LAMAR ADVERTISING CONEW
For the period ended Dec 31, 2024. Filed Feb 20, 2025.
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FY2024 · Filed Feb 20, 2025
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Notes to Consolidated Financial Statements
(1)Description of the Business and Significant Accounting Policies
(a)Nature of Business
Lamar Media Corp. (“Lamar Media”) is a wholly owned subsidiary of Lamar Advertising Company. Lamar Media is engaged in the outdoor advertising business operating approximately 159,000 outdoor advertising displays in 45 states and Canada. Lamar Media’s operating strategy is to be the leading provider of outdoor advertising services in the markets it serves.
In addition, Lamar Media operates a logo sign business in 23 states throughout the United States as well as the province of Ontario, Canada. Logo signs are erected pursuant to state-awarded service contracts on public rights-of-way near highway exits and deliver brand name information on available gas, food, lodging and camping services. Included in the Company’s logo sign business are tourism signing contracts. The Company provides transit advertising in airport terminals, on bus shelters, benches and buses in the markets it serves.
On July 1, 2022, Lamar Media entered into the Amended and Restated Limited Partnership Agreement (the "Partnership Agreement") of Lamar Advertising Limited Partnership (the "OP") as the initial limited partner, along with its wholly owned subsidiary, Lamar Advertising General Partner, LLC, as the general partner of the OP (the "General Partner"). Lamar Media formed the OP and contributed all of its assets to the OP in connection with the Company's reorganization (the "Reorganization") as a specific type of REIT known as an Umbrella Partnership Real Estate Investment Trust ("UPREIT"). The Company completed the Reorganization to facilitate tax-deferred contributions of properties to the OP in exchange for limited partnership interests in the OP. The Reorganization did not have a material impact on our consolidated financial statements.
Certain footnotes are not provided for the accompanying financial statements as the information in notes 2, 3, 5, 7, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 22, and 23 and portions of note 1 to the consolidated financial statements of Lamar Advertising Company included elsewhere in this filing are substantially equivalent to that required for the consolidated financial statements of Lamar Media Corp. Earnings per share data is not provided for the operating results of Lamar Media Corp. as it is a wholly owned subsidiary of Lamar Advertising Company.
(b)Principles of Consolidation
The accompanying consolidated financial statements include Lamar Media, its subsidiary, Lamar Advertising Limited Partnership, and Lamar Advertising Limited Partnerships' wholly owned subsidiaries, The Lamar Company, L.L.C., Lamar Central Outdoor, LLC, Lamar TRS Holdings, LLC, Lamar Advertising Southwest, LLC, Interstate Logos, L.L.C., Lamar Obie Company, LLC, Lamar Canadian Outdoor Company, Lamar QRS Receivables, LLC, Fairway Media Group, LCC, Ashby Street Outdoor Holdings, LLC, SkyHigh Murals - Colossal Media, LLC and their majority-owned subsidiaries. All inter-company transactions and balances have been eliminated in consolidation.
(2)Non-cash Financing and Investing Activities
For the years ended December 31, 2024 and 2022, the Company had non-cash investing activities that resulted in an increase to the asset retirement obligation balance and the carrying value of the related property, plant and equipment in the amount of $215,899 and $110,321, respectively, related to the revision in estimate of the Company's asset retirement obligation. For the years ended December 31, 2024, 2023 and 2022, there were non-cash investing and financing activities for the recognition of ROU assets and lease liabilities at lease commencement as disclosed in Note 7, "Leases".
(3)Goodwill and Other Intangible Assets
The following is a summary of intangible assets at December 31, 2024 and 2023:
| Estimated Life (Years) · 2024 · 2023 | |||||
|---|---|---|---|---|---|
| Gross Carrying Amount · Accumulated Amortization · Gross Carrying Amount · Accumulated Amortization | |||||
| Amortizable Intangible Assets: | |||||
| Customer lists and contracts | 7—10 | $732,098 | $665,095 | $731,156 | $640,635 |
| Non-competition agreement | 3—15 | 71,960 | 66,894 | 71,960 | 66,455 |
| Site locations | 15 | 2,982,504 | 2,002,272 | 2,955,324 | 1,891,078 |
| Other | 2—15 | 52,215 | 42,383 | 52,033 | 41,338 |
| $3,838,777 | $2,776,644 | $3,810,473 | $2,639,506 | ||
| Unamortizable Intangible Assets: | |||||
| Goodwill | $2,277,597 | $252,666 | $2,277,786 | $252,667 | |
The changes in the gross carrying amount of goodwill for the years ended December 31, 2024 and 2023 are as follows:
| Balance as of December 31, 2022 | $2,277,784 |
|---|---|
| Purchase price adjustments and other | 2 |
| Balance as of December 31, 2023 | 2,277,786 |
| Purchase price adjustments and other | (189) |
| Balance as of December 31, 2024 | $2,277,597 |
(4)Accrued Expenses
The following is a summary of accrued expenses at December 31, 2024 and 2023:
| 2024 | 2023 | |
|---|---|---|
| Payroll | $27,871 | $21,903 |
| Interest | 22,837 | 23,322 |
| Insurance benefits | 10,972 | 10,801 |
| Accrued variable lease and contract expense | 34,416 | 30,375 |
| Non-cash compensation | 16,404 | 7,936 |
| Other | 10,782 | 3,127 |
| $123,282 | $97,464 |
(5)Long-term Debt
Long-term debt consists of the following at December 31, 2024 and 2023:
| December 31, 2024 | |||
|---|---|---|---|
| Debt | Deferred financing costs | Debt, net of deferred financing costs | |
| Senior Credit Facility | $883,474 | $5,623 | $877,851 |
| Accounts Receivable Securitization Program | 250,000 | 611 | 249,389 |
| 3 3/4% Senior Notes | 600,000 | 3,802 | 596,198 |
| 3 5/8% Senior Notes | 550,000 | 5,440 | 544,560 |
| 4% Senior Notes | 549,595 | 4,854 | 544,741 |
| 4 7/8% Senior Notes | 400,000 | 3,107 | 396,893 |
| Other notes with various rates and terms | 1,232 | — | 1,232 |
| 3,234,301 | 23,437 | 3,210,864 | |
| Less current maturities | (250,417) | (611) | (249,806) |
| Long-term debt, excluding current maturities | $2,983,884 | $22,826 | $2,961,058 |
| December 31, 2023 | |||
| Debt | Deferred financing costs | Debt, net of deferred financing costs | |
| Senior Credit Facility | $1,019,222 | $8,266 | $1,010,956 |
| Accounts Receivable Securitization Program | 250,000 | 380 | 249,620 |
| 3 3/4% Senior Notes | 600,000 | 4,923 | 595,077 |
| 3 5/8% Senior Notes | 550,000 | 6,226 | 543,774 |
| 4% Senior Notes | 549,516 | 5,675 | 543,841 |
| 4 7/8% Senior Notes | 400,000 | 3,775 | 396,225 |
| Other notes with various rates and terms | 1,634 | — | 1,634 |
| 3,370,372 | 29,245 | 3,341,127 | |
| Less current maturities | (250,398) | (380) | (250,018) |
| Long-term debt, excluding current maturities | $3,119,974 | $28,865 | $3,091,109 |
Long-term debt contractual maturities are as follows:
| Debt · Deferred financing costs · Debt, net of deferred financing costs | |||
|---|---|---|---|
| 2025 | $417 | $— | $417 |
| 2026 | $442 | $— | $442 |
| 2027 | $849,820 | $3,044 | $846,776 |
| 2028 | $884,000 | $6,993 | $877,007 |
| 2029 | $400,000 | $3,107 | $396,893 |
| Later years | $1,099,622 | $10,293 | $1,089,329 |
(6)Related Party Transactions
Affiliates, as used within these statements, are persons or entities that are affiliated with Lamar Media Corp. or its subsidiaries through common ownership and directorate control.
As of December 31, 2024 and 2023, there was a payable to Lamar Advertising Company, its parent, in the amount of $77 and $1,009, respectively.
Effective December 31, 2024 and 2023, Lamar Advertising Company contributed $57,028 and $42,627, respectively, to Lamar Media which resulted in an increase in Lamar Media’s additional paid-in capital.
(7)Summarized Financial Information of Subsidiaries
Summarized financial information for Lamar Media, subsidiary guarantors and non-guarantor subsidiaries is presented below. Lamar Media and its subsidiary guarantors have fully and unconditionally guaranteed Lamar Media’s obligations with respect to its publicly issued notes. All guarantees are joint and several. As a result of these guarantee arrangements, we are required to present the following summarized financial information. The following summarized financial information should be read in conjunction with the accompanying consolidated financial statements and notes. Separate financial statements of Lamar Media’s subsidiary guarantors are not included because the guarantors are each a consolidated subsidiary of Lamar Media, Lamar Media’s consolidated financial statements have been filed, and the guaranteed securities are debt securities with Lamar Media as the issuer. The accounts for all companies reflected herein are presented using the equity method of accounting for investments in subsidiaries.
Summarized Balance Sheet as of December 31, 2024
| Lamar Media Corp. | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Lamar Media Consolidated | |
|---|---|---|---|---|---|
| Current assets | $38,950 | $52,617 | $333,201 | $— | $424,768 |
| Noncurrent assets | 4,302,475 | 6,368,402 | 297,831 | (4,823,669) | 6,145,039 |
| Current liabilities | 50,707 | 444,841 | 272,265 | — | 767,813 |
| Noncurrent liabilities | 3,249,628 | 1,738,404 | 384,695 | (612,672) | 4,760,055 |
| Non-controlling interest | — | 1,770 | (921) | — | 849 |
Summarized Balance Sheet as of December 31, 2023
| Lamar Media Corp. | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Lamar Media Consolidated | |
|---|---|---|---|---|---|
| Current assets | $33,875 | $28,905 | $309,906 | $— | $372,686 |
| Noncurrent assets | 4,596,516 | 6,359,236 | 318,095 | (5,099,653) | 6,174,194 |
| Current liabilities | 45,225 | 387,408 | 271,533 | — | 704,166 |
| Noncurrent liabilities | 3,375,803 | 1,476,097 | 368,208 | (587,171) | 4,632,937 |
| Non-controlling interest | — | 964 | (550) | — | 414 |
Summarized Statements of Income and Comprehensive Income for the Year Ended December 31, 2024
| Lamar Media Corp. | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Lamar Media Consolidated | |
|---|---|---|---|---|---|
| Net revenues | $— | $2,159,755 | $49,840 | $(2,492) | $2,207,103 |
| Operating expenses (income) | — | 1,626,780 | 50,207 | (2,492) | 1,674,495 |
| Operating income (loss) | — | 532,975 | (367) | — | 532,608 |
| Net income (loss) | 362,435 | 530,522 | (10,804) | (518,646) | 363,507 |
| Net income (loss) attributable to controlling interest | $362,435 | $529,937 | $(11,291) | $(518,646) | $362,435 |
Summarized Statements of Income and Comprehensive Income for the Year Ended December 31, 2023
| Lamar Media Corp. | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Lamar Media Consolidated | |
|---|---|---|---|---|---|
| Net revenues | $— | $2,069,600 | $44,068 | $(2,681) | $2,110,987 |
| Operating expenses (income) | — | 1,392,389 | 45,348 | (2,681) | 1,435,056 |
| Operating income (loss) | — | 677,211 | (1,280) | — | 675,931 |
| Net income (loss) | 496,260 | 673,330 | (16,393) | (655,864) | 497,333 |
| Net income (loss) attributable to controlling interest | $496,260 | $672,943 | $(17,079) | $(655,864) | $496,260 |
Summarized Statements of Income and Comprehensive Income for the Year Ended December 31, 2022
| Lamar Media Corp. | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Lamar Media Consolidated | |
|---|---|---|---|---|---|
| Net revenues | $— | $1,992,900 | $41,789 | $(2,549) | $2,032,140 |
| Operating expenses (income) | — | 1,425,150 | 31,036 | (2,549) | 1,453,637 |
| Operating income (loss) | — | 567,750 | 10,753 | — | 578,503 |
| Net income (loss) | 439,149 | 561,626 | (81) | (561,545) | 439,149 |
| Net income (loss) attributable to controlling interest | $439,149 | $561,626 | $(81) | $(561,545) | $439,149 |
(8)Segment Reporting
The following table presents our financial performance by segment:
| 2024 | 2023 | 2022 | |
|---|---|---|---|
| Net revenues: | |||
| Billboard | $1,956,176 | $1,877,823 | $1,813,995 |
| Other | 250,927 | 233,164 | 218,145 |
| Total net revenues | $2,207,103 | $2,110,987 | $2,032,140 |
| Advertising expenses: | |||
| Billboard | $870,629 | $852,912 | $829,287 |
| Other | 200,790 | 176,985 | 174,702 |
| Total advertising expenses | $1,071,419 | $1,029,897 | $1,003,989 |
| Adjusted EBITDA: | |||
| Billboard adjusted EBITDA | $1,085,547 | $1,024,911 | $984,708 |
| Other adjusted EBITDA | 50,137 | 56,179 | 43,443 |
| Corporate expenses (a) | (101,958) | (94,869) | (89,570) |
| Adjusted EBITDA | $1,033,726 | $986,221 | $938,581 |
(a) Corporate operations are not an operating segment. Corporate expenses include expenses related to infrastructure and support, including information technology, human resources, legal, finance and administrative functions of the Company, as well as overall executive, administrative and support functions.
Reconciliation of adjusted EBITDA to income before income tax expense:
| 2024 | 2023 | 2022 | |
|---|---|---|---|
| Adjusted EBITDA | $1,033,726 | $986,221 | $938,581 |
| Non-cash compensation expense | (44,525) | (22,649) | (23,136) |
| Capitalized contract fulfillment costs, net | 317 | 308 | 555 |
| Depreciation and amortization | (462,967) | (293,423) | (349,449) |
| Gain on disposition of assets | 6,057 | 5,474 | 15,721 |
| Equity in earnings of investee | 5,094 | 3,696 | 4,315 |
| Interest expense, net | (169,394) | (172,397) | (126,217) |
| Loss on debt extinguishment | (270) | (115) | — |
| Transaction expenses | — | — | (3,769) |
| Income before income tax expense | $368,038 | $507,115 | $456,601 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.