What changed in this filing

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Item 1. Business

2021-02-26 compared with 2020-02-26 · 124 added, 78 removed, 259 unchanged (44% of the section changed)

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Our inventory consists of billboard displays, which are primarily located on the most heavily traveled highways and roadways in top Nielsen Designated Market Areas (“DMAs”), and transit advertising displays operated under exclusive multi-year contracts with municipalities in large cities across the U.S.

We also have marketing and multimedia rights agreements with colleges, universities and other educational institutions, which entitle us to operate on-campus advertising displays, as well as manage marketing opportunities, media rights and experiential entertainment at sporting events.

In total, we have displays in all of the 25 largest markets in the U.S.

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A substantial proportion of these lease agreements allow us to abate rent and/or terminate the lease agreement in certain circumstances, which may include where the structure is obstructed, where there is a change in traffic flow and/or where the advertising value of the sign structure is otherwise impaired, providing us with flexibility in renegotiating the terms of our leases with landlords in those circumstances.

We manage our operations through three operating segments—(1) U.S.

We manage our operations through two operating segments—U.S.

Billboard and Transit, which is included in our U.S.

Media reportable segment, (2) International and (3) Sports Marketing.

International and Sports Marketing do not meet the criteria to be a reportable segment and accordingly, are both included in Other (see Item 8., Note 20.

Media reportable segment, and International.

International does not meet the criteria to be a reportable segment and accordingly, is included in Other (see Item 8., Note 20.

Segment Information to the Consolidated Financial Statements).

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Three years later, a predecessor of CBS acquired Outdoor Systems, Inc., which represented the consolidation of the outdoor advertising assets of large national operators such as 3M National, Gannett Outdoor (and its Canadian assets held in the name Mediacom) and Vendor (a Mexican outdoor advertising company) and many local operators in the United States, Canada and Mexico.

In 2008, CBS acquired International Outdoor Advertising Holdings Co., which operated outdoor advertising assets in Argentina, Brazil, Chile and Uruguay.

CBS acquired International Outdoor Advertising Holdings Co., which operated outdoor advertising assets in Argentina, Brazil, Chile and Uruguay.

On April 2, 2014, the Company completed an initial public offering (the “IPO”) of its common stock under the name “CBS Outdoor Americas Inc.” On July 16, 2014, CBS completed a registered offer to exchange 97,000,000 shares of our common stock that were owned by CBS for outstanding shares of CBS Class B common stock (“the Exchange Offer”).

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On November 20, 2014, the Company changed its legal name to “OUTFRONT Media Inc.” and its common stock began trading on the New York Stock Exchange under the ticker symbol “OUT.”

On April 1, 2016, we completed the disposition of our outdoor advertising business in Latin America, and received $82.0 million in cash plus working capital.

Acquisition and Disposition Activity

We regularly evaluate potential acquisitions, ranging from small transactions to larger acquisitions.

On June 13, 2017, certain subsidiaries of OUTFRONT Media Inc.

acquired the equity interests of certain subsidiaries of All Vision LLC (“All Vision”), which hold substantially all of All Vision’s outdoor advertising assets in Canada, and effectuated an amalgamation of All Vision’s Canadian business with our Canadian business (the “Transaction”).

In connection with the Transaction, we paid approximately $94.4 million for the assets, comprised of $50.0 million in cash and $44.4 million, or 1,953,407 shares, of Class A equity interests of a subsidiary of the Company that controls its Canadian business (“Outfront Canada”).

For additional information regarding our acquisition and disposition activity, see “Item 7.

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See “Item 1A.

Risk Factors—Risks Related to Our Status as a REIT.” As long as we remain qualified to be taxed as a REIT, we generally will not be subject to U.S.

Risk Factors—Risks Related to Our Corporate and REIT Structure.” As long as we remain qualified to be taxed as a REIT, we generally will not be subject to U.S.

federal income tax on REIT taxable income that we distribute to stockholders.

To maintain REIT status, we must meet a number of organizational and operational requirements, including a requirement that we annually distribute to our stockholders at least 90% of our REIT taxable income, determined without regard to the dividends-paid deduction and excluding any net capital gains.

This distribution requirement may be satisfied by making distributions to our common stockholders, our preferred stockholders (including holders of Series A Preferred Stock, as defined and described in “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Equity—Series A Preferred Stock Issuance”) or a combination of our stockholders.

To the extent that we satisfy this distribution requirement and qualify for taxation as a REIT but distribute less than 100% of our REIT taxable income, determined with the above modifications, we will be subject to U.S.

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We believe we are organized in conformity with the requirements for qualification and taxation as a REIT under the Code and that our manner of operation will enable us to continue to meet those requirements.

If we fail to qualify to be taxed as a REIT in

any taxable year and do not qualify for certain statutory relief provisions, we will be subject to U.S.

If we fail to qualify to be taxed as a REIT in any taxable year and do not qualify for certain statutory relief provisions, we will be subject to U.S.

federal income tax at regular corporate rates and will be precluded from re-electing REIT status for the subsequent four taxable years.

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Increasing the number of digital displays in prime audience locations is an important element of our organic growth strategy, as digital displays have the potential to attract additional business from both new and existing customers.

We believe digital displays are attractive to our customers because they allow for the development of richer and more visually engaging messages, provide our customers with greater content flexibility and greatly reduce production and installation costs.

We believe digital displays are attractive to our customers because they allow for the development of richer and more visually engaging messages, provide our customers with the flexibility both to target audiences by time of day and to quickly launch new advertising campaigns, and eliminate or greatly reduce print production and installation costs.

In addition, digital displays enable us to run multiple advertisements on each display.

Digital billboard displays generate approximately four times more revenue per display on average than traditional static billboard displays.

Digital billboard displays generate approximately four times more revenue per display on average than traditional static billboard

Digital billboard displays also incur, on average, approximately two to four times more costs, including higher variable costs associated with the increase in revenue than traditional static billboard displays.

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The majority of our digital billboard displays were converted from traditional static billboard displays.

In 2017, we commenced deployment of state-of-the-art digital transit displays in connection with several transit franchises and are planning to increase deployments significantly over the coming years.

In 2017, we commenced deployment of state-of-the-art digital transit displays in connection with several transit franchises and are planning to increase deployments over the coming years.

Once the digital transit displays have been deployed at scale, we expect that revenue generated on digital transit displays will be a multiple of the revenue generated on comparable static transit displays.

We intend to incur significant equipment deployment costs and capital expenditures in the coming years to continue increasing the number of digital displays in our portfolio.

See “—Renovation, Improvement and Development.”

Subject to the impact of the COVID-19 pandemic, we intend to incur significant equipment deployment costs and capital expenditures in the coming years to continue increasing the number of digital displays in our portfolio.

See “—Renovation, Improvement and Development.” In response to the COVID-19 pandemic, we reduced maintenance capital expenditures (other than for necessary safety-related projects) and growth capital expenditures for digital billboard display conversions, and we temporarily suspended or delayed our deployment of certain digital transit displays to reduce costs.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—COVID-19 Impact.”

Drive Enhanced Revenue Management.

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We believe that there is significant opportunity for additional industry consolidation, and we will evaluate opportunities to acquire additional out-of-home advertising businesses and structures and sites on a case-by-case basis.

In response to the COVID-19 pandemic, we have taken a highly selective approach to new acquisition activity.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—COVID-19 Impact.”

Mobile Technology and Social Media Engagement .

We believe there is potential for growth in the reach, effectiveness and amplification of-out-home advertising through mobile technology and social media engagement.

We believe there is potential for growth in the reach, effectiveness and amplification out-of-home advertising through mobile technology and social media engagement.

For example, the OUTFRONT Mobile Network creates opportunities for advertisers to reach their target audience by enabling them to bundle geofenced mobile advertising with an out-of-home advertising display campaign.

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Utilization of Data/Analytics.

We believe the continued adoption and refinement of the out-of-home advertising industry’s audience measurement system, Geopath, will enhance the value of the out-of-home medium by providing customers with improved audience measurement and the ability to target by demographic characteristics.

We believe the continued adoption and refinement of the out-of-home advertising industry’s audience measurement system, Geopath, and alternative measurement systems, will enhance the value of the out-of-home medium by providing customers with improved audience measurement and the ability to target by demographic characteristics.

New refinements, including the impact of speed (i.e.

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Further, we believe the use of programmatic advertising platform technology in the out-of-home advertising industry will increase, which will present a revenue growth opportunity for us.

advertising platforms allow out-of-home advertising companies to lease displays to customers at competitive rates through an online bidding process, and we continue to seek strategic opportunities to increase our participation in these platforms.

Programmatic advertising platforms allow out-of-home advertising companies to lease displays to customers at competitive rates through an online bidding process, and we continue to seek strategic opportunities to increase our participation in these platforms.

Our Portfolio of Outdoor Advertising Structures and Sites

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Year Ended December 31,

Industry 2020 2019 2018

Professional Services 11 % 8 % 7 %

Computers/Internet

Healthcare/Pharmaceuticals 9 8 8

Computers/Internet 8 8 8

Television 6 7 7

Financial Services 6 7 5

Entertainment

Restaurants/Fast Food 5 5 5

Automotive 5 4 4

Entertainment 4 7 7

Casinos/Lottery 4 3 4

Telecom/Utilities

Travel/Leisure

Beer/Liquor 3 3 4

Education 3 3 3

Food/Non-Alcoholic Beverages 3 3 3

Real Estate Brokerage

Travel/Leisure 3 3 3

Government Agencies 3 2 2

No single industry in “Other” individually represents more than 2% of total revenues.

Real Estate Brokerage 2 2 2

Telecom/Utilities 2 3 4

Total 100 % 100 % 100 %

(a) No single industry in “Other” individually represents more than 2% of total revenues.

Diversification by Geography

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Percentage of Total Revenues for the Year Ended

December 31, 2019

Number of Displays as of December 31, 2019 (a)

Location (Metropolitan Area)

Transit and Other

Billboard Displays

Transit and Other Displays

Total Displays

Percentage of Total Displays

December 31, 2020 Number of Displays as of December 31, 2020 (a)

Location (Metropolitan Area) Billboard Transit and Other Total Billboard Displays Transit and Other Displays Total Displays Percentage of Total Displays

New York, NY 8 % 40 % 15 % 576 257,385 257,961 51 %

Los Angeles, CA 15 10 14 4,471 42,542 47,013 9

Miami, FL 5 8 6 973 22,286 23,259 5

San Francisco, CA 4 4 4 1,115 16,811 17,926 4

Washington D.C.

1 10 2 23 47,025 47,048 9

State of New Jersey 5 — 4 3,601 — 3,601 <1

Boston, MA 1 6 2 231 39,606 39,837 8

Houston, TX 4 <1 4 1,106 194 1,300 <1

Atlanta, GA 3 4 3 2,020 17,719 19,739 4

Dallas, TX 3 1 2 713 542 1,255 <1

Chicago, IL 4 <1 3 1,105 137 1,242 <1

Detroit, MI 3 <1 3 1,861 5,432 7,293 1

Tampa, FL 4 — 3 1,433 — 1,433 <1

Phoenix, AZ 2 <1 2 1,441 765 2,206 <1

Orlando, FL 3 — 2 1,266 — 1,266 <1

All other United States

Sports marketing and other

30 1 24 18,858 2,415 21,273 4

Sports marketing and other (b)

— 11 2 — — — —

Total United States 95 97 95 40,793 452,859 493,652 98

Canada 5 3 5 4,909 4,507 9,416 2

Total 100 % 100 % 100 % 45,702 457,366 503,068 100 %

Total revenues (in millions) $ 978.6 $ 257.7 $ 1,236.3

All displays, including those reserved for transit agency use.

(a) All displays, including those reserved for transit agency use.

(b) In the third quarter of 2020, we sold all of our equity interests in certain of our subsidiaries (the “Sports Disposition”), which held all of the assets of our Sports Marketing operating segment, for a purchase price of approximately $34.6 million in cash, subject to closing and post-closing adjustments.

The New York and Los Angeles metropolitan areas contributed 45% and 9%, respectively, of total transit and other revenues in 2019 and 45% and 11%, respectively, of total transit and other revenues in 2018.

Los Angeles contributed 16% of total billboard revenues in each of 2018 and 2017.

New York contributed 10% of total billboard revenues in each of 2018 and 2017.

For additional information regarding revenues for our billboard displays and transit and other displays, by segment, for the years ended December 31, 2019 , 2018 and 2017 , see “Item 7.

Los Angeles contributed 17% of total billboard revenues in 2019 and contributed 16% of total billboard revenues in 2018.

New York contributed 9% of total billboard revenues in 2019 and 10% of total billboard revenues in 2018.

For additional information regarding revenues for our billboard displays and transit and other displays by segment, see “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Item 8.

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Digital Revenues (in millions)

for the Year Ended

Number of Digital Displays (a) as of

Digital Billboard

Digital Transit and Other

Total Digital Revenues

Digital Billboard Displays

Digital Transit and Other Displays

Total Digital Displays

for the Year Ended Number of Digital Displays (a) as of

Location Digital Billboard Digital Transit and Other Total Digital Revenues Digital Billboard Displays Digital Transit and Other Displays Total Digital Displays

December 31, 2020:

United States $ 195.5 $ 53.9 $ 249.4 1,228 8,920 10,148

Canada 19.8 0.1 19.9 222 95 317

Total $ 215.3 $ 54.0 $ 269.3 1,450 9,015 10,465

December 31, 2019:

United States $ 222.7 $ 112.3 $ 335.0 1,121 6,145 7,266

Canada 30.0 0.1 30.1 222 93 315

Total $ 252.7 $ 112.4 $ 365.1 1,343 6,238 7,581

December 31, 2018:

United States $ 189.9 $ 59.4 $ 249.3 957 2,854 3,811

Digital display amounts (1) includes 2,172 displays reserved for transit agency use in 2019 and 655 in 2018, and (2) exclude:

(i) all displays under our multimedia rights agreements with colleges, universities and other educational institutions;

(ii) 1,649 MetroCard vending machine digital screens in 2018 and 1,650 in 2017;

and (iii) in-train advertising displays of 317 in 2017, which were permanently taken out of service.

Canada 26.2 0.2 26.4 183 58 241

Total $ 216.1 $ 59.6 $ 275.7 1,140 2,912 4,052

(a) Digital display amounts (1) includes 3,144 displays reserved for transit agency use in 2020, 2,172 in 2019 and 655 in 2018, and (2) exclude 1,649 MetroCard vending machine digital screens in 2018.

Our number of digital displays is impacted by acquisitions, dispositions, management agreements, the net effect of new and lost billboards, and the net effect of won and lost franchises in the period.

Most of our non-maintenance capital expenditures are directed towards new revenue-generating projects, such as the conversion of traditional static billboard displays to digital, the building of new digital displays and the enhancement of our billboard structures to enable us to charge premium rates.

We intend to incur significant equipment deployment costs and capital expenditures in coming years to continue increasing the number of digital displays in our portfolio.

In 2017, we commenced deployment of state-of-the-art digital transit displays in connection with several transit franchises and are planning to increase deployments over the coming years.

Subject to the impact of the COVID-19 pandemic, we intend to incur significant equipment deployment costs and capital expenditures in coming years to continue increasing the number of digital displays in our portfolio.

See “—Growth Strategy.”

We have built or converted 107 digital billboard displays in the United States and 13 in Canada in 2019 , compared to 57 digital billboard displays in the United States and 26 in Canada in 2018, and 65 digital billboard displays in the United States and 21 in Canada in 2017.

Additionally, in 2019, we installed 14 small-format digital displays and entered into marketing arrangements to sell advertising on 50 third-party digital billboard displays in the U.S.

We built or converted 60 digital billboard displays in the United States and 3 in Canada in 2020, compared to 107 digital billboard displays in the United States and 13 in Canada in 2019, and 57 digital billboard displays in the United States and 26 in Canada in 2018.

Additionally, in 2020, we entered into marketing arrangements to sell advertising on 31 third-party digital billboard displays in the U.S.

and 31 in Canada.

In 2019 , we have built, converted or replaced 3,781 digital transit and other displays in the United States.

In 2020, we built, converted or replaced 2,893 digital transit and other displays in the United States.

Our total number of digital displays is impacted by acquisitions, dispositions, management agreements and the net effect of new and lost billboards and the net effect of won and lost franchises.

As of December 31, 2019 , our average initial investment required for a digital billboard display is approximately $230,000 .

In 2016, we initiated a multi-year project to improve the quality of the illumination of our static billboard displays and to reduce our utility costs through the use of the most current LED lighting technology.

As of December 31, 2019 , we completed 49 out of 51 locations (metropolitan areas) planned for conversion to the most current LED lighting technology.

We expect to convert the remaining 2 locations (metropolitan areas) in 2020.

Further, as a result of the COVID-19 pandemic, we reduced our digital billboard display conversions and temporarily suspended or delayed our deployment of certain digital transit displays.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—COVID-19 Impact.” As of December 31, 2020, our average initial investment required for a digital billboard display is approximately $230,000.

We routinely invest capital in the maintenance and repair of our billboard and transit structures.

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Our transit businesses require us to periodically obtain and renew contracts with municipalities and other governmental entities.

All of these contracts have fixed terms, are typically terminable for convenience at the option of the governmental entity (other than with respect to the New York Metropolitan Transportation Authority (the “MTA”)), and generally provide for payments to the governmental entity based on a percentage of the revenues generated under the contract and/or a guaranteed minimum annual payment, and some may require us to incur capital expenditures.

When these contracts expire, we generally must participate in highly competitive bidding processes in order to obtain or renew contracts.

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For information about the property lease contracts relating to our advertising structures and sites, see “Item 2.

The outdoor advertising industry is fragmented, consisting of several companies operating on a national basis, including our company, Clear Channel Outdoor, Lamar, JCDecaux and Intersection, as well as hundreds of smaller regional and local companies operating a limited number of displays in a single or a few local geographic markets.

The outdoor advertising industry is fragmented, consisting of several companies operating on a national basis, including our company, Lamar, Clear Channel Outdoor, JCDecaux and Intersection, as well as hundreds of smaller regional and local companies operating a limited number of displays in a single or a few local geographic markets.

We compete with these companies for both customers and structure and display locations.

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Typically, our revenues and profits are highest in the fourth quarter, during the holiday shopping season, and lowest in the first quarter, as advertisers adjust on spending following the holiday shopping season.

We expect this trend to continue in the future.

Our revenues and profits may also fluctuate due to external events beyond our control, such as the COVID-19 pandemic.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—COVID-19 Impact.”

Human Capital

We believe we can enhance stockholder value by conducting our business in a sustainable way that considers the long-term interests of all our stakeholders, including our employees.

We aim to create a workplace where employees feel engaged, rewarded and empowered.

Culture plays an important role in the way we conduct business and attract talent and, as such, we actively promote a culture of collaboration, creativity, inclusivity and ownership throughout the employee experience.

As of December 31, 2020, we had 2,081 employees, of which 740 were sales and sales-related personnel in the U.S.

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Some of these employees are represented by labor unions and are subject to collective bargaining agreements.

Hiring, developing and retaining employees is important to our business.

As our business grows, we place a priority on helping our employees build both their skills and careers.

We provide regular and ongoing employee development and training, through among other things, our annual performance review process, and employee trainings in consultative selling, technology, safety, compliance, management and leadership skills.

We also recognize the efforts of our employees with a variety of awards, such as our OUTShine!

equity awards.

For 2020, we experienced a 15% reduction in our workforce (excluding employee furloughs), compared to 7% growth in 2019, primarily due to our actions taken in response to the impact of the COVID-19 pandemic to reduce our expenses, including, among other things, workforce reductions.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—COVID-19 Impact.” However, voluntary turnover rates in the U.S.

decreased from 9% for 2019 to 6% for 2020.

Diversity and Inclusion

We are committed to promoting a diverse and inclusive working environment.

We believe that in order to effectively connect diverse audiences across markets, we need a workforce that reflects the diversity of the communities we represent and in which we operate.

One of our basic principles is treating everyone with dignity and respect, and we believe it is our responsibility to respect all cultures, backgrounds, ethnicities, genders and sexual orientations.

Our diversity and inclusion program is led by an advisory council and the Company’s co-Chief Diversity Officers as well as our Chief Human Resources Officer, and is charged with providing programs that focus on the value of diversity and inclusion to the Company’s culture, including employee resource groups, diversity and inclusion training and events, presentations by keynote speakers, and internship programs, all of which support women, people of color and members of the LGBTQ+ community.

Compensation, Benefits, Health and Safety

We provide an attractive compensation and benefits package to attract and retain key talent and support our employees’ health, well-being and overall development, including competitive salaries and wages, healthcare and insurance benefits, a 401(k) program, paid time off including for parental leave and volunteer activities, education assistance, and a broad-based equity program to foster a sense of ownership among the majority of our full-time employees.

We take the health and safety of our employees very seriously.

That is why we have adopted a preventive culture and follow and enforce a strict set of safety guidelines and training processes under the supervision of our Vice President of Operations Effectiveness and Safety.

Our comprehensive training program is another essential aspect to promoting the safety of our employees.

We require all our field operations team members to participate in an extensive training process and we reinforce these trainings throughout the year.

In 2020, we did not suffer any significant employee accidents or injuries and continue to strictly manage our corporate health and safety programs to ensure compliance.

In response to the COVID-19 pandemic, we prioritized the health and safety of our employees by, among other things, shifting to a secure remote workforce for all personnel other than operations personnel who service our displays and certain other personnel, and implementing deep cleaning, social distancing and other protective policies and practices in accordance with federal, state and local regulations and guidance across all offices and facilities that are open or in the process of reopening.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—COVID-19 Impact.”

The outdoor advertising industry is subject to governmental regulation and enforcement at the federal, state and local levels in the United States and Canada.

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The HBA also requires the development of state standards, promotes the expeditious removal of illegal signs and requires just compensation for takings, on affected roadways.

These state restrictions and standards, or their local and municipal counterparts, may be modified over time in response to legal challenges or otherwise, which could have an adverse effect on our business, financial condition and results of operations.

These state restrictions and standards, or their local and municipal counterparts, as described below, may be modified, replaced or invalidated over time in response to third party legal challenges or otherwise, which could affect prevailing competitive conditions in our markets in a variety of ways and/or have an adverse effect on our business, financial condition and results of operations.

Municipal and county governments generally also have sign controls as part of their zoning laws and building codes, and many have adopted standards more restrictive than the federal requirements.

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Additionally, many states require similar compensation (or relocation) with regard to compelled removals of lawful billboards in other locations, although the methodology used to determine such compensation varies by jurisdiction.

Some local governments in the United States and Canada have attempted to force removal of billboards after a period of years under a concept called amortization.

Some local governments in the United States and Canada have attempted to force the removal of billboards after a period of years under a concept called amortization.

Under this concept the governmental body asserts that just compensation has been earned by continued operation of the billboard over a period of time.

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We are subject to numerous federal, state, local and foreign laws, rules and regulations as well as industry standards and regulations regarding privacy, information security, data and consumer protection (including with respect to personally identifiable information), among other things.

Many of these laws and industry standards and regulations are still evolving (such as the new California Consumer Privacy Act) and changes in the nature of the data that we collect, purchase and utilize, and the ways that data is permitted to be collected, stored, used and/or shared may negatively impact the way that we are able to conduct business, particularly our digital display platform.

Many of these laws and industry standards and regulations are still evolving and changes in the nature of the data that we collect, purchase and utilize, and the ways that data is permitted to be collected, stored, used and/or shared may negatively impact the way that we are able to conduct business, particularly our digital display platform.

Additionally, no cybersecurity measures are impenetrable, and if a cybersecurity incident occurs, we could lose competitively sensitive proprietary business information, disclose personally identifiable information, and/or suffer disruptions to our business operations, particularly our digital advertising displays, which could result in, among other things, regulatory investigations, legal proceedings and/or remedial actions relating to our cybersecurity measures.

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Risk Factors—Risks Related to Our Business and Operations—If we experience a cybersecurity incident, we may suffer reputational harm and significant legal and financial exposure.”

The COVID-19 pandemic and the related preventative measures taken to mitigate the effects of any pandemic, whether government-imposed or otherwise, including shutdowns and slowdowns of, and restrictions on, businesses, public gatherings, social interactions and travel (including reductions in foot traffic, roadway traffic, commuting, transit ridership and overall target audiences) throughout the markets in which we do business have had, and may continue to have, an impact on the global economy and our business.

See “Item 1A.

Risk Factors—Risks Related to Our Business and Operations—The COVID-19 pandemic and any other pandemics could, materially adversely affect our business, financial condition and results of operations” and “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—COVID-19 Impact.”

Policies with Respect to Certain Activities

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We may enter into multi-year contracts with municipalities and transit operators for the right to display advertising copy on the interior and exterior of rail and subway cars, buses, benches, trams, trains, transit shelters, street kiosks and transit platforms.

We may also enter into marketing and multimedia rights agreements with colleges, universities and other educational institutions, which entitle us to operate on-campus advertising displays, as well as manage marketing opportunities, media rights and experiential entertainment at sporting events.

In addition, we may participate with third parties in property ownership through joint ventures or other types of co-ownership.

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We have not and do not currently anticipate investing in securities of other issuers for the purpose of exercising control over such entities, acquiring any investments primarily for sale in the ordinary course of business, or holding any investments with a view to making short-term gains from their sale, but we may engage in these activities in the future.

Since we must comply with various requirements under the Code in order to maintain our qualification to be taxed as a REIT, including restrictions on the types of assets we may hold, the sources of our income and accumulation of earnings and profits, our ability to engage in certain investments and acquisitions, such as acquisitions of C corporations, may be limited.

Since we must comply with various requirements

under the Code in order to maintain our qualification to be taxed as a REIT, including restrictions on the types of assets we may hold, the sources of our income and accumulation of earnings and profits, our ability to engage in certain investments and acquisitions, such as acquisitions of C corporations, may be limited.

Investments in Other Securities.

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We may, when appropriate, employ leverage and use debt as a means to finance growth in our business, refinance existing debt, to provide additional funds to distribute to stockholders, and/or for corporate purposes.

The Company, along with Outfront Media Capital LLC (“Finance LLC”) and Outfront Media Capital Corporation (“Finance Corp.” and together with Finance LLC, the “Borrowers”) and other guarantor subsidiaries party thereto, are parties to a credit agreement and a related security agreement, each dated January 31, 2014 (together, and as amended, restated, amended and restated, supplemented or otherwise modified, the “Credit Agreement”), pursuant to which the Borrowers may borrow funds under a $500.0 million revolving credit facility due in November 2024 (the “Revolving Credit Facility”) and have incurred outstanding indebtedness of $600.0 million under a term loan due in November 2026 (the “Term Loan”).

Since 2014, the Borrowers have been parties to agreements governing our standalone letter of credit facilities.

The Company, along with Outfront Media Capital LLC (“Finance LLC”) and Outfront Media Capital Corporation (“Finance Corp.” and together with Finance LLC, the “Borrowers”) and other guarantor subsidiaries party thereto, are parties to a credit agreement and a related security agreement, each dated January 31, 2014 (together, and as amended, restated, amended and restated, supplemented or otherwise modified, the “Credit Agreement”), pursuant to which the Borrowers may borrow funds under a $500.0 million revolving credit facility, which matures in 2024 (the “Revolving Credit Facility”) and have incurred outstanding indebtedness of $600.0 million under a term loan due in 2026 (the “Term Loan”).

Since 2014, the Borrowers have also been parties to agreements governing our standalone letter of credit facilities.

As of December 31, 2020, we had issued letters of credit totaling approximately $71.7 million under our aggregate $78.0 million standalone letter of credit facilities.

Additionally, since 2014, the Borrowers have issued senior unsecured notes in several private placement transactions and redeemed certain of these senior unsecured notes.

As of December 31, 2019 , of the senior unsecured notes issued by the Borrowers, $500.0 million aggregate principal amount of 5.625% Senior Unsecured Notes due 2024 (the “2024 Notes”), $650.0 million aggregate principal amount of 5.000% Senior Unsecured Notes due 2027 (the “2027 Notes”) and $500.0 million aggregate principal amount of 4.625% Senior Unsecured Notes due 2030 (the “2030 Notes” and collectively with the 2024 Notes and the 2027 Notes, the “Notes”) remain outstanding.

In addition, as of December 31, 2019 , we have a $125.0 million revolving accounts receivable securitization facility (the “AR Facility”), which terminates in June 2022, unless further extended, and a 364-day uncommitted $90.0 million structured repurchase facility (the “Repurchase Facility” and together with the AR Facility, the “AR Securitization Facilities”), which terminates in June 2020, unless further extended.

As of December 31, 2020, of the senior unsecured notes issued by the Borrowers, $500.0 million aggregate principal amount of 5.625% Senior Unsecured Notes due 2024 (the “2024 Notes”), $400.0 million aggregate principal amount of 6.250% Senior Unsecured Notes due 2025 (the “2025 Notes”), $650.0 million aggregate principal amount of 5.000% Senior Unsecured Notes due 2027 (the “2027 Notes”) and $500.0 million aggregate principal amount of 4.625% Senior Unsecured Notes due 2030 (the “2030 Notes” and collectively with the 2024 Notes, 2025 Notes and the 2027 Notes, the “Notes”) remain outstanding.

On February 16, 2021, we used the net proceeds from the issuance of $500.0 million aggregate principal amount of 4.250% Senior Unsecured Notes due 2029 (the “2029 Notes”), together with cash on hand, to redeem all of our outstanding 2024 Notes.

In addition, as of December 31, 2020, we have a revolving accounts receivable securitization facility (the “AR Facility”), which terminates in 2022, unless further extended, and a 364-day uncommitted structured repurchase facility (the “Repurchase Facility” and together with the AR Facility, the “AR Securitization Facilities”), which terminates in 2021, unless further extended.

We have been a party to the agreements governing the AR Facility and the Repurchase Facility since June 2017 and September 2018, respectively.

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For more information, see “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.” Other than as described herein, we have not borrowed any money from third parties during the past three years.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”

The Company’s Charter (our “charter”) and the Company’s Amended and Restated Bylaws (our “bylaws”) do not limit the amount or percentage of indebtedness that we may incur, nor have we adopted any policies addressing this.

The Credit Agreement, the agreements governing the AR Securitization Facilities and the indentures governing the Notes contain, and any future debt agreements may contain, covenants that place restrictions on us and our subsidiaries.

The Credit Agreement, the agreements governing the AR Securitization Facilities and the indentures governing the Notes (and the 2029 Notes) contain, and any future debt agreements may contain, covenants that place restrictions on us and our subsidiaries.

Our board of directors may limit our debt incurrence to be more restrictive than our debt covenants allow and from time to time may modify these restrictions in light of then-current economic conditions, relative costs of debt and equity capital, market values of our properties, general conditions in the market for debt and equity securities, fluctuations in the market price of our common stock, growth and acquisition opportunities and other factors.

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See “Item 1A.

Risk Factors—Risks Related to Our Business and Operations.”

Risk Factors.”

Lending Policies

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In the future, we may issue debt securities (including senior securities), offer common stock, preferred stock, convertible securities or options to purchase common stock in exchange for property, and/or repurchase or otherwise reacquire our common stock or other securities in the open market or otherwise.

Except in connection with the Notes and any related exchanges of publicly registered Notes for privately issued Notes, equity private placements relating to a license and development agreement, the Transaction, the ATM Program (as defined in “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources”) and stock-based employee compensation, in the past four years, we have not offered or issued debt securities, common stock, preferred stock, convertible securities, options to purchase common stock or any other securities in exchange for property or any other purpose.

Our board of directors has the authority, without further stockholder approval, to amend our charter to increase the number of authorized shares of our common stock or preferred stock and to authorize us to issue additional shares of common stock or preferred stock, in one or more series, including senior securities, in any manner, and on the terms and for the consideration it deems appropriate, subject to applicable laws and regulations.

Except in connection with the Notes (and the 2024 Notes) and any related exchanges of publicly registered Notes for privately issued Notes, equity private placements relating to a license and development agreement, Class A equity interests of a subsidiary of the Company that controls its Canadian business in connection with the acquisition of outdoor advertising assets in Canada, the ATM Program and the Private Placement (each as defined and described in “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources”) and stock-based employee and consultant compensation, in the past four years, we have not offered or issued debt securities, common stock, preferred stock, convertible securities, options to purchase common stock or any other securities in exchange for property or any other purpose.

Our charter authorizes us to issue additional authorized but unissued shares of common or preferred stock.

In addition, our charter permits a majority of our entire board of directors to, without common stockholder approval, amend our charter to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class or series that we have authority to issue.

We have not engaged in trading, underwriting or agency distribution or sale of securities of other issuers and do not intend to do so.

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Such reports and other information filed by the Company with the SEC are available free of charge in the Investor Relations section of our website as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.

The SEC maintains an Internet site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at www.sec.gov.

The SEC maintains an

Internet site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at www.sec.gov.

The contents of the websites referred to above are not incorporated into this filing.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business