374
Table of Contents
up to $1.3 billion of indebtedness under its Senior
Credit Facility allowable under the 6
5/8% Notes (up to $1.4 billion of indebtedness under its Senior
Credit Facility allowable
under the 9 3/4% Notes and up to $1.5 billion of indebtedness
under its Senior Credit
Facility allowable under the 7 7/8% Notes indenture);
currently outstanding indebtedness or debt incurred to refinance outstanding debt;
inter-company debt between Lamar Media and its subsidiaries or between 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 million or
5% of Lamar Medias net tangible assets; and
additional debt not to exceed $50 million ($75 million under the 7 7/8% Notes indenture).
a total holdings debt ratio, defined as total consolidated debt of Lamar Advertising
Company and its restricted subsidiaries as of any date to EBITDA, as defined below, for the
most recent four fiscal quarters then ended as set forth below:
Period
Ratio
7.25 to 1.00
7.00 to 1.00
6.75 to 1.00
6.25 to 1.00
6.00 to 1.00
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a senior debt ratio, defined as total consolidated senior debt of Lamar Media and its
restricted subsidiaries to EBITDA, as defined below, for the most recent four fiscal
quarters then ended as set forth below:
Period
Ratio
3.75 to 1.00
3.50 to 1.00
3.25 to 1.00
3.00 to 1.00
2.75 to 1.00
a fixed charges coverage ratio, defined as the ratio of EBITDA, (as defined below), for
the most recent four fiscal quarters to the sum of (1) the total payments of principal and
interest on debt for such period, plus (2) capital expenditures made during such period,
plus (3) income and franchise tax payments made during such period, plus (4) dividends, of
greater than 1.05 to 1.
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Payments Due by Period
Less Than
After
Contractual Obligations
Total
1 Year
1 - 3 Years
3 - 5 Years
5 Years
(In millions)
$
2,409.1
$
5.7
$
67.7
$
1,441.2
$
894.5
787.6
148.7
313.3
229.4
96.2
1,161.0
147.9
240.2
183.3
589.6
$
4,357.7
$
302.3
$
621.2
$
1,853.9
$
1,580.3
(1)
Interest rates on our variable rate instruments are assuming rates at the
December 2010 levels.
Amount of Expiration Per Period
Total Amount
Less Than 1
After
Other Commercial Commitments
Committed
Year
1 - 3 Years
3 - 5 Years
5 Years
(In millions)
$
250.0
$
$
$
250.0
$
$
10.1
$
7.1
$
3.0
$
$
(2)
Lamar Media had $0.0 outstanding under the revolving facility at December 31, 2010.
(3)
The standby letters of credit are issued under Lamar Medias revolving bank facility
and reduce the availability of the facility by the same amount.
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Carrying Value of Goodwill
(in thousands)
December 31, 2010
December 31, 2009
1,425,174
1,423,322
961
961
Market
Equity Book Value
Capitalization
(1)
(in thousands)
$
818,523
$
3,694,666
(1)
Market capitalization was calculated using a 10-day average of the closing prices
of the Class A common stock beginning 5 trading days prior to the measurement date.
Revenue
EBITDA
5 year
5 year
Historical*
projected rate
Historical*
projected rate
(0.7
%)
6.4
%
(1.6
%)
9.0
%
0.7
%
4.9
%
(4.1
%)
2.9
%
*
Calculated based on the Companys historical results from 2006 to 2010.
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Equity Book Value
Fair Value
(1)
(in thousands)
$
818,523
$
4,503,501
(1)
Fair Value is calculated using the discounted cash flow analysis described above.
Table of Contents
Year Ended December 31,
2010
2009
2008
100.0
%
100.0
%
100.0
%
36.5
37.7
36.5
18.2
17.7
17.3
4.3
4.0
4.1
28.6
31.9
27.7
12.8
9.3
15.0
17.0
18.2
13.2
(3.7
)
(5.3
)
0.9
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Year Ended December 31,
2010
2009
(In thousands)
$
1,092,291
$
1,056,065
3,467
$
1,092,291
$
1,059,532
Table of Contents
Year Ended December 31,
2009
2008
(In thousands)
$
1,056,065
$
1,198,419
12,955
$
1,056,065
$
1,211,374
Table of Contents
Table of Contents
Table of Contents
Table of Contents
Lamar Advertising Company:
/s/ KPMG LLP
February 25, 2011
Table of Contents
Lamar Advertising Company:
/s/ KPMG LLP
February 25, 2011
Table of Contents
AND SUBSIDIARIES
2010
2009
$
91,679
$
112,253
141,166
142,518
40,046
40,588
9,241
13,523
27,277
59,054
309,409
367,936
2,796,935
2,828,726
(1,539,484
)
(1,421,815
)
1,257,451
1,406,911
1,426,135
1,424,283
569,723
670,501
43,170
32,613
43,073
41,297
$
3,648,961
$
3,943,541
$
13,208
$
10,678
5,694
121,282
96,542
95,616
38,136
36,131
153,580
263,707
2,403,446
2,553,630
87,234
116,130
173,673
160,260
12,505
18,016
2,830,438
3,111,743
94
94
15
15
2,389,125
2,361,166
6,110
5,248
(691,784
)
(651,317
)
(885,037
)
(883,408
)
818,523
831,798
$
3,648,961
$
3,943,541
Table of Contents
AND SUBSIDIARIES
2010
2009
2008
$
1,092,291
$
1,056,065
$
1,198,419
398,467
397,725
437,660
199,136
186,733
207,321
47,377
42,690
50,300
312,703
336,725
331,654
(4,900
)
(5,424
)
(7,363
)
952,783
958,449
1,019,572
139,508
97,616
178,847
17,398
(3,320
)
(1,445
)
(1,814
)
(367
)
(527
)
(1,202
)
186,048
197,047
170,352
203,079
191,755
167,336
(63,571
)
(94,139
)
11,511
(23,469
)
(36,101
)
9,349
(40,102
)
(58,038
)
2,162
365
365
365
$
(40,467
)
$
(58,403
)
$
1,797
$
(0.44
)
$
(0.64
)
$
0.02
$
(0.44
)
$
(0.64
)
$
0.02
$
$
$
92,261,157
91,730,109
92,125,660
181,180
92,261,157
91,730,109
92,306,840
Table of Contents
AND SUBSIDIARIES
Accumulated
Series AA
Class A
Class A
Class B
Addl
Comprehensive
PREF
PREF
CMN
CMN
Treasury
Paid in
Income
Accumulated
Stock
Stock
Stock
Stock
Stock
Capital
(Deficit)
Deficit
Total
$
93
15
(789,974
)
2,323,253
8,821
(594,711
)
947,497
9,005
9,005
7,802
7,802
3,379
3,379
4,415
4,415
(93,390
)
(93,390
)
(6,252
)
(6,252
)
(3,635
)
(3,635
)
2,162
2,162
(7,725
)
(365
)
(365
)
$
93
15
(883,364
)
2,347,854
(1,066
)
(592,914
)
870,618
12,462
12,462
1
1,937
1,938
2,902
2,902
25
25
(44
)
(44
)
(4,014
)
(4,014
)
2,500
2,500
3,814
3,814
(58,038
)
(58,038
)
(51,724
)
(365
)
(365
)
$
94
15
(883,408
)
2,361,166
5,248
(651,317
)
831,798
17,839
17,839
6,803
6,803
3,356
3,356
(16
)
(16
)
(1,629
)
(1,629
)
(23
)
(23
)
862
862
(40,102
)
(40,102
)
(39,240
)
(365
)
(365
)
$
94
15
(885,037
)
2,389,125
6,110
(691,784
)
818,523
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AND SUBSIDIARIES
2010
2009
2008
$
(40,102
)
$
(58,038
)
$
2,162
312,703
336,725
331,654
17,839
12,462
9,005
16,934
19,442
16,137
(4,900
)
(6,869
)
(9,177
)
17,398
(3,320
)
(24,588
)
(20,120
)
19,938
8,736
12,663
14,365
(4,539
)
(2,083
)
(11,013
)
2,581
5,959
599
30,723
(15,064
)
(19,243
)
2,460
(4,383
)
(4,452
)
(275
)
9,676
(21
)
(12,150
)
6,693
(3,434
)
322,820
293,743
346,520
(43,452
)
(38,815
)
(198,070
)
(6,703
)
(4,457
)
(249,951
)
240
168
267
8,435
14,065
10,335
(41,480
)
(29,039
)
(437,419
)
10,160
4,840
11,182
2,156
(1,629
)
(44
)
(93,390
)
(290,309
)
(198,701
)
(29,412
)
5,360
(3,402
)
(269,087
)
(32,597
)
(19,919
)
(169
)
400,000
314,927
140,000
(389,647
)
(365
)
(365
)
(365
)
(302,429
)
(168,349
)
30,002
515
1,759
(1,012
)
(20,574
)
98,114
(61,909
)
112,253
14,139
76,048
$
91,679
$
112,253
$
14,139
$
176,427
$
169,703
$
149,417
$
3,496
$
3,314
$
3,933
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AND SUBSIDIARIES
that engages in business activities from which it may earn revenues and incur
expenses;
whose operating results are regularly reviewed by the enterprises 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.
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AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
2010
2009
2008
$
6,608
$
5,642
$
5,531
$
2,768
$
2,808
$
2,996
$
3,242
$
2,867
$
2,643
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AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Total
$
2,651
1,703
2,434
70
654
8
(817
)
$
6,703
2010
2009
$
1,092,916
$
1,060,158
$
(40,692
)
$
(59,407
)
$
(0.44
)
$
(0.65
)
$
(0.44
)
$
(0.65
)
Total
$
1,066
3,288
1,952
159
(2,008
)
$
4,457
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
2009
2008
$
1,056,300
$
1,211,024
$
(58,177
)
$
(2,768
)
$
(0.63
)
$
(0.03
)
$
(0.63
)
$
(0.03
)
Estimated Life
(Years)
2010
2009
$
298,879
$
298,295
10 39
105,459
110,294
5 15
2,264,953
2,298,975
3 7
127,644
121,162
$
2,796,935
$
2,828,726
Estimated
2010
2009
Life
Gross Carrying
Accumulated
Gross Carrying
Accumulated
(Years)
Amount
Amortization
Amount
Amortization
7 10
$
466,412
$
441,641
$
465,634
$
429,674
3 15
63,493
60,955
63,419
59,810
15
1,375,298
833,418
1,371,968
741,599
5 15
13,608
13,074
13,608
13,045
$
1,918,811
$
1,349,088
$
1,914,629
$
1,244,128
$
1,679,770
$
253,635
$
1,677,918
$
253,635
$
1,677,918
1,703
149
$
1,679,770
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
$
102,362
99,099
96,347
82,382
46,009
143,524
$
569,723
$
147,911
$
127,731
$
112,511
$
100,748
$
82,601
$
589,562
2010
2009
$
13,621
$
11,568
37,350
44,663
11,958
11,099
26,851
21,519
6,762
6,767
$
96,542
$
95,616
2010
2009
$
808,875
$
1,092,763
3,273
386,765
400,000
400,000
400,000
206,689
205,077
265,672
264,062
324,866
318,958
3,038
4,014
2,409,140
2,674,912
(5,694
)
(121,282
)
$
2,403,446
$
2,553,630
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
$
5,694
$
31,956
$
35,725
$
383,110
$
1,058,071
$
894,584
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Term A-1
Term A-2
Term B
$
3,375
$
375
$
1,310.6
$
6,750
$
750
$
1,310.6
$
13,500
$
1,500
$
1,310.6
$
37,125
$
4,125
$
1,310.6
$
74,250
$
8,250
$
1,310.6
$
$
$
1,310.6
$
$
$
490,163.1
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
dispose of assets;
incur or repay debt;
create liens;
make investments; and
pay dividends.
fixed charges ratios;
senior debt ratios; and
total debt ratios.
$
160,723
166
10,276
(10,905
)
160,260
7,809
261
10,751
(5,408
)
$
173,673
Year Ended December 31,
2010
2009
2008
$
297,517
$
318,561
$
312,028
5,033
6,528
7,325
10,153
11,636
12,301
$
312,703
$
336,725
$
331,654
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
$
868
35
16
$
919
35
(632
)
$
322
Current
Deferred
Total
$
(1,290
)
$
(14,174
)
$
(15,464
)
477
(3,767
)
(3,290
)
1,932
(6,647
)
(4,715
)
$
1,119
$
(24,588
)
$
(23,469
)
$
(20,062
)
$
(14,862
)
$
(34,924
)
1,960
(2,939
)
(979
)
2,121
(2,319
)
(198
)
$
(15,981
)
$
(20,120
)
$
(36,101
)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Current
Deferred
Total
$
(12,845
)
$
19,628
$
6,783
893
2,092
2,985
1,363
(1,782
)
(419
)
$
(10,589
)
19,938
$
9,349
2010
2009
2008
$
(22,250
)
$
(32,948
)
$
4,029
662
816
1,482
518
(3,534
)
2,145
3
6
25
(4,945
)
(636
)
1,346
1,083
828
821
1,487
(9
)
594
(27
)
(624
)
(1,093
)
$
(23,469
)
$
(36,101
)
$
9,349
2010
2009
$
5,445
$
6,298
3,368
2,890
3,912
428
423
$
9,241
$
13,523
2010
2009
$
(36,134
)
$
(37,676
)
(281,884
)
(267,199
)
(4,023
)
(2,940
)
(41
)
(1,235
)
(973
)
(323,276
)
(308,829
)
18,674
19,074
943
933
30,505
26,438
127,866
94,140
57,060
51,857
3,829
1,516
88
87
409
333
239,374
194,378
(3,332
)
(1,679
)
236,042
192,699
$
(87,234
)
$
(116,130
)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Dividend
Expected
Risk Free
Expected
Grant Year
Yield
Volatility
Interest Rate
Lives
0
%
54
%
2
%
5
0
%
55
%
2
%
5
0
%
28
%
3
%
7
Weighted
Weighted
Average
Average
Exercise
Contractual
Shares
Price
Life
3,219,339
$
20.47
36,500
32.65
(368,178
)
18.48
(58,891
)
22.33
2,828,770
$
20.85
8.06
997,816
$
24.05
7.55
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Weighted Average
Grant Date
Shares
Fair Value
2,485,985
$
9.31
36,500
16.30
634,961
9.97
55,371
9.17
1,832,153
$
9.20
Shares
480,858
(149,063
)
331,795
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Year 2010 Quarters
March 31
June 30
September 30
December 31
$
244,103
$
286,366
$
286,138
$
275,684
$
145,551
$
186,541
$
186,543
$
175,189
$
(24,918
)
$
(9,028
)
$
690
$
(7,211
)
$
(0.27
)
$
(0.10
)
$
0.01
$
(0.08
)
$
(0.27
)
$
(0.10
)
$
0.01
$
(0.08
)
Year 2009 Quarters
March 31
June 30
September 30
December 31
$
247,248
$
274,736
$
271,766
$
262,315
$
146,267
$
175,292
$
174,136
$
162,645
$
(21,829
)
$
(11,928
)
$
(4,872
)
$
(19,774
)
$
(0.24
)
$
(0.13
)
$
(0.05
)
$
(0.22
)
$
(0.24
)
$
(0.13
)
$
(0.05
)
$
(0.22
)
Table of Contents
And Subsidiaries
Valuation and Qualifying Accounts
Years Ended December 31, 2010, 2009 and 2008
(In thousands)
Balance at
Charged to
Balance at
Beginning
Costs and
End of
of Period
Expenses
Deductions
Period
$
9,550
8,736
10,186
$
8,100
$
1,497,763
104,960
$
1,602,723
$
10,000
12,663
13,113
$
9,550
$
1,389,523
108,292
52
$
1,497,763
$
6,740
14,365
11,105
$
10,000
$
1,282,542
106,981
$
1,389,523
Table of Contents
Table of Contents
Table of Contents
Lamar Media Corp.:
/s/
KPMG LLP
KPMG LLP
February 25, 2011
Table of Contents
Lamar Media Corp.:
/s/
KPMG LLP
KPMG LLP
February 25, 2011
Table of Contents
AND SUBSIDIARIES
2010
2009
$
88,565
$
105,306
141,166
142,518
40,046
40,588
9,241
13,523
20,391
52,251
299,409
354,186
2,796,935
2,828,726
(1,539,484
)
(1,421,815
)
1,257,451
1,406,911
1,415,983
1,414,131
569,189
669,938
41,218
30,660
37,787
36,012
$
3,621,037
$
3,911,838
$
13,208
$
10,678
5,694
118,009
85,803
84,877
38,136
36,131
142,841
249,695
2,403,446
2,553,630
120,083
148,765
173,673
160,260
12,505
18,016
2,852,548
3,130,366
2,562,765
2,534,783
6,110
5,248
(1,800,386
)
(1,758,559
)
768,489
781,472
$
3,621,037
$
3,911,838
Table of Contents
AND SUBSIDIARIES
2010
2009
2008
$
1,092,291
$
1,056,065
$
1,198,419
398,467
397,725
437,660
199,136
186,733
207,321
47,377
42,265
49,398
312,703
336,725
331,654
(4,900
)
(5,424
)
(7,363
)
952,783
958,024
1,018,670
139,508
98,041
179,749
17,402
(1,445
)
(1,814
)
(358
)
(462
)
(1,202
)
185,875
191,917
157,918
202,919
190,010
154,902
(63,411
)
(91,969
)
24,847
(23,213
)
(36,146
)
14,487
$
(40,198
)
$
(55,823
)
$
10,360
Table of Contents
AND SUBSIDIARIES
Accumulated
Additional
Comprehensive
Common
Paid-In
Income
Accumulated
Stock
Capital
(Deficit)
Deficit
Total
$
$
2,492,880
$
8,821
$
(1,619,481
)
$
882,220
24,601
24,601
(6,252
)
(6,252
)
(3,635
)
(3,635
)
10,360
10,360
473
(93,390
)
(93,390
)
$
$
2,517,481
$
(1,066
)
$
(1,702,511
)
$
813,904
17,302
17,302
2,500
2,500
3,814
3,814
(55,823
)
(55,823
)
(49,509
)
(225
)
(225
)
$
$
2,534,783
$
5,248
$
(1,758,559
)
$
781,472
27,982
27,982
862
862
(40,198
)
(40,198
)
(39,336
)
(1,629
)
(1,629
)
$
$
2,562,765
$
6,110
$
(1,800,386
)
$
768,489
Table of Contents
AND SUBSIDIARIES
2010
2009
2008
$
(40,198
)
$
(55,823
)
$
10,360
312,703
336,725
331,654
17,839
12,462
9,005
16,836
14,312
3,703
17,402
(4,900
)
(6,869
)
(9,177
)
(24,384
)
(20,602
)
25,781
8,736
12,663
14,365
(4,539
)
(2,083
)
(11,013
)
2,581
5,959
599
30,777
(14,628
)
(17,170
)
2,460
1,508
(4,452
)
(275
)
9,677
60
(29,974
)
(738
)
(18,824
)
305,064
292,563
334,891
(43,452
)
(38,815
)
(198,070
)
(6,703
)
(4,457
)
(249,951
)
240
168
267
8,435
14,065
10,335
(41,480
)
(29,039
)
(437,419
)
(290,309
)
(198,701
)
(29,412
)
5,360
(287,500
)
(389,647
)
(32,597
)
(19,919
)
(168
)
400,000
314,927
140,000
(1,629
)
(225
)
(93,390
)
27,982
17,302
24,601
(280,840
)
(174,116
)
41,631
515
1,759
(1,012
)
(16,741
)
91,167
(61,909
)
105,306
14,139
76,048
$
88,565
$
105,306
$
14,139
$
176,352
$
169,703
$
149,417
$
3,496
$
3,314
$
3,933
Table of Contents
AND SUBSIDIARIES
Estimated
2010
2009
Life
Gross Carrying
Accumulated
Gross Carrying
Accumulated
(Years)
Amount
Amortization
Amount
Amortization
710
$
466,412
$
441,641
$
465,634
$
429,674
315
63,493
60,955
63,419
59,810
15
1,375,298
833,418
1,371,968
741,599
515
13,063
13,063
13,063
13,063
$
1,918,266
$
1,349,077
$
1,914,084
$
1,244,146
$
1,668,749
$
252,766
$
1,666,897
$
252,766
$
1,666,897
1,703
149
$
1,668,749
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
2010
2009
$
13,621
$
11,568
37,350
44,663
34,832
28,646
$
85,803
$
84,877
2010
2009
$
$
386,765
808,875
1,092,763
400,000
400,000
400,000
206,689
205,077
265,672
264,062
324,866
318,958
3,038
4,014
2,409,140
2,671,639
(5,694
)
(118,009
)
$
2,403,446
$
2,553,630
$
5,694
$
31,956
$
35,725
$
383,110
$
1,058,071
$
894,584
$
868
35
16
$
919
35
(632
)
$
322
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Current
Deferred
Total
$
(1,290
)
$
(14,130
)
$
(15,420
)
529
(3,607
)
(3,078
)
1,932
(6,647
)
(4,715
)
$
1,171
$
(24,384
)
$
(23,213
)
$
(19,691
)
$
(15,292
)
$
(34,983
)
2,026
(2,991
)
(965
)
2,121
(2,319
)
(198
)
$
(15,544
)
$
(20,602
)
$
(36,146
)
$
(13,560
)
$
25,425
$
11,865
903
2,138
3,041
1,363
(1,782
)
(419
)
$
(11,294
)
$
25,781
$
14,487
2010
2009
2008
$
(22,193
)
$
(32,189
)
$
8,696
662
816
1,482
518
(3,534
)
2,145
3
1
19
(4,205
)
(628
)
1,382
1,083
828
821
942
(9
)
594
(23
)
(1,431
)
(652
)
$
(23,213
)
$
(36,146
)
$
14,487
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
2010
2009
$
5,445
$
6,298
3,912
3,368
2,890
428
423
$
9,241
$
13,523
2010
2009
$
(36,134
)
$
(37,676
)
(281,246
)
(266,570
)
(4,023
)
(2,940
)
(1,235
)
(973
)
$
(322,638
)
$
(308,159
)
18,674
19,074
943
933
30,505
26,438
79,061
46,063
57,060
51,857
18,600
16,288
88
87
409
333
205,340
161,073
(2,785
)
(1,679
)
202,555
159,394
$
(120,083
)
$
(148,765
)
Table of Contents
AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(Dollars in thousands, except share and per share data)
Year 2010 Quarters
March 31
June 30
September 30
December 31
$
244,103
$
286,366
$
286,138
$
275,684
$
145,551
$
186,541
$
186,543
$
175,189
$
(24,898
)
$
(8,810
)
$
803
$
(7,293
)
Year 2009 Quarters
March 31
June 30
September 30
December 31
$
247,248
$
274,736
$
271,766
$
262,315
$
146,267
$
175,292
$
174,136
$
162,645
$
(19,355
)
$
(12,997
)
$
(4,822
)
$
(18,649
)
Table of Contents
and Subsidiaries
Valuation and Qualifying Accounts
Years Ended December 31, 2010, 2009 and 2008
(In thousands)
Balance at
Charged to
Balance
Beginning of
Costs and
at end
Period
Expenses
Deductions
of Period
$
9,550
8,736
10,186
$
8,100
$
1,496,912
104,932
$
1,601,844
$
10,000
12,663
13,113
$
9,550
$
1,388,671
108,293
52
$
1,496,912
$
6,740
14,365
11,105
$
10,000
$
1,281,690
106,981
$
1,388,671
Table of Contents
Table of Contents
Table of Contents
Table of Contents
LAMAR ADVERTISING COMPANY
February 25, 2011
By:
/s/ Sean E. Reilly
Sean E. Reilly
Chief Executive Officer
Signature
Title
Date
Chief Executive Officer (Principal Executive Officer)
2/25/11
Chief Financial Officer (Principal
Financial and Accounting Officer)
2/25/11
President and Director
2/25/11
Director
2/25/11
Director
2/25/11
Director
2/25/11
Director
2/25/11
Director
2/25/11
Director
2/25/11
Director
2/25/11
Table of Contents
LAMAR MEDIA CORP.
February 25, 2011
By:
/s/ Sean E. Reilly
Sean E. Reilly
Chief Executive Officer
Signature
Title
Date
President and Director
2/25/11
Chief Executive Officer and Director
(Principal Executive Officer)
2/25/11
Chief Financial and Accounting Officer and Director
(Principal Financial and Accounting Officer)
2/25/11
Executive Vice President of
Business Development and Director
2/25/11
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Restated Certificate of Incorporation of the
Company.
Previously filed as
Exhibit 3.1 to the
Companys Annual
Report on Form 10-K
for the fiscal year
ended December 31,
2005 (File No.
0-30242) filed on
February 22, 2006
and incorporated
herein by
reference.
Amended and Restated Bylaws of the Company.
Amended and
Restated Bylaws of
the Company.
Previously filed as
Exhibit 3.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on August 27,
2007 and
incorporated herein
by reference.
Amended and Restated Certificate of
Incorporation of Lamar Media.
Previously filed as
Exhibit 3.2 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended March 31,
2007 (File No.
0-30242) filed on
May 10, 2007 and
incorporated herein
by reference.
Amended and Restated Bylaws of Lamar Media.
Previously filed as
Exhibit 3.1 to
Lamar Medias
Quarterly Report on
Form 10-Q for the
period ended
September 30, 1999
(File No. 0-12407)
filed on November
12, 1999 and
incorporated herein
by reference.
Specimen certificate for the shares of Class
A common stock of the Company.
Previously filed as
Exhibit 4.1 to the
Companys
Registration
Statement on Form
S-1/A (File No.
333-05479) filed on
July 31, 1996 and
incorporated herein
by reference.
Indenture, dated as of December 23, 2002
among Lamar Media, certain subsidiaries of
Lamar Media, as guarantors and Wachovia Bank
of Delaware, National, as trustee, relating
to Lamar Medias 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4.1 to
Lamar Medias
Current Report on
Form 8-K (File No.
0-20833) filed on
December 27, 2002
and incorporated
herein by
reference.
Form of 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4.2 to
Lamar Medias
Current Report on
Form 8-K (File No.
0-20833) filed on
December 27, 2002
and incorporated
herein by
reference.
Form of 7 1/4% Exchange Note Due 2013.
Previously filed as
Exhibit 4.29 to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-102634) filed
on January 21, 2003
and incorporated
herein by
reference.
Supplemental Indenture to the Indenture dated
as of December 23, 2002 among Lamar Media,
certain of its subsidiaries and Wachovia Bank
of Delaware, National Association, as
Trustee, dated as of June 9, 2003, relating
to Lamar Medias 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4.31 to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-107427) filed
on July 29, 2003
and incorporated
herein by
reference.
Supplemental Indenture to the Indenture dated
December 23, 2002 among Lamar Media, certain
of its subsidiaries and Wachovia Bank of
Delaware, National Association, as Trustee,
dated as of October 7, 2003, relating to
Lamar Medias 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4.1 to
Lamar Medias
Quarterly Report on
Form 10-Q for the
period ended
September 30, 2003
(File No. 1-12407)
filed on November
5, 2003 and
incorporated herein
by reference.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Supplemental Indenture to the Indenture dated
as of December 23, 2002 among Lamar Media,
Lamar Canadian Outdoor Company and Wachovia
Bank of Delaware, National Association, as
Trustee, dated as of April 5, 2004, relating
to Lamar Medias 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4.1 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended June 30, 2004
(File No. 0-30242)
filed on August 6,
2004 and
incorporated herein
by reference.
Supplemental Indenture to the Indenture dated
as of December 23, 2002 among Lamar Media,
certain of its subsidiaries and Wachovia Bank
of Delaware, National Association, as
Trustee, dated as of January 19, 2005,
relating to Lamar Medias 7 1/4% Notes Due
2013.
Previously filed as
Exhibit 4.1 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended March 31,
2005 (File No.
0-30242) filed on
May 6, 2005 and
incorporated herein
by reference.
Supplemental Indenture to the Indenture dated
as of December 23, 2002 among Lamar Media,
certain of its subsidiaries and The Bank of
New York Trust Company, N.A., as Trustee,
dated as of February 21, 2008, relating to
Lamar Medias 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4(e)(8) to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-161261) filed
on August 11, 2009
and incorporated
herein by
reference.
Release of Guaranty under the Indenture dated
as of December 23, 2002 among Lamar Media,
certain of its subsidiaries and Wachovia Bank
of Delaware, National Association, as
Trustee, by the Trustee, dated as of December
30, 2005, relating to Lamar Medias 7 1/4%
Notes Due 2013.
Previously filed as
Exhibit 4.19 to
Lamar Medias
Annual Report on
Form 10-K for the
fiscal year ended
December 31, 2005
(File No. 1-12407)
filed on March 15,
2006 and
incorporated herein
by reference.
Supplemental Indenture to the Indenture dated
as of December 23, 2002 among Lamar Media,
certain of its subsidiaries and the Bank of
New York Trust Company, N.A., as Trustee,
dated as of January 12, 2009, relating to
Lamar Medias 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4(b)(10) to
Lamar Advertisings
Annual Report on
Form 10 K for
fiscal year ended
December 31, 2009
(File No. 0 30242)
filed on February
26, 2010, and
incorporated herein
by reference.
Supplemental Indenture to the Indenture dated
as of December 23, 2002, between Lamar Media,
the Guarantors named therein and The Bank of
New York Mellon Trust Company, N.A., as
Trustee, dated as of April 22, 2010, relating
to Lamar Medias 7 1/4% Notes Due 2013.
Previously filed as
Exhibit 4.2 to
Lamar Advertisings
Current Report on
Form 8-K (File No.
0-30242) filed on
April 23, 2010, and
incorporated herein
by reference.
Indenture, dated as of June 16, 2003 between
Lamar Media and Wachovia Bank of Delaware,
National Association, as Trustee, relating to
the Companys 2 7/8% Convertible Notes due
2010.
Previously filed as
Exhibit 4.4 to
Lamar Medias
Quarterly Report on
Form 10-Q for the
period ended June
30, 2003 (File No.
1-12407) filed on
August 13, 2003 and
incorporated herein
by reference.
First Supplemental Indenture to the Indenture
dated as of June 16, 2003 between Lamar Media
and Wachovia Bank of Delaware, National
Association, as Trustee, dated as of June 16,
2003, relating to the Companys 2 7/8%
Convertible Notes due 2010.
Previously filed as
Exhibit 4.5 to
Lamar Medias
Quarterly Report on
Form 10-Q for the
period ended June
30, 2003 (File No.
1-12407) filed on
August 13, 2003 and
incorporated herein
by reference.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Form of 2 7/8% Convertible Note due 2010.
Previously filed as
an exhibit to the
First Supplemental
Indenture, dated as
of June 16, 2003,
between Lamar Media
and Wachovia Bank
of Delaware,
National
Association, which
was previously
filed as Exhibit
4.5 to Lamar
Medias Quarterly
Report on Form 10-Q
for the period
ended June 30, 2003
(File No. 1-12407)
filed on August 13,
2003 and
incorporated herein
by reference.
Second Supplemental Indenture, dated as of
July 3, 2007, between the Company and The
Bank of New York Trust Company, N.A., as
Trustee, relating to the Companys 2 7/8%
Convertible Notes due 2010 Series B.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on July 9,
2007 and
incorporated herein
by reference.
Form of 2 7/8% Convertible Note due 2010
Series B.
Previously filed as
an exhibit to the
Second Supplemental
Indenture, dated as
of July 3, 2007
between the Company
and The Bank of New
York Trust Company,
N.A., which was
previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on July 9,
2007 and
incorporated herein
by reference.
Indenture, dated as of August 16, 2005, among
Lamar Media, the guarantors named therein and
The Bank of New York Trust Company, N.A., as
Trustee, relating to Lamar Medias 6 5/8%
Senior Subordinated Notes due 2015.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on August 18,
2005 and
incorporated herein
by reference.
Form of 6 5/8% Senior Subordinated Exchange
Notes due 2015.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(1-12407) filed on
August 18, 2005 and
incorporated herein
by reference.
First Supplemental Indenture to the
Indenture dated as of August 16, 2005 among
Lamar Media, the guarantors named therein and
The Bank of New York Trust Company, N.A., as
Trustee, dated as of December 11, 2006,
relating to Lamar Medias 6 5/8% Senior
Subordinated Notes due 2015.
Previously filed as
Exhibit 99.2 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on December
14, 2006 and
incorporated herein
by reference.
Release of Guaranty under the Indenture dated
as of August 16, 2005 among Lamar Media, the
guarantors named therein and The Bank of New
York Trust Company, N.A., as Trustee, by the
Trustee, dated as of December 30, 2005,
relating to Lamar Medias 6 5/8% Senior
Subordinated Notes due 2015.
Previously filed as
Exhibit 4.20 to
Lamar Medias
Annual Report on
Form 10-K for the
fiscal year ended
December 31, 2005
(File No. 1-12407)
filed on March 15,
2006 and
incorporated herein
by reference.
Supplemental Indenture to the
Indenture dated as of August 16, 2005 among
Lamar Media, the guarantors named therein and
The Bank of New York Trust Company, N.A., as
Trustee, dated as of February 21, 2008,
relating to Lamar Medias 6 5/8% Senior
Subordinated Notes due 2015.
Previously filed as
Exhibit 4(g)(5) to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-161261) filed
on August 11, 2009
and incorporated
herein by
reference.
Supplemental Indenture to the Indenture dated
as of August 16, 2005 among Lamar Media, the
guarantors named therein and the Bank of New
York Trust Company, N.A., as trustee, dated
as of January 12, 2009, relating to Lamar
Medias 6 5/8% Senior Subordinated Notes due
2015.
Previously filed as
Exhibit 4(d)(6) to
Lamar Advertisings
Annual Report on
Form 10-K for
fiscal year ended
December 31, 2009
(File No. 0-30242)
filed on February
26, 2010, and
incorporated herein
by reference.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Indenture, dated as of August 17, 2006, among
Lamar Media, the guarantors named therein and
The Bank of New York Trust Company, N.A., as
Trustee, relating to Lamar Medias 6 5/8%
Senior Subordinated Notes due 2015 Series
B.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on August 18,
2006 and
incorporated herein
by reference.
Form of 6 5/8% Senior Subordinated Exchange
Notes due 2015 Series B.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on August 18,
2006 and
incorporated herein
by reference.
Supplemental
I
ndenture to the
Indenture dated as of August 17, 2006 among
Lamar Media, the guarantors named therein and
The Bank of New York Trust Company, N.A., as
Trustee, dated as of February 21, 2008,
relating to Lamar Medias 6 5/8% Senior
Subordinated Notes due 2015 Series B.
Previously filed as
Exhibit 4(h)(3) to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-161261) filed
on August 11, 2009
and incorporated
herein by
reference.
Supplemental Indenture to the Indenture dated
as of August 17, 2006 among Lamar Media, the
guarantors named therein and the Bank of New
York Trust Company, N.A., as trustee, dated
as of January 12, 2009, relating to Lamar
Medias 6 5/8% Senior Subordinated Notes due
2015 Series B.
Previously filed as
Exhibit 4(e)(4) to
Lamar Advertisings
Annual Report on
Form 10 K for
fiscal year ended
December 31, 2009
(File No. 0 30242)
filed on February
26, 2010, and
incorporated herein
by reference.
Indenture, dated as of October 11, 2007,
among Lamar Media, the guarantors named
therein and The Bank of New York Trust
Company, N.A., as Trustee, relating to Lamar
Medias 6 5/8% Senior Subordinated Notes due
2015 Series C.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on October
16, 2007 and
incorporated herein
by reference.
Form of 6 5/8% Senior Subordinated Exchange
Notes due 2015 Series C.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on October
16, 2007 and
incorporated herein
by reference.
Supplemental
I
ndenture to the
Indenture dated as of October 11, 2007 among
Lamar Media, the guarantors named therein and
The Bank of New York Trust Company, N.A., as
Trustee, dated as of February 21, 2008,
relating to Lamar Medias 6 5/8% Senior
Subordinated Notes due 2015 Series C.
Previously filed as
Exhibit 4(i)(3) to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-161261) filed
on August 11, 2009
and incorporated
herein by
reference.
Supplemental Indenture to the Indenture dated
as of October 11, 2007 among Lamar Media, the
guarantors named therein and the Bank of New
York Trust Company, N.A., as trustee, dated
as of January 12, 2009, relating to Lamar
Medias 6 5/8% Senior Subordinated Notes due
2015 Series C.
Previously filed as
Exhibit 4(f)(4) to
Lamar Advertisings
Annual Report on
Form 10 K for
fiscal year ended
December 31, 2009
(File No. 0 30242)
filed on February
26, 2010, and
incorporated herein
by reference.
Indenture, dated as of March 27, 2009, among
Lamar Media, the guarantors named therein and
The Bank of New York Mellon Trust Company,
N.A., as Trustee, relating to Lamar Medias 9
3/4% Senior Notes due 2014.
Previously filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on March 27,
2009, and
incorporated herein
by reference.
Form of 9 3/4% Senior Exchange Notes due 2014.
Previously filed
with the indenture
dated March 27,
2009, filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on March 27,
2009 and
incorporated herein
by reference.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Indenture, dated as of April 22, 2010,
between Lamar Media, the Guarantors named
therein and The Bank of New York Mellon Trust
Company, N.A., as Trustee, relating to Lamar
Medias 7 7/8% Senior Subordinated Notes Due
2018.
Previously filed as
Exhibit 4.1 to
Lamar Advertisings
Current Report on
Form 8-K (File No.
0-30242) filed on
April 23, 2010, and
incorporated herein
by reference.
Form of 7 7/8% Senior Subordinated Notes Due
2018.
Previously filed as
Exhibit 4.1 to
Lamar Advertisings
Current Report on
Form 8-K (File No.
0-30242) filed on
April 23, 2010, and
incorporated herein
by reference.
Form of 7 7/8% Senior Subordinated Exchange
Notes due 2018.
Previously filed
with the Indenture
dated April 22,
2010, filed as
Exhibit 4.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on April 23,
2010 and
incorporated herein
by reference.
Subordinated Note (mirror note), dated as of
September 30, 2005, by Lamar Media to the
Company.
Previously filed as
Exhibit 4(k) to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-161261) filed
on August 11, 2009
and incorporated
herein by
reference.
Amended and Restated 1996 Equity Incentive
Plan of Lamar Advertising Company.
Previously filed as
Exhibit 10.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on May 29,
2009 and
incorporated herein
by reference.
Form of Stock Option Agreement under the 1996
Equity Incentive Plan, as amended.
Previously filed as
Exhibit 10.14 to
the Companys
Annual Report on
Form 10-K for the
fiscal year ended
December 31, 2004
(File No. 0-30242)
filed on March 10,
2005 and
incorporated herein
by reference.
Form of Restricted Stock Agreement.
Previously filed as
Exhibit 10.16 of
the Companys
Annual Report on
Form 10-K for the
fiscal year ended
December 31, 2005
(File No. 0-30242)
filed on March 15,
2006 and
incorporated herein
by reference.
Form of Restricted Stock Agreement for
Non-Employee directors.
Previously filed as
Exhibit 10.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on May 30,
2007 and
incorporated herein
by reference.
2009 Employee Stock Purchase Plan.
Previously filed as
Appendix B to the
Companys
Definitive Proxy
Statement on
Schedule 14A for
the 2009 Annual
Meeting of
Stockholders (File
No. 0-30242) filed
on April 24, 2009
and incorporated
herein by
reference.
Lamar Advertising Company Non-Management
Director Compensation Plan.
Previously filed on
the Companys
Current Report on
Form 8-K (File No.
0-30242) filed on
May 30, 2007 and
incorporated herein
by reference.
Lamar Deferred Compensation Plan (as amended).
Previously filed as
Exhibit 10.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on August 27,
2007 and
incorporated herein
by reference.
Form of Trust Agreement for the Lamar
Deferred Compensation Plan.
Previously filed as
Exhibit 10.2 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on December
14, 2005 and
incorporated herein
by reference.
Summary of Compensatory Arrangements, dated
March 19, 2010.
Previously filed on
the Companys
Current Report on
Form 8-K (File No.
0-30242) filed on
March 22, 2010 and
incorporated herein
by reference.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Credit Agreement, dated as of March 7, 2003,
among Lamar Media, the subsidiary guarantors
party thereto, the lenders party thereto and
JPMorgan Chase Bank, N.A., as administrative
agent.
Previously filed as
Exhibit 10.38 to
Lamar Medias
Registration
Statement on Form
S-4/A (File No.
333-102634) filed
on March 18, 2003
and incorporated
herein by
reference.
Amendment No. 1, dated as of January 28,
2004, to the Credit Agreement dated as of
March 7, 2003 among Lamar Media, the
subsidiary guarantors party thereto and
JPMorgan Chase Bank, N.A., as administrative
agent for the lenders.
Previously filed as
Exhibit 4.1 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended March 31,
2004 (File No.
0-30242) filed on
May 10, 2004 and
incorporated herein
by reference.
Joinder Agreement, dated as of October 7,
2003, to the Credit Agreement dated as of
March 7, 2003 among Lamar Media, the
subsidiary guarantors party thereto, the
lenders party thereto and JPMorgan Chase
Bank, N.A., as administrative agent, by
Premere Outdoor, Inc.
Previously filed as
Exhibit 10.1 to
Lamar Medias
Quarterly Report on
Form 10-Q for the
period ended
September 30, 2003
(File No. 1-12407)
filed on November
5, 2003 and
incorporated herein
by reference.
Joinder Agreement, dated as of April 19,
2004, to the Credit Agreement dated as of
March 7, 2003 among Lamar Media, the
subsidiary guarantors party thereto, the
lenders party thereto and JPMorgan Chase
Bank, N.A., as administrative agent, by Lamar
Canadian Outdoor Company.
Previously filed as
Exhibit 10.1 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended June 30, 2004
(File No. 0-30242)
filed on August 6,
2004 and
incorporated herein
by reference.
Joinder Agreement, dated as of January 19,
2005, to the Credit Agreement dated as of
March 7, 2003 among Lamar Media, the
subsidiary guarantors party thereto, the
lenders party thereto and JPMorgan Chase
Bank, as administrative agent, by certain of
Lamar Medias subsidiaries.
Previously filed as
Exhibit 10.1 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended March 31,
2005 (File No.
0-30242) filed on
May 6, 2005 and
incorporated herein
by reference.
Credit Agreement, dated as of September 30,
2005, between Lamar Media and JPMorgan Chase
Bank, N.A., as administrative agent.
Previously filed as
Exhibit 10.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on September
30, 2005 and
incorporated herein
by reference.
Amendment No. 1, dated as of October 5, 2006,
to the Credit Agreement dated as of September
30, 2005 among Lamar Media, the subsidiary
guarantors party thereto and JPMorgan Chase
Bank, N.A., as administrative agent.
Previously filed as
Exhibit 10.2 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on October 6,
2006, and
incorporated herein
by reference.
Amendment No. 2, dated as of December 11,
2006, to the Credit Agreement dated as of
September 30, 2005 among Lamar Media, the
subsidiary borrower party thereto, the
subsidiary guarantors party thereto and
JPMorgan Chase Bank, N.A., as administrative
agent.
Previously filed as
Exhibit 99.1 to the
Companys Current
Report on Form 8-K
(file No. 0-30242)
filed on December
14, 2006 and
incorporated herein
by reference.
Amendment No. 3, dated as of March 28, 2007,
to the Credit Agreement dated as of September
30, 2005 among Lamar Media, the Company, the
subsidiary borrower party thereto, the
subsidiary guarantors party thereto and
JPMorgan Chase Bank, N.A., as administrative
agent.
Previously filed as
Exhibit 99.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on March 29,
2007 and
incorporated herein
by reference.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Amendment No. 4, dated as of April 2, 2009,
to the Credit Agreement dated as of September
30, 2005 among Lamar Media, the Company, the
subsidiary borrower party thereto, the
subsidiary guarantors party thereto and
JPMorgan Chase Bank, N.A., as administrative
agent.
Previously filed as
Exhibit 99.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on April 8,
2009 and
incorporated herein
by reference.
Joinder Agreement, dated as of July 21, 2006,
to the Credit Agreement dated as of September
30, 2005 among Lamar Media, the subsidiary
guarantors party thereto, the lenders parties
thereto and JPMorgan Chase Bank, N.A., as
administrative agent, by Daum Advertising
Company, Inc.
Previously filed as
Exhibit 10.18 to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-138142) filed
on October 23, 2006
and incorporated
herein by
reference.
Joinder Agreement, dated as of February 21,
2008, to the Credit Agreement dated as of
September 30, 2005 among Lamar Media, the
subsidiary guarantors party thereto, the
lenders parties thereto and JPMorgan Chase
Bank, N.A., as administrative agent.
Previously filed as
Exhibit 10(i)(7) to
Lamar Medias
Registration
Statement on Form
S-4 (File No.
333-161261) filed
on August 11, 2009
and incorporated
herein by
reference.
Tranche C Term Loan Agreement, dated as of
February 6, 2004, among Lamar Media, the
subsidiary guarantors party thereto, the
Tranche C loan lenders party thereto and
JPMorgan Chase Bank, N.A., as administrative
agent.
Previously filed as
Exhibit 4.2 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended March 31,
2004 (File No.
0-30242) filed on
May 10, 2004 and
incorporated herein
by reference.
Tranche D Term Loan Agreement, dated as of
August 12, 2004, among Lamar Media, the
subsidiary guarantors party thereto, the
lenders party thereto and JP Morgan Chase
Bank, N.A., as administrative agent.
Previously filed as
Exhibit 10.1 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended September 30,
2004 (File No.
0-30242) filed on
November 15, 2004
and incorporated
herein by
reference.
Series A Incremental Loan Agreement, dated as
of February 8, 2006, among Lamar Media, the
subsidiary guarantors named therein, the
Series A incremental lenders named therein
and JPMorgan Chase Bank, N.A., as
administrative agent for the Company.
Previously filed as
Exhibit 10.15 to
the Companys
Annual Report on
Form 10-K for the
year ended December
31, 2005 (File No.
0-30242) filed on
March 15, 2006 and
incorporated herein
by reference.
Series B Incremental Loan Agreement, dated as
of October 5, 2006, among Lamar Media, the
subsidiary guarantors named therein, the
Series B incremental lenders named therein
and JPMorgan Chase Bank, N.A., as
administrative agent for the Company.
Previously filed as
Exhibit 10.1 to the
Companys Current
Report on Form 8-K
(file No. 0-30242)
filed on October 6,
2006 and
incorporated herein
by reference.
Series C Incremental Loan Agreement, dated as
of December 21, 2006, among Lamar Media,
Lamar Transit Advertising Canada Ltd., the
subsidiary guarantors named therein, the
Series C incremental lenders, JPMorgan Chase
Bank, N.A., as administrative agent, and
JPMorgan Chase Bank, N.A., Toronto Branch,
acting as sub-agent of the administrative
agent.
Previously filed as
Exhibit 99.1 to the
Companys Current
Report on Form 8-K
(file No. 0-30242)
filed on December
22, 2006 and
incorporated herein
by reference.
Series D Incremental Loan Agreement, dated as
of January 17, 2007, among Lamar Advertising
of Puerto Rico, Inc., Lamar Media, the
subsidiary guarantors named therein, the
Series D incremental lenders and JPMorgan
Chase Bank, N.A., as administrative agent.
Previously filed as
Exhibit 10.1 to the
Companys Quarterly
Report on Form 10-Q
for the period
ended March 31,
2007 (File No.
0-30242) filed on
May 10, 2007 and
incorporated herein
by reference.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Series E Incremental Loan Agreement dated as
of March 28, 2007 among Lamar Media, the
subsidiary guarantors named therein, the
Series E incremental lenders named therein
and JPMorgan Chase Bank, N.A., as
administrative agent.
Previously filed as
Exhibit 10.1 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on March 29,
2007 and
incorporated herein
by reference.
Series F Incremental Loan Agreement, dated as
of March 28, 2007, among Lamar Media, the
subsidiary guarantors named therein, the
Series F incremental lenders named therein
and JPMorgan Chase Bank, N.A., as
administrative agent.
Previously filed as
Exhibit 10.2 to the
Companys Current
Report on Form 8-K
(File No. 0-30242)
filed on March 29,
2007 and
incorporated herein
by reference.
Credit Agreement dated as of April 28, 2010
by and among Lamar Media Corp., 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 Advertisings
Current Report on
Form 8-K (File No.
0-30242) filed on
May 3, 2010, and
incorporated herein
by reference.
Amendment No. 1, dated as of June 11, 2010,
to Credit Agreement dated as of April 28,
2010 by and among Lamar Media Corp., 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.
Filed herewith.
Amendment No. 2, dated as of November 18,
2010, to Credit Agreement dated as of April
28, 2010 by and among Lamar Media Corp.,
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.
Filed herewith.
Registration Rights Agreement, dated as of
April 22, 2010, between Lamar Media, the
Guarantors named therein and the Initial
Purchasers named therein.
Previously filed as
Exhibit 10.1 to
Lamar Advertisings
Current Report on
Form 8-K (File No.
0-30242) filed on
April 23, 2010, and
incorporated herein
by reference.
Statement regarding computation of per share
earnings for the Company.
Filed herewith.
Statement regarding computation of earnings
to fixed charges for the Company.
Filed herewith.
Statement regarding computation of earnings
to fixed charges for Lamar Media.
Filed herewith.
Lamar Advertising Company Code of Business
Conduct and Ethics.
Previously filed as
Exhibit 14.1 to the
Companys Annual
Report on Form 10-K
for the year ended
December 31, 2003
(File No. 0-30242)
filed on March 10,
2004 and
incorporated herein
by reference.
Subsidiaries of the Company.
Filed herewith.
Consent of KPMG LLP.
Filed herewith.
Table of Contents
EXHIBIT
NUMBER
DESCRIPTION
METHOD OF FILING
Certification of the Chief Executive Officer
of the Company and Lamar Media pursuant to
Securities Exchange Act Rules 13a-14(a) and
15d-14(a) as adopted pursuant to Section 302
of the Sarbanes- Oxley Act of 2002.
Filed herewith.
Certification of the Chief Financial Officer
of the Company and Lamar Media pursuant to
Securities Exchange Act Rules 13a-14(a) and
15d-14(a) as adopted pursuant to Section 302
of the Sarbanes- Oxley Act of 2002.
Filed herewith.
Certification pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.
Filed herewith.
The following materials from the combined
Annual Report of Lamar Advertising Company
and Lamar Media Corp. on Form 10-K for the
year ended December 31, 2010, formatted in
XBRL (eXtensible Business Reporting
Language): (i) Consolidated Balance Sheets as
of December 31, 2010 and 2009 of Lamar
Advertising and Lamar Media, (ii)
Consolidated Statements of Operations for the
years ended December 31, 2010, 2009 and 2008
of Lamar Advertising and Lamar Media, (iii)
Consolidated Statements of Stockholder()s
Equity and Comprehensive Income (Deficit) for
the years ended December 31, 2010, 2009 and
2008 of Lamar Advertising and Lamar Media,
(iv) Consolidated Statements of Cash Flows
for the years ended December 31, 2010, 2009
and 2008 of Lamar Advertising and Lamar
Media, and (v) Notes to Consolidated
Financial Statements, tagged as blocks of
text of Lamar Advertising and Lamar Media.**
*
Denotes management contract or compensatory plan or arrangement in which the executive
officers or directors of the Company participate.
**
Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files in Exhibit 101 hereto are
deemed not filed or part of a registration statement or prospectus for purposes of Sections 11
or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section
18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to
liability under those sections.
- 2 -
- 3 -
LAMAR MEDIA CORP.
|
||||
By: | /s/ Keith Istre | |||
Name: | Keith Istre | |||
Title: | Chief Financial Officer | |||
LAMAR ADVERTISING OF PUERTO RICO, INC.
|
||||
By: | /s/ Keith Istre | |||
Name: | Keith Istre | |||
Title: | Chief Financial Officer | |||
JPMORGAN CHASE BANK, N.A.,
as
Administrative Agent and a Lender |
||||
By: | /s/ Christophe Vohmann | |||
Name: | Christophe Vohmann | |||
Title: | Executive Director | |||
Allied Irish Banks, p.l.c.,
as a Lender
|
||||
By: | /s/ Roisin OConnell | |||
Name: | Roisin OConnell | |||
Title: | Vice President | |||
By: | /s/ Keith Hamilton | |||
Name: | Keith Hamilton | |||
Title: | Assistant Vice President | |||
SUNTRUST BANK
, as a Lender
|
||||
By: | /s/ Kevin Curtin | |||
Name: | Kevin Curtin | |||
Title: | Vice President | |||
Credit Agricole Corporate and Investment Bank
,
as a Lender |
||||
By: | /s/ David Cagle | |||
Name: | David Cagle | |||
Title: | Managing Director | |||
By: | /s/ Brian Myers | |||
Name: | Brian Myers | |||
Title: | Managing Director | |||
REGATTA FUNDING LTD.
By: Citi Alternative Investments LLC, attorney-in-fact, as a Lender |
||||
By: | /s/ Melanie Hanlon | |||
Name: | Melanie Hanlon | |||
Title: | Director | |||
CCA EAGLE LOAN MASTER FUND LTD.
By: Citigroup Alternative Investments LLC, as Investment manager for and on behalf of CCA EAGLE LOAN MASTER FUND LTD., as a Lender |
||||
By: | /s/ Melanie Hanlon | |||
Name: | Melanie Hanlon | |||
Title: | Director | |||
LMP Corporate Loan Fund, Inc.
By: Citi Alternative Investments LLC , as a Lender |
||||
By: | /s/ Melanie Hanlon | |||
Name: | Melanie Hanlon | |||
Title: | Director | |||
DEUTSCHE BANK AG NEW YORK BRANCH,
as a Lender
By: DB Services New Jersey, Inc. |
||||
By: | /s/ Alice L. Wagner | |||
Name: | Alice L. Wagner | |||
Title: | Vice President | |||
By: | /s/ Angeline Quintana | |||
Name: | Angeline Quintana | |||
Title: | Assistant Vice President | |||
ING Prime Rate Trust
By: ING Investment Management Co., as its investment manager ING Senior Income Fund By: ING Investment Management Co., as its investment manager ING Investment Management CLO I, LTD. By: ING Investment Management Co., as its investment manager ING Investment Management CLO II, LTD. By: ING Alternative Asset Management LLC, as its investment manager ING Investment Management CLO III, LTD. By: ING Alternative Asset Management LLC, as its investment manager ING Investment Management CLO IV, LTD. By: ING Alternative Asset Management LLC, as its investment manager ING Investment Management CLO V, LTD. By: ING Alternative Asset Management LLC, as its investment manager ING International (II) Senior Loans By: ING Investment Management Co., as its investment manager ING Investment Trust Co. Plan for Employee Benefit Investment Funds Senior Loan Fund By: ING Investment Trust Co. as its trustee Phoenix CLO I, LTD. By: ING Alternative Asset Management LLC, as its investment manager Phoenix CLO II, LTD. By: ING Alternative Asset Management LLC, as its investment manager Phoenix CLO III, LTD. By: ING Alternative Asset Management LLC, as its investment manager |
||||
By: | /s/ Michel Prince | |||
Name: | Michel Prince, CFA | |||
Title: | Senior Vice President | |||
BLUEMOUNTAIN CLO LTD.
|
||||
By: | BLUEMOUNTAIN CAPITAL MANAGEMENT, LLC | |||
ITS COLLATERAL MANAGER, as a Lender
|
||||
By: | /s/ Jack Chau | |||
Name: | Jack Chau | |||
Title: | Associate | |||
U.S. Bank National Association
, as a Lender
|
||||
By: | /s/ Gregory Knudsen | |||
Name: | Gregory Knudsen | |||
Title: | Senior Vice President | |||
LightPoint CLO III, Ltd.,
as a Lender
By Neuberger Berman Fixed Income LLC as collateral manager |
||||
By: | /s/ Colin Donlan | |||
Name: | Colin Donlan | |||
Title: | Authorized Signatory | |||
THE ROYAL BANK OF SCOTLAND PLC,
as a Lender
|
||||
By: | /s/ Matthew Pennachio | |||
Name: | Matthew Pennachio | |||
Title: | Vice President | |||
Bank of America, N.A.
as a Lender
|
||||
By: | /s/ Christopher S. Allen | |||
Name: | Christopher S. Allen | |||
Title: | Senior Vice President | |||
Landmark V CDO Limited
By: Aladdin Capital Management LLC, as Manager |
||||
By: | /s/ Alyse Kelly | |||
Name: | Alyse Kelly | |||
Title: | Authorized Signatory | |||
Greyrock CDO LTD,
By: Aladdin Capital Management LLC, as Manager |
||||
By: | /s/ Alyse Kelly | |||
Name: | Alyse Kelly | |||
Title: | Authorized Signatory | |||
WELLS FARGO BANK, NATIONAL ASSOCIATION
, as a Lender
|
||||
By: | /s/ Kyle R. Holtz | |||
Name: | Kyle R. Holtz | |||
Title: | Vice President | |||
Eaton Vance CDO VIII, LTD.
BY: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Eaton Vance CDO IX, Ltd.
By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Eaton Vance Senior
Floating-Rate Trust By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Eaton Vance Floating-Rate
Income Trust By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Eaton Vance Medallion
Floating-Rate Income Portfolio By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Eaton Vance Institutional Senior Loan Fund
By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Grayson & Co
By: Boston Management and Research as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Innovation Trust 2009
By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Eaton Vance
VT Floating-Rate Income Fund By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Craig Pruss | |||
Name: | Craig Pruss | |||
Title: | Vice President | |||
Whitney National Bank
, as a Lender
|
||||
By: | /s/ J. Greg Scott | |||
Name: | J. Greg Scott | |||
Title: | Vice President | |||
Sumitomo Mitsui Banking Corporation,
as a
Lender |
||||
By: | /s/ William M. Ginn | |||
Name: | William M. Ginn | |||
Title: | Executive Officer | |||
Baker Street CLO II Ltd.
By: Seix Investment Advisors LLC, as Collateral Manager Ridgeworth Funds Seix Floating Rate High Income Fund By: Seix Investment Advisors LLC, as Subadvisor Rochdale Fixed Income Opportunities Portfolio By: Seix Investment Advisors LLC, as Subadvisor as Lenders |
||||
By: | /s/ George Goudelias | |||
Name: | George Goudelias | |||
Title: | Managing Director | |||
California Public Employees Retirement System
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC, its agent , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Assistant Vice President | |||
Cent CDO 10 Limited
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC As Collateral Manager, as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Director of Operations | |||
Cent CDO XI Limited
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC As Collateral Manager , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Director of Operations | |||
Cent CDO 12 Limited
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC As Collateral Manager , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Director of Operations | |||
Cent CDO 14 Limited
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC As Collateral Manager , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Director of Operations | |||
Cent CDO 15 Limited
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC As Collateral Manager , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Assistant Vice President | |||
Centurion CDO 8 Limited
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC As Collateral Manager , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Director of Operations | |||
Centurion CDO 9 Limited
By: Columbia Management Investment Advisers, LLC, fka RiverSource Investments, LLC As Collateral Manager , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Director of Operations | |||
RiverSource Bond Series, Inc. -
RiverSource Floating Rate Fund, as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Assistant Vice President | |||
RiverSource Institutional Leveraged Loan
Fund II, L.P. By: Columbia Management Investment Advisers, LLC fka RiverSource Investments, LLC as Investment Manager , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Assistant Secretary | |||
RiverSource Strategic Allocation
Series, Inc. RiverSource Strategic Income Allocation Fund , as a Lender |
||||
By: | /s/ Robin C. Stancil | |||
Name: | Robin C. Stancil | |||
Title: | Assistant Vice President | |||
Grand Central Asset Trust, LBAM Series
,
as a Lender |
||||
By: | /s/ Adam Jacobs | |||
Name: | Adam Jacobs | |||
Title: | Attorney-in-Fact | |||
Cole Brook CBNA Loan Funding LLC
,
as a Lender |
||||
By: | /s/ Adam Jacobs | |||
Name: | Adam Jacobs | |||
Title: | Attorney-in-Fact | |||
FIRST 2004-II CLO, LTD.
By: TCW Asset Management Company, as its Collateral Manager |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
MAC CAPITAL, LTD.
By: TCW Asset Management Company as its Portfolio Manager |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
MOMENTUM CAPITAL FUND, LTD.
By: TCW Asset Management Company as its Portfolio Manager |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
TCW Senior Secured Floating Rate Loan Fund, L.P.
By: TCW Asset Management Company, as its Investment Advisory |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
TCW Senior Secured Loan Fund, LP
By: TCW Asset Management Company, as its Investment Advisor |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
Palmetto Investors Master Fund, LLC.
By: TCW Asset Management Company, As its Managing Member |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
VITESSE CLO LTD.
By: TCW Asset Management Company as its Portfolio Manager |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
LOAN FUNDING I LLC,
a wholly owned subsidiary of Citibank, N.A. By: TCW Asset Management Company, as portfolio manager of Loan Funding I LLC |
||||
By: | /s/ Vikas Mavinkurve | |||
Name: | Vikas Mavinkurve | |||
Title: | Senior Vice President | |||
By: | /s/ Jonathan R. Insull | |||
Name: | Jonathan R. Insull | |||
Title: | Managing Director | |||
CRÉDIT INDUSTRIEL ET COMMERCIAL,
as a Lender |
||||
By: | /s/ Marcus Edward | |||
Name: | Marcus Edward | |||
Title: | Managing Director | |||
By: | /s/ Brian OLeary | |||
Name: | Brian OLeary | |||
Title: | Managing Director | |||
Bank of Nova Scotia
, as a Lender
|
||||
By: | /s/ Brenda Insull | |||
Name: | Brenda Insull | |||
Title: | Director | |||
SCOTIABANC INC.,
as a Lender
|
||||
By: | /s/ J.F. Todd | |||
Name: | J.F. Todd | |||
Title: | Managing Director | |||
By: | /s/ R. Blackwood | |||
Name: | R. Blackwood | |||
Title: | Director | |||
WIND RIVER CLO II TATE INVESTORS, LTD.
By: McDonnell Investment Management, LLC, as Manager, as a Lender |
||||
By: | /s/ Kathleen A. Zarn | |||
Name: | Kathleen A. Zarn | |||
Title: | Vice President | |||
ING Capital LLC,
as a Lender
|
||||
By: | /s/ William C. James | |||
Name: | William C. James | |||
Title: | Managing Director | |||
GREYWOLF CLO I, LTD
BY: GREYWOLF CAPITAL MANAGEMENT LP, ITS COLLATERAL MANAGER , as a Lender |
||||
By: | /s/ William Troy | |||
Name: | William Troy | |||
Title: | Authorized Signatory | |||
Compass Bank,
as a Lender
|
||||
By: | /s/ Collis Sanders | |||
Name: | Collis Sanders | |||
Title: | Executive Vice President | |||
- 2 -
- 3 -
LAMAR MEDIA CORP.
|
||||
By: | /s/ Keith Istre | |||
Name: | Keith Istre | |||
Title: | Chief Financial Officer | |||
LAMAR ADVERTISING OF PUERTO RICO, INC.
|
||||
By: | /s/ Keith Istre | |||
Name: | Keith Istre | |||
Title: | Chief Financial Officer | |||
JPMORGAN CHASE BANK, N.A.,
as
Administrative Agent and a Lender |
||||
By: | /s/ Christophe Vohmann | |||
Name: | Christophe Vohmann | |||
Title: | Executive Director | |||
Bank of America, N.A.,
as a Lender
|
||||
By: | /s/ Christopher S. Allen | |||
Name: | Christopher S. Allen | |||
Title: | Senior Vice President |
Carlyle High Yield Partners VIII, Ltd.,
as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle High Yield Partners IX, Ltd.,
as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle High Yield Partners VII, Ltd.,
as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle High Yield Partners X, Ltd.,
as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle Arnage CLO, Ltd.,
as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director |
Carlyle Azure CLO, Ltd.,
as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle Bristol CLO, Ltd
., as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle Daytona CLO, Ltd
., as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle McLaren CLO, Ltd
., as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Carlyle Veyron CLO, Ltd
., as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director |
Carlyle Credit Partners Financing I, Ltd
., as a Lender
|
||||
By: | /s/ Linda Pace | |||
Name: | Linda Pace | |||
Title: | Managing Director | |||
Credit Agricole Corporate and Investment Bank
, as a Lender
|
||||
By: | /s/ David Cagle | |||
Name: | David Cagle | |||
Title: | Managing Director | |||
By: | /s/ Brian Myers | |||
Name: | Brian Myers | |||
Title: | Managing Director | |||
Eaton Vance CDO VIII, Ltd.
By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President | |||
Eaton Vance CDO IX, Ltd.
By: Eaton Vance Management as Investment Advisor, as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President |
EATON VANCE SENIOR
FLOATING-RATE TRUST BY: EATON VANCE MANAGEMENT as Investment Advisor, as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President | |||
EATON VANCE FLOATING-RATE
INCOME TRUST BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR , as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President | |||
Eaton Vance Medallion
Floating-Rate Income Portfolio By: Eaton Vance Management As Investment Advisor, as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President |
EATON VANCE INSTITUTIONAL SENIOR LOAN FUND
BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President | |||
GRAYSON & CO.
BY: BOSTON MANAGEMENT AND RESEARCH AS INVESTMENT ADVISOR, as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President | |||
INNOVATION TRUST 2009
BY: EATON VANCE MANAGEMENT AS INVESTMENT ADVISOR, as a Lender |
||||
By: | /s/ Michael B. Botthof | |||
Name: | Michael B. Botthof | |||
Title: | Vice President | |||
BLACKSTONE / GSO SECURED TRUST LTD
By: GSO / Blackstone Debt Funds Management LLC as Investment Manager, as a Lender |
||||
By: | /s/ Daniel H. Smith | |||
Name: | Daniel H. Smith | |||
Title: | Authorized Signatory |
CHELSEA PARK CLO LTD.
By: GSO/BLACKSTONE Debt Funds Management LLC, as a Lender |
||||
By: | /s/ Daniel H. Smith | |||
Name: | Daniel H. Smith | |||
Title: | Authorized Signatory | |||
COLUMBUS PARK CDO LTD.
By: GSO/BLACKSTONE Debt Funds Management LLC, as a Lender |
||||
By: | /s/ Daniel H. Smith | |||
Name: | Daniel H. Smith | |||
Title: | Authorized Signatory | |||
RIVERSIDE PARK CLO LTD.
By: GSO/BLACKSTONE Debt Funds Management LLC, as a Lender |
||||
By: | /s/ Daniel H. Smith | |||
Name: | Daniel H. Smith | |||
Title: | Authorized Signatory | |||
SUN LIFE ASSURANCE COMPANY of
CANADA (US) By: GSO/BLACKSTONE CP Holdings LP as Sub-Advisor, as a Lender |
||||
By: | /s/ Daniel H. Smith | |||
Name: | Daniel H. Smith | |||
Title: | Authorized Signatory |
VENTURE V CDO LIMITED
By its investment advisor, MJX Asset Management LLC, as a Lender |
||||
By: | /s/ Michael G. Regan | |||
Name: | Michael G. Regan | |||
Title: | Managing Director | |||
VENTURE VII CDO LIMITED
By its investment advisor, MJX Asset Management LLC, as a Lender |
||||
By: | /s/ Michael G. Regan | |||
Name: | Michael G. Regan | |||
Title: | Managing Director | |||
VENTURE VIII CDO LIMITED
By its investment advisor, MJX Asset Management LLC, as a Lender |
||||
By: | /s/ Michael G. Regan | |||
Name: | Michael G. Regan | |||
Title: | Managing Director | |||
VENTURE IX CDO LIMITED
By its investment advisor, MJX Asset Management LLC, as a Lender |
||||
By: | /s/ Michael G. Regan | |||
Name: | Michael G. Regan | |||
Title: | Managing Director |
VISTA LEVERAGED INCOME FUND
By its investment advisor, MJX Asset Management LLC, as a Lender |
||||
By: | /s/ Michael G. Regan | |||
Name: | Michael G. Regan | |||
Title: | Managing Director | |||
LightPoint CLO III, Ltd., as a Lender
By Neuberger Berman Fixed Income LLC as collateral manager |
||||
By: | /s/ Colin Donlan | |||
Name: | Conlin Donlan | |||
Title: | Authorized Signatory | |||
COLE BROOK CBNA LOAN FUNDING LLC,
as a Lender |
||||
By: | /s/ Adam Kaiser | |||
Name: | Adam Kaiser | |||
Title: | Attorney-in-Fact | |||
The Royal Bank of Scotland plc,
as a Lender
|
||||
By: | /s/ Matthew Pennachio | |||
Name: | Matthew Pennachio | |||
Title: | Vice President | |||
The Bank of Nova Scotia,
as a Lender
|
||||
By: | /s/ Thane Rattew | |||
Name: | Thane Rattew | |||
Title: | Managing Director |
SCOTIABANC INC.,
as a Lender
|
||||
By: | /s/ J.F. Todd | |||
Name: | J.F. Todd | |||
Title: | Managing Director | |||
BAKER STREET CLO II LTD.,
By: Seix Investment Advisors LLC, as Collateral Manager and as a Lender |
||||
RIDGEWORTH FUNDS SEIX FLOATING
RATE HIGH INCOME FUND, By: Seix Investment Advisors LLC, as Sub-Adviser and as a Lender |
||||
ROCHDALE FIXED INCOME
OPPORTUNITIES PORTFOLIO, By: Seix Investment Advisors LLC, as Sub-Adviser and as a Lender |
||||
By: | /s/ George Goudelias | |||
Name: | George Goudelias | |||
Title: | Managing Director | |||
Cornerstone CLO Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory |
Granite Ventures III Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory | |||
Rampart CLO 2007 Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory | |||
Rampart CLO 2006-1 Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory | |||
Stone Tower CLO III Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory |
Stone Tower CLO IV Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory | |||
Stone Tower CLO V Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory | |||
Stone Tower CLO VI Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory | |||
Stone Tower CLO VII Ltd.
By Stone Tower Debt Advisors LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory |
Stone Tower Loan Trust 2010
By Stone Tower Fund Management LLC As Its Collateral Manager, as a Lender |
||||
By: | /s/ Michael W. DelPercio | |||
Name: | Michael W. DelPercio | |||
Title: | Authorized Signatory | |||
Sumitomo Mitsui Banking Corporation,
as a Lender |
||||
By: | /s/ William M. Ginn | |||
Name: | William M. Ginn | |||
Title: | Executive Officer | |||
Sun Trust Bank
, as a Lender
|
||||
By: | /s/ Brian Guffin | |||
Name: | Brian Guffin | |||
Title: | Vice President | |||
Founders Grove CLO, Ltd.
By: Tall Tree Investment Management, LLC as Collateral Manager, as a Lender |
||||
By: | /s/ William D. Lenga | |||
Name: | William D. Lenga | |||
Title: | Manager |
Grant Grove CLO, Ltd.
By: Tall Tree Investment Management LLC as Collateral Manager, as a Lender |
||||
By: | /s/ William D. Lenga | |||
Name: | William D. Lenga | |||
Title: | Manager | |||
Muir Grove CLO, Ltd.
By: Tall Tree Investment Management, LLC as Collateral Manager, as a Lender |
||||
By: | /s/ William D. Lenga | |||
Name: | William D. Lenga | |||
Title: | Manager | |||
FIRST 2004-II CLO, LTD.
By: TCW Asset Management Company as its Collateral Manger |
||||
By: | /s/ Stephen Suo | |||
Name: | Stephen Suo | |||
Title: | Senior Vice President | |||
By: | /s/ Edison Hwang | |||
Name: | Edison Hwang | |||
Title: | Vice President |
MAC CAPITAL, LTD.
By: TCW Asset Management Company, as its Portfolio Manager |
||||
By: | /s/ Stephen Suo | |||
Name: | Stephen Suo | |||
Title: | Senior Vice President | |||
By: | /s/ Edison Hwang | |||
Name: | Edison Hwang | |||
Title: | Vice President | |||
MOMENTUM CAPITAL FUND, LTD.
By: TCW Asset Management Company as its Portfolio Manager |
||||
By: | /s/ Stephen Suo | |||
Name: | Stephen Suo | |||
Title: | Senior Vice President | |||
By: | /s/ Edison Hwang | |||
Name: | Edison Hwang | |||
Title: | Vice President | |||
VITESSE CLO LTD.
By: TCW Asset Management Company, as its Portfolio Manager |
||||
By: | /s/ Stephen Suo | |||
Name: | Stephen Suo | |||
Title: | Senior Vice President | |||
By: | /s/ Edison Hwang | |||
Name: | Edison Hwang | |||
Title: | Vice President |
Thrivent Financial for Lutherans
, as a Lender
|
||||
By: | /s/ Conrad Smith | |||
Name: | Conrad Smith | |||
Title: | Portfolio Manager | |||
Thrivent Income Fund,
as a Lender
|
||||
By: | /s/ Steve Lowe | |||
Name: | Steve Lowe | |||
Title: | Portfolio Manager | |||
Thrivent Income Portfolio
, as a Lender
|
||||
By: | /s/ Steve Lowe | |||
Name: | Steve Lowe | |||
Title: | Portfolio Manager | |||
U.S. Bank National Association
, as a Lender
|
||||
By: | /s/ Gregory D. Knugsen | |||
Name: | Gregory D. Knugsen | |||
Title: | Senior Vice President | |||
WELLS FARGO BANK, NATIONAL ASSOCIATION
, as a Lender
|
||||
By: | /s/ Kyle R. Holtz | |||
Name: | Kyle R. Holtz | |||
Title: | Vice President |
WHITNEY NATIONAL BANK
, as a Lender
|
||||
By: | /s/ J. Greg Scott | |||
Name: | J. Greg Scott | |||
Title: | Vice President | |||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2010 | 2009 | 2008 | |||||||||||
Net (loss) income applicable to common stock
|
$ | (40,467,000 | ) | $ | (58,403,000 | ) | $ | 1,797,000 | |||||
Weighted average common shares outstanding
|
92,261,157 | 91,730,109 | 92,125,660 | ||||||||||
Shares issueable upon exercise of stock options
|
| | 181,180 | ||||||||||
Incremental shares of convertible debt
|
| | | ||||||||||
|
|||||||||||||
Weighted average common shares and common
equivalents outstanding
|
92,261,157 | 91,730,109 | 92,306,840 | ||||||||||
Net (loss) income per common share basic and diluted
|
$ | (0.44 | ) | $ | (0.64 | ) | $ | 0.02 | |||||
|
Year Ended | Year Ended | Year Ended | ||||||||||
December 31, | December 31, | December 31, | ||||||||||
2010 | 2009 | 2008 | ||||||||||
Net (loss) income applicable to common stock
|
$ | (40,467,000 | ) | $ | (58,403,000 | ) | $ | 1,797,000 | ||||
Income impact of assumed conversions
|
49,477 | 2,295,455 | 4,256,797 | |||||||||
|
||||||||||||
(Loss) income
available to common shareholders plus assumed conversion
|
$ | (40,417,523 | ) | $ | (56,107,545 | ) | $ | 6,053,797 | ||||
|
||||||||||||
Weighted average common shares outstanding
|
92,261,157 | 91,730,109 | 92,125,660 | |||||||||
Shares issuable upon exercise of stock options
|
412,493 | 105,985 | 181,180 | |||||||||
Incremental shares from convertible debt
|
53,327 | 2,474,107 | 5,879,893 | |||||||||
|
||||||||||||
Weighted average common shares plus dilutive
potential common shares
|
92,726,977 | 94,310,201 | 98,186,733 | |||||||||
|
||||||||||||
Net (loss) income per common share
|
$ | (0.44 | ) | $ | (0.59 | ) | $ | 0.06 | ||||
|
YEARS ENDED DECEMBER 31, | ||||||||||||||||||||||||
(dollars in thousands) | 2005 | 2006 | 2007 | 2008 | 2009 (2) | 2010 (2) | ||||||||||||||||||
Net income (loss)
|
$ | 41,779 | $ | 41,946 | $ | 40,982 | $ | 2,162 | $ | (58,038 | ) | $ | (40,102 | ) | ||||||||||
Income tax expense (benefit)
|
31,899 | 32,994 | 33,901 | 9,349 | (36,101 | ) | (23,469 | ) | ||||||||||||||||
Fixed charges
|
147,069 | 173,889 | 232,691 | 242,877 | 268,441 | 254,098 | ||||||||||||||||||
|
||||||||||||||||||||||||
Earnings
|
220,747 | 248,829 | 307,574 | 254,388 | 174,302 | 190,527 | ||||||||||||||||||
|
||||||||||||||||||||||||
Interest expense, net
|
89,160 | 111,644 | 166,003 | 169,150 | 196,520 | 185,681 | ||||||||||||||||||
Rents under leases representative of an
interest factor
|
57,544 | 61,880 | 66,323 | 73,362 | 71,556 | 68,052 | ||||||||||||||||||
Preferred dividends
|
365 | 365 | 365 | 365 | 365 | 365 | ||||||||||||||||||
|
||||||||||||||||||||||||
Fixed charges
|
147,069 | 173,889 | 232,691 | 242,877 | 268,441 | 254,098 | ||||||||||||||||||
|
||||||||||||||||||||||||
Ratio of earnings to fixed charges
|
1.5 | x | 1.4 | x | 1.3 | x | 1.0 | x | 0.6 | x | 0.7 | x | ||||||||||||
|
(1) | The ratio of earnings to fixed charges is defined as earnings divided by fixed charges. For purposes of this ratio, earnings is defined as net income (loss) before income taxes and cumulative effect of a change in accounting principle and fixed charges. Fixed charges is defined as the sum of interest expense, preferred stock dividends and the component of rental expense that we believe to be representative of the interest factor for those amounts. | |
(2) | For the years ended December 31, 2010 and 2009, earnings were insufficient to cover fixed charges by $63.6 million and $94.1 million, respectively. |
YEARS ENDED DECEMBER 31, | ||||||||||||||||||||||||
(dollars in thousands) | 2005 | 2006 | 2007 | 2008 | 2009 (2) | 2010 (2) | ||||||||||||||||||
Net income (loss)
|
$ | 47,470 | $ | 43,279 | $ | 45,551 | $ | 10,360 | $ | (55,823 | ) | $ | (40,198 | ) | ||||||||||
Income tax expense (benefit)
|
35,488 | 34,520 | 37,283 | 14,487 | (36,146 | ) | (23,213 | ) | ||||||||||||||||
Fixed charges
|
137,889 | 171,686 | 224,932 | 230,078 | 263,011 | 253,569 | ||||||||||||||||||
|
||||||||||||||||||||||||
Earnings
|
220,847 | 249,485 | 307,766 | 254,925 | 171,042 | 190,158 | ||||||||||||||||||
|
||||||||||||||||||||||||
Interest expense, net
|
80,345 | 109,806 | 158,609 | 156,716 | 191,455 | 185,517 | ||||||||||||||||||
Rent under leases representative
of an interest factor
|
57,544 | 61,880 | 66,323 | 73,362 | 71,556 | 68,052 | ||||||||||||||||||
Preferred dividends
|
0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
|
||||||||||||||||||||||||
Fixed charges
|
137,889 | 171,686 | 224,932 | 230,078 | 263,011 | 253,569 | ||||||||||||||||||
|
||||||||||||||||||||||||
Ratio of earnings to fixed charges
|
1.6 | x | 1.5 | x | 1.4 | x | 1.1 | x | 0.7 | x | 0.7 | x | ||||||||||||
|
(1) | The ratio of earnings to fixed charges is defined as earnings divided by fixed charges. For purposes of this ratio, earnings is defined as net income (loss) before income taxes and cumulative effect of a change in accounting principle and fixed charges. Fixed charges is defined as the sum of interest expenses, preferred stock dividends and the component of rental expense that we believe to be representative of the interest factor for those amounts. | |
(2) | For the years ended December 31, 2010 and 2009, earnings were insufficient to cover fixed charges by $63.4 million and $92.0 million, respectively. |
State or Other | ||
Jurisdiction of | ||
Incorporation or | ||
Exact Name of Registrant as Specified in its Charter | Organization | |
Lamar Media Corp.
|
Delaware | |
American Signs, Inc.
|
Washington | |
Canadian TODS Limited
|
Nova Scotia, Canada | |
Colorado Logos, Inc.
|
Colorado | |
Delaware Logos, L.L.C.
|
Delaware | |
Florida Logos, Inc.
|
Florida | |
Georgia Logos, L.L.C.
|
Georgia | |
Interstate Logos, L.L.C.
|
Louisiana | |
Kansas Logos, Inc.
|
Kansas | |
Kentucky Logos, LLC
|
Kentucky | |
Lamar Advantage GP Company, LLC
|
Delaware | |
Lamar Advantage Holding Company
|
Delaware | |
Lamar Advantage LP Company, LLC
|
Delaware | |
Lamar Advantage Outdoor Company, L.P.
|
Delaware | |
Lamar Advertising of Colorado Springs, Inc.
|
Colorado | |
Lamar Advertising of Kentucky, Inc.
|
Kentucky | |
Lamar Advertising of Louisiana, L.L.C.
|
Louisiana | |
Lamar Advertising of Michigan, Inc.
|
Michigan | |
Lamar Advertising of Oklahoma, Inc.
|
Oklahoma | |
Lamar Advertising of Penn, LLC
|
Delaware | |
Lamar Advertising of Puerto Rico, Inc.
|
Puerto Rico | |
Lamar Advertising of South Dakota, Inc.
|
South Dakota | |
Lamar Advertising of Youngstown, Inc.
|
Delaware | |
Lamar Advertising Southwest, Inc.
|
Nevada | |
Lamar Air, L.L.C.
|
Louisiana | |
Lamar Benches, Inc.
|
Oklahoma | |
Lamar Canadian Outdoor Company
|
Ontario, Canada | |
Lamar Central Outdoor, LLC
|
Delaware | |
Lamar DOA Tennessee Holdings, Inc.
|
Delaware | |
Lamar DOA Tennessee, Inc.
|
Delaware | |
Lamar Electrical, Inc.
|
Louisiana | |
Lamar Florida, Inc.
|
Florida | |
Lamar I-40 West, Inc.
|
Oklahoma | |
Lamar Obie Corporation
|
Delaware | |
Lamar OCI North Corporation
|
Delaware | |
Lamar OCI South Corporation
|
Mississippi | |
Lamar Ohio Outdoor Holding Corp.
|
Ohio | |
Lamar Oklahoma Holding Company, Inc.
|
Oklahoma | |
Lamar Pensacola Transit, Inc.
|
Florida | |
Lamar T.T.R., L.L.C.
|
Arizona | |
Lamar Tennessee, L.L.C.
|
Tennessee | |
Lamar Texas Limited Partnership
|
Texas | |
Lamar Transit Advertising Canada Ltd.
|
British Columbia, Canada | |
LC Billboard L.L.C.
|
Delaware | |
Maine Logos, L.L.C.
|
Maine | |
Michigan Logos, Inc.
|
Michigan | |
Minnesota Logos, Inc.
|
Minnesota | |
Mississippi Logos, L.L.C.
|
Mississippi | |
Missouri Logos, LLC
|
Missouri | |
Nebraska Logos, Inc.
|
Nebraska | |
Nevada Logos, Inc.
|
Nevada | |
New Jersey Logos, L.L.C.
|
New Jersey |
State or Other
Jurisdiction of
Incorporation or
Exact Name of Registrant as Specified in its Charter
Organization
New Mexico
Oregon
Oregon
Ohio
Oklahoma
Pennsylvania
Pennsylvania
Delaware
Pennsylvania
Illinois
Puerto Rico
South Carolina
Tennessee
Texas
Louisiana
Louisiana
Texas
Louisiana
Louisiana
Delaware
Delaware
Utah
Virginia
Washington
1. | I have reviewed this combined annual report on Form 10-K of Lamar Advertising Company and Lamar Media Corp.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrants as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrants and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrants, including their consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | ||
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants abilities to record, process, summarize and report financial information; and | ||
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
/s/ Sean E. Reilly | ||||
Sean E. Reilly | ||||
Chief Executive Officer, Lamar Advertising Company
Chief Executive Officer, Lamar Media Corp. |
||||
1. | I have reviewed this combined annual report on Form 10-K of Lamar Advertising Company and Lamar Media Corp.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrants as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrants and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrants, including their consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | ||
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants abilities to record, process, summarize and report financial information; and | ||
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
/s/ Keith A. Istre | ||||
Keith A. Istre | ||||
Chief Financial Officer, Lamar Advertising Company
Chief Financial Officer, Lamar Media Corp. |
||||
Dated: February 25, 2011 | By: | /s/ Sean E. Reilly | ||
Sean E. Reilly | ||||
Chief Executive Officer, Lamar Advertising Company
Chief Executive Officer, Lamar Media Corp. |
||||
Dated: February 25, 2011 | By: | /s/ Keith A. Istre | ||
Keith A. Istre | ||||
Chief Financial Officer, Lamar Advertising Company
Chief Financial Officer, Lamar Media Corp. |
||||