5551 Corporate Boulevard
Baton Rouge, LA 70808
Baton Rouge, LA 70808
Lamar Advertising Company Announces
Proposed Private Offering of Senior Notes
Proposed Private Offering of Senior Notes
Baton
Rouge, LA — Thursday March 19, 2009 — Lamar Advertising Company (Nasdaq: LAMR) announced
today that it is seeking to raise approximately $250 million of
gross proceeds through an institutional private
placement of senior notes due 2014 by its wholly owned subsidiary, Lamar Media Corp.
Lamar Media ultimately intends to distribute the proceeds of this offering, after the payment of
fees and expenses, to Lamar Advertising in order to enable Lamar Advertising to repurchase some or
all of its outstanding 2
7/8% convertible notes due 2010 (pursuant to a tender offer, one or more
open market transactions or individually negotiated transactions) or to fund repayment of Lamar
Advertising’s convertible notes at maturity. Pending application
of these amounts as provided above, Lamar Media
currently expects to temporarily reduce outstanding amounts under the
revolving portion of its senior credit facility and maintain any
excess amount as cash on hand. The timing of any distribution of the
proceeds of the offering of the notes to Lamar Advertising may
depend, in part, upon the ability of Lamar Advertising to obtain
acceptable terms for any such tender offer, open market transactions
or individually negotiated transactions. At such
time as any amount of Lamar Advertising’s convertible notes are repaid or repurchased, Lamar
Media’s outstanding subordinated mirror loan owing to Lamar Advertising will be reduced by at least
the amount paid by Lamar Advertising to repurchase or repay its outstanding convertible notes.
This announcement is neither an offer to sell nor a solicitation of an offer to buy any of Lamar
Media’s senior notes.
Lamar Media’s senior notes subject to the private placement have not been registered under the
Securities Act of 1933, as amended, or any state securities laws, and are being offered only to
qualified institutional buyers in reliance on Rule 144A under the Securities Act and to non-U.S.
persons in offshore transactions in reliance on Regulation S. Unless so registered, Lamar Media’s
senior notes may not be offered or sold in the United States or to U.S. persons except pursuant to
an exemption from registration requirements of the Securities Act and applicable state securities
laws.
Forward-Looking Statements
This press release contains forward-looking statements regarding Lamar Media’s ability to complete
this private placement and its application of net proceeds, including the repurchase of Lamar
Advertising’s convertible notes. These forward-looking statements involve a number of risks and
uncertainties. Among the important factors that could cause actual results to differ materially
from those results indicated in the forward-looking statements include uncertainties relating to
market conditions for corporate debt securities generally and for the securities of advertising
companies and for Lamar Media in particular as well as Lamar Advertising’s ability to reach
acceptable terms with respect to any repurchase of its convertible notes.
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