Item 1.01. Entry into a Material Definitive Agreement.
On June 24, 2022, Lamar Advertising Company's direct wholly owned subsidiary
Lamar Media Corp. ("Lamar Media") and indirect wholly-owned special purpose
subsidiaries, Lamar QRS Receivables, LLC and Lamar TRS Receivables, LLC
(collectively, the "SPEs"), entered into the Sixth Amendment, dated as of
June 24, 2022 (the "Amendment"), to the Receivables Financing Agreement dated
December 18, 2018, by and among Lamar Media, as Initial Servicer, the SPEs, as
Borrowers, PNC Bank, National Association, as Administrative Agent and a Lender,
PNC Capital Markets LLC, as Structuring Agent and Sustainability Agent, and
certain lenders from time to time party thereto (such agreement, as amended, the
"Receivables Financing Agreement"). Capitalized terms not defined herein shall
have the meanings set forth in the Receivables Financing Agreement.
The Amendment increases the amount of the accounts receivable securitization
program established under the Receivables Financing Agreement (the "Accounts
Receivable Securitization Program") from $175.0 million to $250.0 million and
extends the maturity date of the Accounts Receivable Securitization Program to
July 21, 2025. Additionally, the Amendment provides for the replacement of
LIBOR-based interest rate mechanics with SOFR-based interest rate mechanics for
the Accounts Receivable Securitization Program.
The Administrative Agent and its affiliates perform various financial advisory,
investment banking and commercial banking services from time to time for Lamar
Media and its affiliates, for which it receives customary fees. The
Administrative Agent is a lender under Lamar Media's senior credit facility, for
which it receives customary fees and expense reimbursement in connection
therewith.
The description above is qualified in its entirety by the Amendment filed as
Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by
reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 above is incorporated by reference into
this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
10.1 Sixth Amendment to the Receivables Financing Agreement, dated as of
June 24, 2022, among Lamar Media, as Initial Servicer, the SPEs, as
Borrowers, and PNC Bank, National Association, as Administrative Agent
and a Lender.
104 Cover Page Interactive Data File - (embedded within the Inline XBRL
document).
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