NOTE

BUSINESS ACQUISITIONS

2020

Acquisitions

During the

first

quarter of

2020,

we completed

two

acquisitions accounted for as business combinations under the provisions of ASC

805.

A summary of the acquisitions is provided below.

Billboard Acquisition

February 26, 2020,

our subsidiary, LMO, acquired certain billboard assets in Nevada from Dean Martin Holding, LLC for a purchase price of

$1,995,832.

Broadband Acquisition

March 10, 2020,

FIF AireBeam, LLC, our wholly-owned subsidiary, acquired substantially all of the business assets of FibAire Communications, LLC, which we refer to as "FibAire", a broadband services provider, as well as other assets used in the business operations owned by entities related to FibAire. Under the terms of the asset purchase agreement, all purchased assets were sold on a debt-free basis to AireBeam. The total purchase price of

$13,712,491

was paid

90%

in cash and the remaining

10%

of the purchase price was paid by issuing to FibAire

10%

of the outstanding equity of AireBeam.

$1,851,186

of the cash proceeds will be held in escrow for a minimum of

one

year from the closing to provide indemnification for certain representations and warranties made by FibAire in the asset purchase agreement. At any time, FibAire has the option, but

not

the obligation, to sell AireBeam its entire ownership interest in AireBeam. AireBeam would be obligated to purchase the units and pay for the purchase over a

three

-year period if FibAire elects to exercise this option. At any time after

December 31, 2023,

AireBeam has the option, but

not

the obligation, to purchase FibAire’s ownership interest in AireBeam, with payment due in full upon exercise of the option. The purchase price for the units under either of these put/call options is based upon a multiple of earnings before interest, taxes, depreciation, amortization, and certain other expenses.

We are in the process of obtaining a

third

-party valuation of the tangible and intangible assets, and therefore the initial allocation of the purchase price is subject to refinement. The purchase was recorded at fair value and preliminarily allocated as follows:

	AireBeam
Assets Acquired
Property, Plant and Equipment	$	3,021,364
Customer Relationships		2,040,000
Permits		260,000
Trade Names and Trademarks		970,000
Goodwill		7,631,654
Right of Use Assets		1,475,959
Other		49,398

Total Assets Acquired		15,448,375

Liabilities Assumed
Accounts Payable		259,925
Lease Liabilities		1,475,959

Total Liabilities Assumed		1,735,884

Total	$	13,712,491

AireBeam's results of operations for the

three

month period ended

March 31, 2020

are recognized from

March 10, 2020,

the date of acquisition, through

March 31, 2020.

During this period, revenues and earnings were

$267,251

and

$65,410,

respectively. Acquisition costs of

$287,934

were expensed in professional fees during the same period.

2019

Acquisitions

During the year ended

December 31, 2019

, we completed

two

acquisitions of billboards and related assets. These acquisitions were accounted for as business combinations under the provisions of ASC

805.

A summary of the acquisitions is provided below.

Billboard Acquisitions

Image Outdoor Advertising, Inc.

August 30, 2019,

our subsidiary, LMSE, acquired from Image Outdoor Advertising, LLC, which we refer to as “Image”,

billboard structures and related assets located in West Virginia. The acquisition was completed for the purpose of expanding our presence in the outdoor advertising market in the Southeastern United States. The purchase price consisted of

$6,915,501

in cash, net of adjustments, and

34,673

shares of our Class A common stock for a total purchase price of

$7,625,604

and includes

$398,750

that was held back by LMSE and will be disbursed, subject to any claims for indemnification, over an

month period. Due to the timing of the transaction, the initial accounting for the business combination is incomplete. The provisional purchase price allocation is based on internal information derived from our previous acquisitions in the Southeastern United States. We are still in the process of obtaining and assessing documentation of the contracts for customer relationships and detailed reports for structures and permits. Our preliminary purchase price allocation related to Image includes property, plant and equipment, intangibles and goodwill of

$1,565,065,

$3,145,000

and

$3,045,538,

respectively, as well as other net liabilities of

$129,999.

Alpha Displays, Inc.

October 1, 2019,

our subsidiary, LMO, acquired certain billboard assets in Missouri from Alpha Displays, Inc. The purchase price for the acquired assets was

$1,337,685

and includes

$380,546

that was held back by LMO and will be disbursed, subject to any claims for indemnification, over an

month period. The assets were acquired for the purpose of expanding our presence in the outdoor advertising market in the Midwestern United States.

Pro Forma Information

The following is the unaudited pro forma information assuming all business acquisitions occurred on

January 1, 2019.

For all of the business acquisitions depreciation and amortization have been included in the calculation of the pro forma information provided below, based upon the actual acquisition costs. Depreciation is computed on the straight-line method over the estimated remaining economic lives of the assets, ranging from

two

years to

fifteen

years. Amortization is computed on the straight-line method over the estimated useful lives of the assets ranging from

two

fifty

years.

	For the Three Months Ended
	March 31,
	2020			2019

Revenue	$	12,413,443		$	10,617,497

Net Loss Attributable to Common Stockholders	$	(24,505,867	)	$	(4,050,519	)

Basic and Diluted Loss per Share	$	(1.04	)	$	(0.18	)

Basic and Diluted Weighted Average Class A and Class B Common Shares Outstanding		23,510,660			22,220,892

The information included in the pro forma amounts is derived from historical information obtained from the sellers of the businesses. The pro forma amounts above for basic and diluted weighted average shares outstanding have been adjusted to include the stock issued in connection with the acquisition of Image.