What changed in this filing

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Item 9A. Controls and Procedures

2021-02-26 compared with 2020-02-26 · 72 added, 33 removed, 227 unchanged (32% of the section changed)

39 unchanged sentences

(in millions)

Description Balance at

of Period Balance

Acquired through

Acquisitions Charged to

Expenses Charged

Accounts Deductions Balance at

Allowance for doubtful accounts:

11 unchanged sentences

(in millions)

Gross Carrying Amount at December 31, 2019 (3)

Initial Cost Cost

Acquisition Gross Carrying Amount at December 31, 2020 (3)

Description (1)

Structures and Improvements

Encumbrances Land Structures and Improvements Land Structures and Improvements Total Accumulated

Depreciation Construction

Date Acquisition

Structures added prior to January 1, 2014

United States - 38,760 displays

5 to 20 years

— (2) (2) (2) $ 81.0 $ 1,418.3 1,499.3 $ ( 1,155.6 ) Various Various 5 to 20 years

Canada - 4,620 displays

5 to 20 years

— (2) (2) (2) 1.5 294.2 295.7 ( 285.1 ) Various Various 5 to 20 years

$ 82.5 $ 1,712.5 $ 1,795.0 $ ( 1,440.7 )

Structures added subsequent to January 1, 2014

United States - 2,033 displays

5 to 20 years

$ 15.5 $ 174.2 $ ( 11.8 ) $ 15.5 $ 162.4 $ 177.9 $ ( 8.6 ) Various Various 5 to 20 years

Canada - 289 displays

5 to 20 years

— 22.8 — — 22.8 22.8 ( 1.6 ) Various Various 5 to 20 years

$ 15.5 $ 197.0 $ ( 11.8 ) $ 15.5 $ 185.2 $ 200.7 $ ( 10.2 )

United States - 40,793 displays

5 to 20 years

$ 96.5 $ 1,580.7 $ 1,677.2 $ ( 1,164.2 ) Various Various 5 to 20 years

Canada - 4,909 displays

5 to 20 years

1.5 317.0 318.5 ( 286.7 ) Various Various 5 to 20 years

$ 98.0 $ 1,897.7 $ 1,995.7 $ ( 1,450.9 )

______________________

(1) No single asset exceeded 5 % of the total gross carrying amount as of December 31, 2020.

2 unchanged sentences

The following table summarizes the activity for the Company’s real estate assets, which consist of advertising displays, and the related accumulated depreciation.

2020 2019 2018

Gross real estate assets:

10 unchanged sentences

Balance at the beginning of the year $ 1,394.0 $ 1,323.2 $ 1,280.7

Depreciation 61.6 66.0 69.1

Assets sold or written-off ( 12.8 ) ( 8.0 ) ( 2.3 )

22 unchanged sentences

001-36367), filed on February 26, 2019).

3.3 Articles Supplementary of OUTFRONT Media Inc.

effective April 20, 2020 (incorporated herein by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K (File No.

001-36367), filed on April 21, 2020).

4.1 Indenture, dated as of January 31, 2014, by and among CBS Outdoor Americas Capital LLC, CBS Outdoor Americas Capital Corporation, the guarantors named therein and Deutsche Bank Trust Company Americas (including the Form of Senior Notes) (incorporated herein by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-11 (File No.

6 unchanged sentences

001-36367), filed on March 30, 2015).

4.5 Indenture, dated as of May 15, 2020, by and among Outfront Media Capital LLC, Outfront Media Capital Corporation, the guarantors named therein and Deutsche Bank Trust Company Americas (including the Form of Senior Notes) (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on May 15, 2020).

4.6 Indenture, dated as of January 19, 2021, by and among Outfront Media Capital LLC, Outfront Media Capital Corporation, the guarantors named therein and Deutsche Bank Trust Company Americas (including the Form of Senior notes) (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on January 19, 2021).

4.7 Description of OUTFRONT Media Inc.

78 unchanged sentences

001-36367), filed on May 24, 2018).*

10.33 Amendment No.

6 to Credit Agreement, dated as of April 15, 2020, by and among Outfront Media Capital LLC, Outfront Media Capital Corporation, the guarantors party thereto, Morgan Stanley Senior Funding, Inc.

and the other lenders party thereto from time to time, to Credit Agreement, dated as of January 31, 2014, as amended (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on April 21, 2020).

10.34 Investment Agreement, dated April 16, 2020, by and among OUTFRONT Media Inc., Providence Equity Partners VIII-A L.P., Providence Equity Partners VIII (Scotland) L.P., PEP VIII Intermediate 5 L.P., PEP VIII Intermediate 6 L.P., ASOF Holdings I, L.P.

and Ares Capital Corporation (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on April 21, 2020).

10.35 Registration Rights Agreement, dated April 20, 2020, by and among OUTFRONT Media Inc., Providence Equity Partners VIII-A L.P., Providence Equity Partners VIII (Scotland) L.P., PEP VIII Intermediate 5 L.P., PEP VIII Intermediate 6 L.P., ASOF Holdings I, L.P.

and Ares Capital Corporation (incorporated herein by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on April 21, 2020).

10.36 Amendment No.

2 to Amended and Restated Master Framework Agreement, dated as of June 18, 2020, by and among OUTFRONT Media Inc., Outfront Media LLC, Outfront Media Outernet Inc., MUFG Bank, Ltd.

and the originators party thereto (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on June 22, 2020).

10.37 Amendment No.

1 to Master Repurchase Agreement, dated as of June 18, 2020, between Outfront Media Outernet Inc.

and MUFG Bank, Ltd.

(incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on June 22, 2020).

10.38 Amendment No.

1 to Master Repurchase Agreement, dated as of June 18, 2020, between Outfront Media LLC and MUFG Bank, Ltd.

(incorporated herein by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on June 22, 2020).

10.39 Form of Salary Reduction Letter (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.

001-36367), filed on May 8, 2020).*

21.1 List of Subsidiaries of OUTFRONT Media Inc.

1 unchanged sentence

24.1 Power of Attorney (included on the signature page of this Annual Report on Form 10-K and incorporated herein by reference).

Certification of the Chief Executive Officer of OUTFRONT Media Inc.

pursuant to Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.1 Executive Officer of OUTFRONT Media Inc.

pursuant to Rule 13a-14(a) or 15d-14(a), as adopted pursuant to Section Executive Officer of OUTFRONT Media Inc.

Officer of OUTFRONT Media Inc.

31.2 Certification of the Chief Financial Officer of OUTFRONT Media Inc.

16 unchanged sentences

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

OUTFRONT MEDIA INC.

February 26, 2021 OUTFRONT MEDIA INC.

/s/ Matthew Siegel

1 unchanged sentence

Executive Vice President and Chief Financial Officer

February 26, 2020

POWER OF ATTORNEY

3 unchanged sentences

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature Title Date

/s/ Jeremy J.

Chairman and Chief Executive Officer

February 26, 2020

(Principal Executive Officer)

/s/ Matthew Siegel

Executive Vice President and Chief Financial Officer

February 26, 2020

Matthew Siegel

(Principal Financial Officer)

/s/ George Wood

Senior Vice President and Controller

February 26, 2020

Male Chairman and Chief Executive Officer February 26, 2021

Male (Principal Executive Officer)

/s/ Matthew Siegel Executive Vice President and Chief Financial Officer February 26, 2021

Matthew Siegel (Principal Financial Officer)

/s/ Patrick Martin Senior Vice President, Controller and Chief Accounting Officer February 26, 2021

Patrick Martin

(Principal Accounting Officer)

/s/ Nicolas Brien

February 26, 2020

/s/ Nicolas Brien Director February 26, 2021

Nicolas Brien

/s/ Angela Courtin

February 26, 2020

/s/ Angela Courtin Director February 26, 2021

Angela Courtin

/s/ Manuel A.

February 26, 2020

/s/ Peter Mathes

February 26, 2020

Diaz Director February 26, 2021

/s/ Michael J.

Dominguez Director February 26, 2021

/s/ Peter Mathes Director February 26, 2021

Tolson Director February 26, 2021

/s/ Joseph H.

February 26, 2020

Wender Director February 26, 2021

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 9A. Controls and Procedures