What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2022-05-03 compared with 2021-11-05 · 189 added, 334 removed, 400 unchanged (57% of the section changed)

4 unchanged sentences

Except as otherwise indicated or unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q to (i) “OUTFRONT Media,” “the Company,” “we,” “our,” “us” and “our company” mean OUTFRONT Media Inc., a Maryland corporation, and unless the context requires otherwise, its consolidated subsidiaries, and (ii) the “25 largest markets in the U.S.,” “approximately 150 markets in the U.S.

and Canada” and “Nielsen Designated Market Areas” are based, in whole or in part, on Nielsen Media Research’s Designated Market Area rankings as of January 1, 2021.

and Canada” and “Nielsen Designated Market Areas” are based, in whole or in part, on Nielsen Media Research’s 2022 Designated Market Area rankings.

OUTFRONT Media is a real estate investment trust (“REIT”), which provides advertising space (“displays”) on out-of-home advertising structures and sites in the United States (the “U.S.”) and Canada.

4 unchanged sentences

Segment Information to the Consolidated Financial Statements).

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 Sports Marketing operating segment was the marketing and multimedia rights holder for a variety of colleges, universities and other educational institutions across the United States.

The operating results of our Sports Marketing operating segment through June 30, 2020, are included in our Consolidated Financial Statements and are included in Other in our segment reporting.

We are one of the largest providers of advertising space on out-of-home advertising structures and sites across the U.S.

7 unchanged sentences

As part of our technology platform, we are developing solutions for enhanced demographic and location targeting, and engaging ways to connect with consumers on-the-go.

Additionally, our OUTFRONT Mobile Network and social influence add-on products allow our customers to further leverage location targeting with interactive mobile advertising and social sharing amplification.

Additionally, our OUTFRONT Mobile Network products allow our customers to further leverage location targeting with interactive mobile advertising.

We believe out-of-home continues to be an attractive form of advertising, as our displays are always viewable and cannot be turned off, skipped, blocked or fast-forwarded.

2 unchanged sentences

In addition to leasing displays, we provide other value-added services to our customers, such as pre-campaign category research, consumer insights, print production and post-campaign tracking and analytics.

Media segment generated 18% of its revenues in the New York City metropolitan area in the three months ended September 30, 2021, 12% in the three months ended September 30, 2020, 15% in the nine months ended September 30, 2021 and 16% in the nine months ended September 30, 2020, and generated 16% in the Los Angeles metropolitan area in the three months ended September 30, 2021, 15% in the three months ended September 30, 2020, 16% in the nine months ended September 30, 2021, and 15% in the nine months ended September 30, 2020.

In the three months ended September 30, 2021, our U.S.

Media segment generated $376.2 million of Revenues and $116.4 million of Operating income before Depreciation , Amortization , Net gain on dispositions , Stock-based compensation and Restructuring charges (“Adjusted OIBDA”).

In the three months ended September 30, 2020, our U.S.

Media segment generated $265.8 million of Revenues and $65.9 million of Adjusted OIBDA.

In the nine months ended September 30, 2021, our U.S.

Media segment generated $943.4 million of Revenues and $221.6 million of Adjusted OIBDA.

In the nine months ended September 30, 2020, our U.S.

Media segment generated 19% of its revenues in the New York City metropolitan area in the three months ended March 31, 2022 and 12% in the three months ended March 31, 2021, and generated 17% in the Los Angeles metropolitan area in the three months ended March 31, 2022, and 15% in the three months ended March 31, 2021.

In the three months ended March 31, 2022, our U.S.

Media segment generated $354.2 million of Revenues and $80.1 million of Operating income before Depreciation , Amortization , Net gain on dispositions and Stock-based compensation (“Adjusted OIBDA”).

In the three months ended March 31, 2021, our U.S.

Media segment generated $245.4 million of Revenues and $24.6 million of Adjusted OIBDA.

(See the “Segment Results of Operations” section of this MD&A.)

Other (includes International and through June 30, 2020, Sports Marketing).

In the three months ended September 30, 2021, Other generated $23.0 million of Revenues and $4.8 million of Adjusted OIBDA.

In the three months ended September 30, 2020, Other generated $16.5 million of Revenues and $2.4 million of Adjusted OIBDA.

In the nine months ended September 30, 2021, Other generated $56.0 million of Revenues and $4.4 million of Adjusted OIBDA.

In the nine months ended September 30, 2020, Other generated $66.5 million of Revenues and an Adjusted OIBDA loss of $3.3 million.

Other (includes International).

In the three months ended March 31, 2022, Other generated $19.3 million of Revenues and $0.6 million of Adjusted OIBDA.

In the three months ended March 31, 2021, Other generated $13.8 million of Revenues and an Adjusted OIBDA loss of $2.0 million.

COVID-19 Impact

The ongoing novel coronavirus (“COVID-19”) pandemic and the related preventative measures taken to help curb the spread, 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, a significant impact on the global economy and our business.

Though we remain able to continue to sell and service our displays, governmental restrictions have eased in most of our markets and most of our markets have commenced their economic recoveries, our billboard and transit businesses in many of the top DMAs, such as New York and Los Angeles, are still experiencing the significant impacts of the ongoing COVID-19 pandemic.

In 2021, the ongoing COVID-19 pandemic may, among other things, (i) reduce or curtail our customers’ advertising expenditures and overall demand for our services through purchase cancellations or otherwise;

(ii) increase the volatility of our customers’ advertising expenditure patterns from period-to-period through short-notice purchases, purchase deferrals or otherwise;

and (iii) delay the collection of certain earned advertising revenues from our customers, all of which could have a material adverse effect on our business, financial condition and results of operation in 2021.

As a result of the impact of the ongoing COVID-19 pandemic on our business and results of operations, we expect our key performance indicators and total revenues to incrementally improve throughout the remainder of 2021 as compared to 2020, but be materially lower in 2021 than pre-COVID-19 pandemic levels, particularly in our U.S.

Media segment and with respect to our transit and other business.

We expect total expenses to increase throughout the remainder of 2021 as compared to 2020, but be materially lower in 2021 than pre-COVID-19 pandemic levels, particularly in our U.S.

Media segment and with respect to our transit and other business.

Additionally, we expect billboard property lease expenses, such as rental expenses, and posting, maintenance and other expenses, as a percentage of revenues, to decrease throughout the remainder of 2021 as compared to 2020.

We expect transit franchise expenses, such as transit franchise payments, as a percentage of revenues, to increase throughout the remainder of 2021 as compared to 2020, and be materially higher in 2021 than pre-COVID-19 pandemic levels, primarily due to our guaranteed minimum annual payment amounts owed to the MTA, which resumed on January 1, 2021.

The impacts described above with respect to 2020 were greatest in the second quarter of 2020, with incremental improvement in the third and fourth quarters of 2020.

Accordingly, results for the three and nine months ended September 30, 2021, are not indicative of the results that may be expected for the fiscal year ending December 31, 2021.

Throughout the ongoing COVID-19 pandemic, we have prioritized the health and safety of our employees and customers by (i) utilizing a secure remote workforce for personnel other than operations personnel who service our displays and certain other personnel, (ii) 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, (iii) restricting non-essential business travel, and (iv) communicating frequently with our employees and customers to address any concerns and updates to our policies.

None of these actions have caused a significant disruption in our ability to manage the continuity of our business or our internal controls.

In addition, in order to preserve financial flexibility, increase liquidity and reduce expenses in light of the uncertainty in the global economy and our business, we modified our business goals and undertook several actions to date, including, among other things, issuing the Series A Preferred Stock (as defined below) and reducing SG&A (as defined below) and posting, maintenance and other expenses.

We will continue in 2021 to focus on managing costs and expenses to offset any decreases in

revenues in 2021 as compared to pre-COVID-19 pandemic levels.

However, we have resumed capital investments in a measured manner, including taking a selective approach to acquisition activity, based on our current financial condition.

We have also engaged, and will continue to engage, in constructive conversations with our billboard ground lease landlords and transit franchise partners to mitigate any increases as a percentage of revenues in billboard property lease expenses, transit franchise expenses and posting, maintenance and other expenses.

We continue to monitor the evolving situation and guidance from federal, state and local public health authorities and may take additional actions based on their recommendations.

Though we remain able to continue to sell and service our displays with no significant disruption, governmental restrictions have eased in most of our markets and most of our markets have commenced their economic recoveries, our transit businesses are still experiencing the significant impact of the ongoing novel coronavirus (“COVID-19”) pandemic.

There still remains uncertainty around the severity and duration of the COVID-19 pandemic and the measures that may be taken in response to the COVID-19 pandemic.

If the measures that were taken in response to the COVID-19 pandemic in 2020 and 2021 are reimplemented in a manner that reduces foot traffic, roadway traffic, commuting, transit ridership and overall target advertising audiences in the markets in which we do business, there could be a significant impact on our business.

We continue to monitor the evolving situation and guidance from federal, state and local public health authorities and may take actions based on their recommendations.

When the COVID-19 pandemic subsides, there can be no assurances as to the time it may take to generate total revenues, particularly in our U.S.

Media segment and with respect to our transit and other business, at pre-COVID-19 pandemic levels.

There remains uncertainty around the severity and duration of the COVID-19 pandemic and the measures taken, or may be taken, in response to the COVID-19 pandemic, which will depend on numerous factors, including, among others, the emergence of new cases of COVID-19 and its variants, hospitalization and mortality rates, and the availability and distribution of safe and effective treatments and vaccines.

Accordingly, the Company cannot reasonably estimate the full impact of the COVID-19 pandemic on our business, financial condition and results of operations at this time, which may be material.

As a result of the impact of the COVID-19 pandemic on our business and results of operations, we expect our key performance indicators and total revenues to incrementally improve in 2022 as compared to 2021, but some key performance indicators will continue to be materially lower in 2022 than pre-COVID-19 pandemic levels.

We expect total revenues in 2022 to approach or potentially surpass pre-COVID-19 pandemic levels based on our current expectation of strong performance in total billboard revenues in our U.S.

Media segment.

We expect total transit and other revenues in our U.S.

Media segment to incrementally improve in 2022, but still remain materially below pre-COVID-19 pandemic levels until 2023.

We also expect Adjusted OIBDA to incrementally improve in 2022, driven by improvements in our transit and other business, but remain below pre-COVID-19 pandemic levels.

We expect total expenses to increase in 2022 as compared to 2021, and exceed pre-COVID-19 pandemic levels.

In particular, we expect billboard property lease expenses, such as rental expenses, and posting, maintenance and other expenses, as a percentage of revenues, to be consistent with pre-COVID-19 pandemic levels.

We expect transit franchise expenses, such as transit franchise payments, as a percentage of revenues, to decrease in 2022 as compared to 2021, but be higher in 2022 than pre-COVID-19 pandemic levels, primarily due to the guaranteed minimum annual payment amounts owed to the MTA and other transit franchise partners as total transit and other revenues incrementally improve in the future.

Results for the three months ended March 31, 2022, are not indicative of the results that may be expected for the fiscal year ending December 31, 2022.

Economic Environment

1 unchanged sentence

We rely on third parties to manufacture and transport our digital displays.

As a result of the current market-wide supply shortages and logistics disruptions as the economy recovers from the COVID-19 pandemic, we have experienced delays and price increases in the second and third quarters of 2021 with respect to certain of our digital displays, which may continue throughout 2021 and into 2022, and could have an adverse effect on our business, financial condition and results of operations.

As a result of the current market-wide supply shortages and logistics disruptions as the economy recovers from the COVID-19 pandemic, we have experienced delays and price increases beginning in 2021 with respect to certain of our digital displays, which will continue in 2022, and could have an adverse effect on our business, financial condition and results of operations.

Business Environment

6 unchanged sentences

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 displays.

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.

1 unchanged sentence

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 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 have 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.

In the future, we expect revenues generated on digital transit displays will be a multiple of the revenues generated on comparable static transit displays.

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.

We have built or converted 22 new digital billboard displays in the U.S.

and 8 in Canada during the nine months ended September 30, 2021.

Additionally, in the nine months ended September 30, 2021, we entered into marketing arrangements to sell advertising on 30 third-party digital billboard displays in the U.S.

and 4 in Canada.

In the nine months ended September 30,

2021, we have built, converted or replaced 1,824 digital transit and other displays in the U.S.

and 5 digital transit and other displays in Canada.

during the three months ended March 31, 2022.

Additionally, in the three months ended March 31, 2022, we entered into marketing arrangements to sell advertising on 16 third-party digital billboard displays in the U.S.

In the three months ended March 31, 2022, we have built, converted or replaced 1,409 digital transit and other displays in the U.S.

The following table sets forth information regarding our digital displays.

Digital Revenues (in millions)

for the Nine Months Ended

September 30, 2021 (a)

for the Three Months Ended March 31, 2022 (a)

Number of Digital Displays as of

September 30, 2021 (a)

March 31, 2022 (a)

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

8 unchanged sentences

We have a diversified base of customers across various industries.

During the three months ended September 30, 2021, our largest categories of advertisers were professional services, retail and healthcare/pharmaceuticals, each of which represented approximately 12%, 8% and 8% of our total U.S.

Media segment revenues, respectively.

During the three months ended September 30, 2020, our largest categories of advertisers were professional services, healthcare/pharmaceuticals and retail, each of which represented approximately 12%, 9% and 8% of our total U.S.

Media segment revenues, respectively.

During the nine months ended September 30, 2021, our largest categories of advertisers were professional services, retail and healthcare/pharmaceuticals, each of which represented approximately 12%, 9% and 8% of our total U.S.

During the three months ended March 31, 2022, our largest categories of advertisers were Entertainment, Health/Medical and Retail, each of which represented approximately 23%, 10% and 9% of our total U.S.

Media segment revenues, respectively.

During the nine months ended September 30, 2020, our largest categories of advertisers were professional services, healthcare/pharmaceuticals and retail, each of which represented approximately 11%, 9% and 8% of our total U.S.

During the three months ended March 31, 2021, our largest categories of advertisers were Entertainment, Health/Medical and Retail, each of which represented approximately 16%, 10% and 8% of our total U.S.

Media segment revenues, respectively.

Our large-scale portfolio allows our customers to reach a national audience and also provides the flexibility to tailor campaigns to specific regions or markets.

In the three months ended September 30, 2021, we generated approximately 43% of our U.S.

Media segment revenues from national advertising campaigns compared to approximately 39% in the same prior-year period.

In the nine months ended September 30, 2021, we generated approximately 40% of our U.S.

In the three months ended March 31, 2022, we generated approximately 41% of our U.S.

Media segment revenues from national advertising campaigns compared to approximately 38% in the same prior-year period.

5 unchanged sentences

We believe these non-GAAP performance indicators are meaningful supplemental measures of our operating performance and should not be considered in isolation of, or as a substitute for, their most directly comparable GAAP financial measures.

Three Months Ended Nine Months Ended

September 30, % September 30, %

(in millions, except percentages) 2021 2020 Change 2021 2020 Change

Three Months Ended

(in millions, except percentages) 2022 2021 Change

Revenues $ 373.5 $ 259.2 44 %

1 unchanged sentence

373.5 259.2 44

Operating income 65.0 25.1 159 63.1 33.0 91

Adjusted OIBDA (b)(c)

108.1 59.4 82 189.2 150.3 26

Adjusted OIBDA (b)(c) margin

27 % 21 % 19 % 17 %

Operating income (loss) 28.5 (31.0) *

Adjusted OIBDA (b)

Adjusted OIBDA (b) margin

Funds from operations (“FFO”) (b) attributable to OUTFRONT Media Inc.

2 unchanged sentences

35.5 (24.5) *

Net income (loss) attributable to OUTFRONT Media Inc.

Net loss attributable to OUTFRONT Media Inc.

(0.1) (67.7) (100)

* Calculation is not meaningful.

(a) Organic revenues exclude revenues associated with a disposition and the impact of foreign currency exchange rates (“non-organic revenues”).

(a) Organic revenues exclude the impact of foreign currency exchange rates (“non-organic revenues”).

We provide organic revenues to understand the underlying growth rate of revenue excluding the impact of non-organic revenue items.

6 unchanged sentences

and Revenues to organic revenues.

(c) Consistent with the current year’s presentation, we have reclassified amortization of direct lease acquisition costs of $9.1 million in the three months ended September 30, 2020, and $26.7 million in the nine months ended September 30, 2020, from Amortization to Selling, general and administrative expenses, resulting in a corresponding decrease in Adjusted OIBDA.

Adjusted OIBDA

11 unchanged sentences

AFFO also includes cash paid for maintenance capital expenditures since these are routine uses of cash that are necessary for our operations.

In addition, AFFO excludes restructuring charges and losses on extinguishment of debt, as well as certain non-cash items, including non-real estate depreciation and amortization, a gain on disposition of non-real-estate assets, stock-based compensation expense, accretion expense, the non-cash effect of straight-line rent, amortization of deferred financing costs and the same adjustments for our non-controlling

interests, as well as the non-cash portion of income taxes, and the related income tax effect of adjustments, as applicable.

In addition, AFFO excludes restructuring charges and losses on extinguishment of debt, as well as certain non-cash items, including non-real estate depreciation and amortization, stock-based compensation expense, accretion expense, the non-cash effect of straight-line rent, amortization of deferred financing costs and the same adjustments for our non-controlling interests, along with the non-cash portion of income taxes, and the related income tax effect of adjustments, as applicable.

We use FFO and AFFO measures for managing our business and for planning and forecasting future periods, and each is an important indicator of our operational strength and business performance, especially compared to other REITs.

Our management believes users of our financial data are best served if the information that is made available to them allows them to align their analysis and evaluation of our operating results along the same lines that our management uses in managing, planning and executing our business strategy.

Our management also believes that the presentations of FFO and AFFO, as supplemental measures, are useful in evaluating our business because adjusting results to reflect items that have more bearing on the operating performance of REITs highlight trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures.

that may not otherwise be apparent when relying solely on GAAP financial measures.

It is management’s opinion that these supplemental measures provide users of our financial data with an important perspective on our operating performance and also make it easier to compare our results to other companies in our industry, as well as to REITs.

6 unchanged sentences

and AFFO attributable to OUTFRONT Media Inc.

Three Months Ended Nine Months Ended

September 30, September 30,

Three Months Ended

(in millions, except per share amounts) 2022 2021

Total revenues $ 373.5 $ 259.2

Operating income $ 65.0 $ 25.1 $ 63.1 $ 33.0

Restructuring charges (a)

Operating income (loss) $ 28.5 $ (31.0)

Net gain on dispositions (0.3) (0.3)

Depreciation 19.3 20.0

Amortization (b)

16.7 15.3 49.4 45.7

Amortization 14.8 16.4

Stock-based compensation 7.9 6.0

Adjusted OIBDA (b)

$ 108.1 $ 59.4 $ 189.2 $ 150.3

Adjusted OIBDA (b) margin

27 % 21 % 19 % 17 %

Net income (loss) attributable to OUTFRONT Media Inc.

Adjusted OIBDA $ 70.2 $ 11.1

Adjusted OIBDA margin 19 % 4 %

Net loss attributable to OUTFRONT Media Inc.

$ (0.1) $ (67.7)

4 unchanged sentences

Adjustment related to non-controlling interests (0.1) (0.1)

Income tax effect of adjustments (c)

FFO attributable to OUTFRONT Media Inc.

74.6 22.6 83.9 39.4

Non-cash portion of income taxes (4.2) (5.2)

1 unchanged sentence

Maintenance capital expenditures (4.4) (3.6)

Restructuring charges - severance (a)

Other depreciation 5.7 5.9

Other amortization 1.4 4.0

Gain on disposition of non-real estate assets (d)

— (7.2) (3.0) (7.2)

Stock-based compensation (a)

7.2 5.4 20.7 17.3

Stock-based compensation 7.9 6.0

Non-cash effect of straight-line rent 1.0 2.0

1 unchanged sentence

Amortization of deferred financing costs

1.7 1.8 5.5 4.8

Loss on extinguishment of debt — 6.3

Adjustment related to non-controlling interests

Income tax effect of adjustments (e)

— 3.5 0.8 3.1

AFFO attributable to OUTFRONT Media Inc.

$ 35.5 $ (24.5)

(a) In the nine months ended September 30, 2020, Restructuring charges relate to severance associated with workforce reductions made in response to the COVID-19 pandemic and includes stock-based compensation expenses of $0.9 million.

(b) Consistent with the current year’s presentation, we have reclassified amortization of direct lease acquisition costs of $9.1 million in the three months ended September 30, 2020, and $26.7 million in the nine months ended September 30, 2020, from Amortization to Selling, general and administrative expenses, resulting in a corresponding decrease in Adjusted OIBDA.

(d) Gain related to the Sports Disposition.

(e) Income tax effect related to a Gain on disposition of non-real estate assets in 2021 and related to Restructuring charges - severance in 2020.

FFO increased $52.0 million in the three months ended September 30, 2021, compared to the same prior-year period, and increased $44.5 million, or 113%, in the nine months ended September 30, 2021, compared to the same prior-year period.

The increases in FFO were due primarily to higher operating income, higher amortization of direct lease acquisition costs and lower income taxes.

AFFO increased $51.3 million, or 185%, in the three months ended September 30, 2021, compared to the same prior-year period, due primarily to higher operating income and lower gains on dispositions.

AFFO in the nine months ended September 30, 2021, increased $47.7 million, or 103%, compared to the same prior-year period, due primarily to higher operating income, higher amortization of direct lease acquisition costs and a lower gains on dispositions.

FFO was $41.8 million in the three months ended March 31, 2022, compared to a deficit of $30.4 million in the same prior-year period.

The increase in FFO was due primarily to higher operating income, a loss on extinguishment of debt in 2021 and higher amortization of direct lease acquisition costs.

AFFO was $35.5 million compared to a deficit of $24.5 million in the same prior-year period.

The increase in AFFO was due primarily to higher operating income.

Analysis of Results of Operations

5 unchanged sentences

Revenues to the Consolidated Financial Statements.)

Three Months Ended Nine Months Ended

September 30, % September 30, %

(in millions, except percentages) 2021 2020 Change 2021 2020 Change

Three Months Ended

(in millions, except percentages) 2022 2021 Change

Billboard $ 298.2 $ 223.6 33 %

9 unchanged sentences

Non-organic revenues:

— (0.8) * — (2.6) *

Transit and other

— (0.1) * — 25.3 *

Total non-organic revenues

— (0.9) * — 22.7 *

Total revenues $ 373.5 $ 259.2 44

* Calculation is not meaningful.

(a) Organic revenues exclude revenues associated with a disposition and the impact of foreign currency exchange rates (“non-organic revenues”).

Total revenues increased by $116.9 million, or 41%, and organic revenues increased $116.0 million, or 41%, in the three months ended September 30, 2021, compared to the same prior-year period.

Total revenues increased by $98.9 million, or 11%, and organic revenues increased $121.6 million, or 14%, in the nine months ended September 30, 2021, compared to the same prior-year period.

In the three months ended September 30, 2020, non-organic revenues reflect the impact of foreign currency exchange rates.

In the nine months ended September 30, 2020, non-organic revenues exclude the impact of the Sports Disposition and reflect the impact of foreign currency exchange rates.

Total billboard revenues increased $77.5 million, or 32%, in the three months ended September 30, 2021, compared to the same prior-year period and increased $129.0 million, or 18%, in the nine months ended September 30, 2021, compared to the same prior-year period.

The increases were principally driven by an increase in average revenue per display (yield) as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Organic billboard revenues increased $76.7 million, or 32%, in the three months ended September 30, 2021, compared to the same prior-year period and increased $126.4 million, or 18%, in the nine months ended September 30, 2021, compared to the same prior-year period, principally driven by an increase in average revenue per display (yield) as we have experienced a recovery customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Total transit and other revenues increased $39.4 million, or 93%, in the three months ended September 30, 2021, compared to the same prior-year period, principally driven by an increase in average revenue per display (yield) as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Total transit and other revenues decreased $30.1 million, or 15%, in the nine months ended September 30, 2021, compared to the same prior-year period, due primarily to a decline in average revenue per display (yield), as we have experienced slower increases in customer advertising expenditures and overall demand for our services, particularly in the first quarter of 2021, primarily due to low transit ridership numbers compared to pre-COVID-19 numbers in the first quarter of 2020, as well as the impact of the Sports Disposition.

Organic transit and other revenues increased $39.3 million, or 92%, in the three months ended September 30, 2021, compared to the same prior-year period, due primarily to an increase in average revenue per display (yield) as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Organic transit and other revenues decreased $4.8 million, or 3%, in the nine months ended September 30, 2021, compared to the same prior-year period, due primarily to a decline in average revenue per display (yield), as we have experienced slower increases in customer advertising expenditures and overall demand for our services, particularly in the first quarter of 2021, primarily due to low transit ridership numbers compared to pre-COVID-19 numbers in the first quarter of 2020.

Three Months Ended Nine Months Ended

September 30, % September 30, %

(in millions, except percentages) 2021 2020 Change 2021 2020 Change

(a) Organic revenues exclude the impact of foreign currency exchange rates (“non-organic revenues”).

Total revenues increased by $114.3 million, or 44%, and organic revenues increased $114.3 million, or 44%, in the three months ended March 31, 2022, compared to the same prior-year period.

Total billboard revenues increased $74.6 million, or 33%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily due to an increase in average revenue per display (yield) as we have experienced increases in overall demand for our services.

Total transit and other revenues increased $39.7 million, or 112%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily driven by an increase in average revenue per display (yield), as we have experienced increases in overall demand for our services due to an increase in transit ridership, partially offset by the loss of a transit franchise contract.

Three Months Ended

(in millions, except percentages) 2022 2021 Change

Operating $ 212.8 $ 177.6 20 %

Selling, general and administrative (a)

98.5 72.5 36 263.9 232.0 14

Restructuring charges — 0.6 * — 5.3 *

Selling, general and administrative 98.4 76.5 29

Net gain on dispositions (0.3) (0.3) —

Depreciation 19.3 20.0 (4)

Amortization (a)

16.7 15.3 9 49.4 45.7 8

Amortization 14.8 16.4 (10)

Total expenses $ 345.0 $ 290.2 19

* Calculation is not meaningful.

(a) Consistent with the current year’s presentation, we have reclassified amortization of direct lease acquisition costs of $9.1 million in the three months ended September 30, 2020, and $26.7 million in the nine months ended September 30, 2020, from Amortization to Selling, general and administrative expenses.

Operating Expenses

Three Months Ended Nine Months Ended

September 30, % September 30, %

(in millions, except percentages) 2021 2020 Change 2021 2020 Change

Three Months Ended

(in millions, except percentages) 2022 2021 Change

Operating expenses:

3 unchanged sentences

Total operating expenses $ 212.8 $ 177.6 20

Billboard property lease expenses represented 32% of billboard revenues in the three months ended September 30, 2021, 40% in the three months ended September 30, 2020, 36% in the nine months ended September 30, 2021, and 42% in the nine months ended September 30, 2020.

Transit franchise expenses represented 66% of transit display revenues in the three months ended September 30, 2021, 59% in the three months ended September 30, 2020, 87% in the nine months ended September 30, 2021 and 62% in the nine months ended September 30, 2020.

The increases in transit franchise expense as a percentage of revenues are primarily driven by guaranteed minimum annual payments to the New York Metropolitan Transportation Authority (the “MTA”).

Billboard property lease and transit franchise expenses increased $34.5 million in the three months ended September 30, 2021, compared to the same prior-year period, due primarily to higher guaranteed minimum annual payments to the MTA and higher billboard and transit revenues.

Billboard property lease and transit franchise expenses increased $38.2 million in the nine months ended September 30, 2021, compared to the same prior-year period, due primarily to higher guaranteed minimum annual payments to the MTA and higher billboard revenues, partially offset by lower transit revenues and the impact of agreements with transit franchise partners to modify our existing guaranteed minimum annual payments to revenue share percentages beginning in the second quarter of 2020.

Posting, maintenance and other expenses increased $9.5 million, or 24%, in the three months ended September 30, 2021, compared to the same prior year period, primarily due to increased revenues in 2021 as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Posting, maintenance and other expenses decreased $5.8 million, or 4%, in the nine months ended September 30, 2021, compared to the same prior-year period, primarily due to the impact of the Sports Disposition, partially offset by an increase in posting and rotation costs, as well as higher maintenance costs.

Billboard property lease expenses represented 36% of billboard revenues in the three months ended March 31, 2022, and 42% in the three months ended March 31, 2021.

The decrease in billboard property lease expenses as a percentage of revenues is primarily due to an increase in billboard revenues.

Transit franchise expenses represented 80% of transit display revenues in the three months ended March 31, 2022 and 131% in the three months ended March 31, 2021.

The decrease in transit franchise expense as a percentage of revenues are primarily driven by an increase in transit revenue, while the New York Metropolitan Transportation Authority (the “MTA”) was paid guaranteed minimum annual payments in each of the three months ended March 31, 2022 and 2021.

Billboard property lease and transit franchise expenses increased $27.3 million in the three months ended March 31, 2022, compared to the same prior-year period, primarily due to higher billboard and transit revenues, and higher guaranteed minimum annual payments to the MTA.

Posting, maintenance and other expenses as a percentage of Revenues were 14% in the three months ended March 31, 2022, and 17% in the three months ended March 31, 2021.

Posting, maintenance and other expenses increased $7.9 million, or 18%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily due to increased activity resulting in higher posting and rotation costs, compensation-related expenses, production costs and materials cost.

Selling, General and Administrative Expenses (“SG&A”)

SG&A expenses represented 25% of Revenues in the three months ended September 30, 2021, 26% in the three months ended September 30, 2020, 26% in the nine months ended September 30, 2021 and 26% in the same prior-year period.

SG&A expenses increased $26.0 million, or 36%, in the three months ended September 30, 2021, compared to the same prior-year period, primarily due to higher compensation-related expenses and higher professional fees, partially offset by a lower provision for doubtful allowances.

SG&A expenses increased $31.9 million, or 14%, in the nine months ended September 30, 2021, compared to the same prior-year period, primarily due to higher compensation-related expenses and higher professional fees, partially offset by a lower provision for doubtful allowances and the impact of the Sports Disposition.

Consistent with the current year’s presentation, we have reclassified amortization of direct lease acquisition costs of $9.1 million in the three months ended September 30, 2020, and $26.7 million in the nine months ended September 30, 2020, from Amortization to Selling, general and administrative expenses.

SG&A expenses represented 26% of Revenues in the three months ended March 31, 2022 and 30% of Revenues in the same prior-year period.

SG&A expenses increased $21.9 million, or 29%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily due to higher compensation-related expenses, including commissions, salaries and bonuses, and a higher provision for doubtful accounts, both driven by business performance improvements during the period and the impact of COVID-19 on the first quarter of 2021.

The increase in SG&A expenses was partially offset by the impact of market fluctuations on an equity-linked retirement plan offered by the Company to certain employees.

Net Gain on Dispositions

Net gain on dispositions decreased $7.6 million, or 95%, in the three months ended September 30, 2021, compared to the same prior-year period and decreased $9.7 million, or 73%, for the nine months ended September 30, 2021, compared to the same prior-year period.

Depreciation decreased $1.4 million, or 7%, in the three months ended September 30, 2021, compared to the same prior-year period and decreased $3.6 million, or 6%, in the nine months ended September 30, 2021, compared to the same prior-year period.

Amortization increased $1.4 million, or 9%, in the three months ended September 30, 2021, compared to the same prior-year period and increased $3.7 million, or 8%, in the nine months ended September 30, 2021, compared to the same prior-year period.

The increases were principally driven by higher amortization of intangible assets.

Net gain on dispositions was $0.3 million in each of the three months ended March 31, 2022 and 2021.

Depreciation decreased $0.7 million, or 4%, in the three months ended March 31, 2022, compared to the same prior-year period.

Amortization decreased $1.6 million, or 10%, in the three months ended March 31, 2022, compared to the same prior-year period.

The increase was principally driven by lower amortization of intangible assets.

Interest Expense, Net

Interest expense, net, was $31.8 million (including $1.7 million of deferred financing costs) in the three months ended September 30, 2021, and $34.2 million (including $1.8 million of deferred financing costs) in the same prior-year period.

The decrease in Interest expense, net , was primarily due to lower interest rates.

Interest expense, net, was $98.5 million (including $5.5 million of deferred financing costs) in the nine months ended September 30, 2021, and $97.3 million (including $4.8 million of deferred financing costs) in the same prior-year period.

The increase in Interest expense, net, was primarily due to a higher outstanding average debt balance and higher amortization of deferred financing costs, partially offset by lower interest rates.

Interest expense, net, was $30.7 million (including $1.6 million of deferred financing costs) in the three months ended March 31, 2022, and $34.6 million (including $1.9 million of deferred financing costs) in the same prior-year period.

The decrease in Interest expense, net, was primarily due to a lower outstanding average debt balance.

Loss on Extinguishment of Debt

In the nine months ended September 30, 2021, we recorded a loss on extinguishment of debt of $6.3 million relating to the redemption of our 5.625% Senior Unsecured Notes due 2024.

(Provision) Benefit for Income Taxes

Provision for income taxes decreased $2.4 million, or 69%, in the three months ended September 30, 2021, compared to the same prior-year period, due primarily to lower taxable REIT subsidiary income driven by the gain related to the Sports disposition in 2020.

Benefit for income taxes was $6.0 million in the nine months ended September 30, 2021, compared to a Provision for income taxes of $0.3 million in the same prior-year period due primarily to the gain related to the Sports Disposition in 2020.

In the three months ended March 31, 2021, we recorded a loss on extinguishment of debt of $6.3 million relating to the redemption of our 5.625% Senior Unsecured Notes due 2024 in the first quarter of 2021.

Benefit for Income Taxes

Benefit for income taxes decreased $2.6 million, or 55%, in the three months ended March 31, 2022, compared to the same prior-year period due primarily to a lower taxable REIT subsidiary (“TRS”) loss in the three months ended March 31, 2022.

Net Income (Loss)

Net income before allocation to non-controlling interests was $33.2 million, in the three months ended September 30, 2021, compared to a Net loss before allocation to non-controlling interests of $13.3 million in the same prior-year period, due primarily to higher operating income, as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Net loss before allocation to non-controlling interests decreased $29.9 million, or 46%, in the nine months ended September 30, 2021, compared to the same prior-year period, due primarily to higher operating income, as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Net income before allocation to non-controlling interests was $0.1 million compared to a Net loss before allocation to non-controlling interests of $67.6 million in the same prior-year period, due primarily to higher operating income, as we have experienced increases in customer advertising expenditures and overall demand for our services, and a loss on extinguishment of debt in 2021.

Segment Results of Operations

8 unchanged sentences

Media and Other .

The following table presents our Revenues , Adjusted OIBDA and Operating income (loss) by segment in the three and nine months ended September 30, 2021 and 2020.

In the third quarter of 2020, we completed the Sports Disposition.

Historical operating results for our Sports Marketing operating segment through June 30, 2020, are included in Other .

Three Months Ended Nine Months Ended

September 30, September 30,

The following table presents our Revenues , Adjusted OIBDA and Operating income (loss) by segment in the three months ended March 31, 2022 and 2021.

Three Months Ended

(in millions) 2022 2021

2 unchanged sentences

Total revenues $ 373.5 $ 259.2

Operating income $ 65.0 $ 25.1 $ 63.1 $ 33.0

Restructuring charges — 0.6 — 5.3

Operating income (loss) $ 28.5 $ (31.0)

Net gain on dispositions (0.3) (0.3)

Depreciation 19.3 20.0

Amortization (a)

16.7 15.3 49.4 45.7

Stock-based compensation (b)

7.2 5.4 20.7 16.4

Total Adjusted OIBDA (a)

$ 108.1 $ 59.4 $ 189.2 $ 150.3

Amortization 14.8 16.4

Stock-based compensation (a)

Total Adjusted OIBDA $ 70.2 $ 11.1

Adjusted OIBDA:

$ 116.4 $ 65.9 $ 221.6 $ 177.3

4.8 2.4 4.4 (3.3)

Media $ 80.1 $ 24.6

Other 0.6 (2.0)

Corporate (10.5) (11.5)

Total Adjusted OIBDA (a)

$ 108.1 $ 59.4 $ 189.2 $ 150.3

Total Adjusted OIBDA $ 70.2 $ 11.1

Operating income (loss):

2 unchanged sentences

Corporate (18.4) (17.5)

Total operating income $ 65.0 $ 25.1 $ 63.1 $ 33.0

Media segment and $0.8 million was recorded in Other , and $26.7 million in the nine months ended September 30, 2020, of which $25.1 million was recorded in our U.S.

Media segment and $1.6 million was recorded in Othe r, from Amortization to SG&A expenses, resulting in a corresponding decrease in Adjusted OIBDA.

(b) Stock-based compensation is classified as Corporate expense.

Three Months Ended Nine Months Ended

September 30, % September 30, %

(in millions, except percentages) 2021 2020 Change 2021 2020 Change

Total operating income (loss) $ 28.5 $ (31.0)

(a) Stock-based compensation is classified as Corporate expense.

Three Months Ended

(in millions, except percentages) 2022 2021 Change

Billboard $ 283.4 $ 212.5 33 %

2 unchanged sentences

Operating expenses (199.4) (166.1) 20

SG&A expenses (a)

(72.9) (54.0) 35 (192.0) (173.1) 11

Adjusted OIBDA (a)

$ 116.4 $ 65.9 77 $ 221.6 $ 177.3 25

Adjusted OIBDA (a) margin

31 % 25 % 23 % 21 %

SG&A expenses (74.7) (54.7) 37

Adjusted OIBDA $ 80.1 $ 24.6 *

Adjusted OIBDA margin 23 % 10 %

Operating income (loss) $ 49.3 $ (8.6) *

Restructuring charges — 0.4 * — 3.4 *

Net gain on dispositions (0.3) (0.3) —

Depreciation and amortization (a)

33.3 33.6 (1) 100.0 99.7 —

Adjusted OIBDA (a)

$ 116.4 $ 65.9 77 $ 221.6 $ 177.3 25

Depreciation and amortization 31.1 33.5 (7)

Adjusted OIBDA $ 80.1 $ 24.6 *

* Calculation is not meaningful.

(a) Consistent with the current year’s presentation, we have reclassified amortization of direct lease acquisition costs of $8.3 million in the three months ended September 30, 2020, and $25.1 million in the nine months ended September 30, 2020, in our U.S.

Media segment from Amortization to SG&A expenses, resulting in a corresponding decrease in Adjusted OIBDA.

Media segment revenues increased $110.4 million, or 42%, in the three months ended September 30, 2021, compared to the same prior-year period, due primarily to an increase in average revenue per display (yield) as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Media segment revenues increased $109.4 million, or 13%, in the nine months ended September 30, 2021, compared to the same prior-year period, due primarily to an increase in billboard average revenue per display (yield) as discussed above, partially offset by a decline in transit average revenue per display (yield) as we have experienced slower increases in customer advertising expenditures and overall demand for our services, particularly in the first quarter of 2021, primarily due to low transit ridership numbers compared to pre-COVID-19 transit ridership numbers in the first quarter of 2020.

In each of the three months ended September 30, 2021 and 2020, we generated approximately 43% of our U.S.

Media segment revenues from national advertising.

In the nine months ended September 30, 2021, we generated approximately 40% of our U.S.

Media segment revenues increased $108.8 million, or 44%, in the three months ended March 31, 2022, compared to the same prior-year period, due primarily to stronger transit revenues and higher billboard revenues.

While transit revenues have increased, transit revenues remains below pre-COVID-19 pandemic levels, as overall ridership remains materially below pre-COVID-19 pandemic levels.

In the three months ended March 31, 2022, we generated approximately 41% of our U.S.

Media segment revenues from national advertising campaigns and 38% in the same prior-year period.

Revenues from U.S.

Media segment billboards increased $72.4 million, or 32%, in the three months ended September 30, 2021, compared to the same prior-year period and $118.8 million, or 18%, in the nine months ended September 30, 2021, compared to the same prior-year period.

The increases were driven by an increase in average revenue per display (yield) as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Transit and other revenues in the U.S.

Media segment increased $38.0 million, or 95%, in the three months ended September 30, 2021, compared to the same prior-year period, driven by an increase in average revenue per display (yield) as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Billboard revenues in the U.S.

Media segment increased $70.9 million, or 33%, in the three months ended March 31, 2022, compared to the same prior-year period, reflecting an increase in average revenue per display (yield) as we have experienced increases in overall demand for our services.

Transit and other revenues in the U.S.

Media segment decreased $9.4 million, or 6%, in the nine months ended September 30, 2021, compared to the same prior-year period, driven by a decline in average revenue per display (yield) as we have experienced slower increases in customer advertising expenditures and overall demand for our services, particularly in the first quarter of 2021, primarily due to low transit ridership numbers compared to pre-COVID-19 transit ridership numbers in the first quarter of 2020.

Media segment operating expenses increased $41.0 million, or 28%, in the three months ended September 30, 2021, compared to the same prior-year period, primarily driven by higher guaranteed minimum annual payments to the MTA and higher billboard and transit revenues.

Media segment SG&A expenses increased $18.9 million, or 35%, in the three months ended September 30, 2021, compared to the same prior-year period, primarily driven by higher compensation-related

costs, partially offset by a lower provision for doubtful allowances.

Media segment operating expenses increased $46.2 million, or 10%, in the nine months ended September 30, 2021, compared to the same prior-year period, primarily driven by higher guaranteed minimum annual payments to the MTA and higher billboard revenues, partially offset by lower transit revenues and the impact of agreements with transit franchise partners to modify our existing guaranteed minimum annual payments to revenue share percentages beginning in the second quarter of 2020.

Media segment SG&A expenses in the nine months ended September 30, 2021, increased $18.9 million, or 11%, compared to the same prior-year period, primarily driven by higher compensation-related costs, partially offset by a lower provision for doubtful allowances.

Media segment Adjusted OIBDA increased $50.5 million, or 77%, in the three months ended September 30, 2021, compared to the same prior-year period and increased $44.3 million, or 25%, in the nine months ended September 30, 2021, compared to the same prior-year period.

Adjusted OIBDA margin was 31% in the three months ended September 30, 2021, 25% in the three months ended September 30, 2020, 23% in the nine months ended September 30, 2021, and 21% in the same prior-year period.

Three Months Ended Nine Months Ended

September 30, % September 30, %

(in millions, except percentages) 2021 2020 Change 2021 2020 Change

Media segment increased $37.9 million, or 115%, in the three months ended March 31, 2022, compared to the same prior-year period, driven by an increase in average revenue per display (yield) as we have experienced increases in overall demand for our services due to an increase in transit ridership, partially offset by the loss of a transit franchise contract.

Operating expenses in the U.S.

Media segment increased $33.3 million, or 20%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily driven by higher transit franchise, billboard lease and posting maintenance and other costs, associated with the increase in revenue, as well as higher guaranteed minimum annual payments to the MTA.

SG&A expenses in the U.S.

Media segment increased $20.0 million, or 37%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily driven by higher compensation-related expenses, including commissions, salaries and bonuses, and a higher provision for doubtful accounts.

Media segment Adjusted OIBDA increased $55.5 million in the three months ended March 31, 2022, compared to the same prior-year period.

Adjusted OIBDA margin was 23% in the three months ended March 31, 2022, and 10% in the same prior-year period.

Three Months Ended

(in millions, except percentages) 2022 2021 Change

$ 14.8 $ 11.1 33 %

Transit and other

4.0 2.6 54 10.4 31.1 (67)

Total revenues $ 19.3 $ 13.8 40

2 unchanged sentences

Transit and other

4.0 2.7 48 10.4 5.8 79

Total organic revenues (a)

23.0 17.4 32 56.0 43.8 28

Non-organic revenues:

— (0.8) * — (2.6) *

Transit and other

— (0.1) * — 25.3 *

Total non-organic revenues

— (0.9) * — 22.7 *

Total revenues 19.3 13.8 40

1 unchanged sentence

(13.4) (11.5) 17

SG&A expenses (b)

(5.3) (4.2) 26 (14.4) (18.8) (23)

Adjusted OIBDA (b)

$ 4.8 $ 2.4 100 $ 4.4 $ (3.3) *

Adjusted OIBDA (b) margin

21 % 15 % 8 % (5) %

SG&A expenses (5.3) (4.3) 23

Adjusted OIBDA $ 0.6 $ (2.0) *

Adjusted OIBDA margin 3 % (14) %

Operating income (loss) $ (2.4) $ (4.9) (51)

Restructuring charges

— 0.2 * — 0.9 *

Net gain on dispositions — (8.0) * (3.0) (12.1) (75)

Depreciation and amortization (b)

3.0 2.7 11 9.0 9.2 (2)

Adjusted OIBDA (b)

$ 4.8 $ 2.4 100 $ 4.4 $ (3.3) *

Depreciation and amortization 3.0 2.9 3

Adjusted OIBDA $ 0.6 $ (2.0) *

* Calculation is not meaningful.

(a) Organic revenues exclude revenues associated with a disposition and the impact of foreign currency exchange rates (“non-organic revenues”).

(b) Consistent with the current year’s presentation, we have reclassified amortization of direct lease acquisition costs of $0.8 million in the three months ended September 30, 2020, and $1.6 million in the nine months ended September 30, 2020, in Other from Amortization to SG&A expenses, resulting in a corresponding decrease in Adjusted OIBDA.

In the third quarter of 2020, we completed the Sports Disposition.

The operating results of our Sports Marketing operating segment through June 30, 2020, are included in our Consolidated Financial Statements.

Total Other revenues increased $6.5 million, or 39%, in the three months ended September 30, 2021, compared to the same prior-year period, due primarily to an increase in average revenue per display (yield) as we have experienced increases in

customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

Total Other revenues decreased $10.5 million, or 16%, in the nine months ended September 30, 2021, compared to the same prior-year period, reflecting the Sports Disposition, partially offset by an increase in average revenue per display (yield) as we have experienced increases in customer advertising expenditures and overall demand for our services from the COVID-19 pandemic lows in 2020.

In the three months ended September 30, 2020, non-organic revenues reflect the impact of foreign currency exchange rates.

In the nine months ended September 30, 2020, non-organic revenues exclude the impact of the Sports Disposition and reflect the impact of foreign currency exchange rates.

Organic Other revenues increased $5.6 million, or 32%, in the three months ended September 30, 2021, compared to the same prior-year period and increased $12.2 million, or 28%, in the nine months ended September 30, 2021, compared to the same prior-year period.

Other operating expenses increased $3.0 million, or 30%, in the three months ended September 30, 2021, compared to the same prior-year period, primarily driven by higher billboard and transit revenues.

Other operating expenses decreased $13.8 million, or 27%, in the nine months ended September 30, 2021, compared to the same prior-year period, primarily driven by the impact of the Sports Disposition.

Other SG&A expenses increased $1.1 million, or 26%, in the three months ended September 30, 2021, compared to the same prior-year period, primarily driven by higher expenses in Canada.

Other SG&A expenses decreased $4.4 million, or 23%, in the nine months ended September 30, 2021, compared to the same prior-year period, primarily driven by the impact of the Sports Disposition, partially offset by higher expenses in Canada.

Other Adjusted OIBDA increased $2.4 million, or 100.0%, in the three months ended September 30, 2021, compared to the same prior-year period due primarily to an increase in average revenue per display (yield) compared to 2020 as a result of the impact of the COVID-19 pandemic on customer advertising expenditures and overall demand for our services.

Other Adjusted OIBDA was $4.4 million compared to an Adjusted OIBDA loss of $3.3 million in the same prior-year period, due primarily to an increase in average revenue per display (yield) compared to 2020 as a result of the impact of the COVID-19 pandemic on customer advertising expenditures and overall demand for our services.

(a) Organic revenues exclude the impact of foreign currency exchange rates (“non-organic revenues”).

Total Other revenues increased $5.5 million, or 40%, in the three months ended March 31, 2022, compared to the same prior-year period, reflecting an increase in average revenue per display (yield) as we have experienced increases in overall demand for our services.

Other operating expenses increased $1.9 million, or 17%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily driven by higher expenses in Canada.

Other SG&A expenses increased $1.0 million, or 23%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily driven by higher expenses in Canada.

Other Adjusted OIBDA was $0.6 million compared to an Adjusted OIBDA loss of $2.0 million in the same prior-year period, due primarily to an increase in average revenue per display (yield).

Corporate expenses primarily include expenses associated with employees who provide centralized services.

Corporate expenses, excluding stock-based compensation, were $13.1 million, in the three months ended September 30, 2021, compared to $8.9 million in the same prior-year period, primarily due to higher compensation-related expenses, partially offset by the impact of market fluctuations on an equity-linked retirement plan offered by the Company to certain employees.

Corporate expenses, excluding stock-based compensation, were $36.8 million in the nine months ended September 30, 2021, compared to $23.7 million in the same prior-year period, primarily due to higher compensation-related expenses and the impact of market fluctuations on an equity-linked retirement plan offered by the Company to certain employees.

Corporate expenses, excluding stock-based compensation, were $10.5 million in the three months ended March 31, 2022, compared to $11.5 million in the same prior-year period, primarily due to the impact of market fluctuations on an equity-linked retirement plan offered by the Company to certain employees, partially offset by higher compensation-related expenses, including salaries and bonuses.

Liquidity and Capital Resources

(in millions, except percentages) September 30,

(in millions, except percentages) March 31,

2022 December 31, 2021 % Change

Cash and cash equivalents $ 355.7 $ 424.8 (16) %

Restricted cash — 1.6 (100)

Receivables, less allowance ($20.3 in 2022 and $18.5 in 2021) 265.0 310.5 (15)

9 unchanged sentences

Deferred revenues 43.0 30.9 39

Short-term debt — 80.0 (100)

Short-term operating lease liabilities 194.3 187.5 4

9 unchanged sentences

Consistent with this strategy, we regularly evaluate potential acquisitions, ranging from small transactions to larger acquisitions, which transactions could be funded through cash on hand, additional borrowings, equity or other securities, or some combination thereof.

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

Our long-term cash needs include principal payments on outstanding indebtedness and commitments related to operating leases and franchise and other agreements, including any related guaranteed minimum annual payments, and equipment deployment costs.

Funding for long-term cash needs will come from our cash on hand, operating cash flows, our ability to issue debt and equity securities, and borrowings under the Revolving Credit Facility or other credit facilities that we may establish, to the extent available.

Although we have taken several actions to date to preserve our financial flexibility and increase our liquidity, our short-term and long-term cash needs and related funding capability may be adversely affected by the impact of the ongoing COVID-19 pandemic if cash on hand and operating cash flows decrease in 2021, and our ability to issue debt and equity securities and/or borrow under our existing or new credit facilities on reasonable pricing terms, or at all, may become uncertain.

Although we have taken several actions to date to preserve our financial flexibility and increase our liquidity, our short-term and long-term cash needs and related funding capability may be adversely affected by the impact of the COVID-19 pandemic if cash on hand and operating cash flows decrease in 2022, and our ability to issue debt and equity securities and/or borrow under our existing or new credit facilities on reasonable pricing terms, or at all, may become uncertain.

(See the “Overview—COVID-19 Impact” section of this MD&A.)

The decrease in working capital as of September 30, 2021, compared to as of December 31, 2020, is primarily driven by lower cash and other current assets and higher short-term operating lease liabilities, partially offset by higher accounts receivables and lower short-term debt.

The decrease in working capital as of March 31, 2022, compared to as of December 31, 2021, is primarily driven by lower cash and accounts receivable balances due to seasonal advertising patterns and influences on advertising markets as advertisers

adjust their spending following the holiday shopping season, partially offset by lower accrued compensation and accrued interest due to the timing of payments.

Under the MTA agreement, which was amended in June 2020 and July 2021 (as amended, the “MTA Agreement”):

10 unchanged sentences

For any deployment costs deemed authorized after December 31, 2020, the MTA and the Company will no longer be obligated to directly pay 70% and 30% of the costs, respectively, and these costs will be subject to recoupment in accordance with the MTA Agreement.

We did not recoup any equipment deployment costs in the nine months ended September 30, 2021, and it is unlikely we will recoup equipment deployment costs in the remainder of 2021.

We did not recoup any equipment deployment costs in three months ended March 31, 2022, and it is unlikely we will recoup equipment deployment costs in the remainder of 2022.

For the full year of 2022, we expect our MTA equipment deployment costs to be approximately $125.0 million.

6 unchanged sentences

However, given the uncertainty in the market around the severity and duration of the COVID-19 pandemic, we cannot reasonably estimate the aggregate financing amount, if any, at this time.

As of September 30, 2021, we have issued surety bonds in favor of the MTA totaling approximately $136.0 million, which amount is subject to change as equipment installations are completed and revenues are generated.

We expect transit franchise expenses, as a percentage of revenues, to increase in 2021 as compared to 2020, and be materially higher than pre-COVID-19 pandemic levels.

(See the “Overview—COVID-19 Impact” section of this MD&A.) As indicated in the table below, we incurred $58.6 million related to MTA equipment deployment costs in the nine months ended September 30, 2021 (which includes equipment deployment costs related to future deployments), for a total of $409.7 million to date, of which $33.9 million had been recouped from incremental revenues to date and as of September 30, 2021, $45.2 million has been funded by the MTA.

As of September 30, 2021, 9,180 digital displays had been installed, of which 1,359 installations occurred in the three months ended September 30, 2021, for a total of 1,800 installations in the nine months ended September 30, 2021.

As of March 31, 2022, we have issued surety bonds in favor of the MTA totaling approximately $136.0 million, which amount is subject to change as equipment installations are completed and revenues are generated.

We expect transit franchise expenses, as a percentage of revenues, to decrease in 2022 as compared to 2021, but be higher than pre-COVID-19 pandemic levels.

(See the “Overview—COVID-19 Impact” section of this MD&A.) As indicated in the table below, we incurred $16.9 million related to MTA equipment deployment costs in the three months ended March 31, 2022 (which includes equipment deployment costs related to future deployments), for a total of $463.9 million to date, of which $33.9 million had been recouped from incremental revenues to date and as of March 31, 2022, $48.5 million has been funded by the MTA.

As of March 31, 2022, 12,479 digital displays had been installed, of which 1,387 installations occurred in the three months ended March 31, 2022.

(in millions) Beginning Balance Deployment Costs Incurred Recoupment/MTA Funding Amortization Ending Balance

Nine months ended September 30, 2021:

Three months ended March 31, 2022:

Prepaid MTA equipment deployment costs $ 279.8 $ 15.4 $ — $ — $ 295.2

7 unchanged sentences

Total $ 291.0 $ 95.9 $ (29.0) $ (9.9) $ 348.0

On October 26, 2021, we announced that our board of directors approved a quarterly cash dividend of $0.10 per share on our common stock, payable on December 31, 2021, to stockholders of record at the close of business on December 3, 2021.

On May 2, 2022, we announced that our board of directors approved a quarterly cash dividend of $0.30 per share on our common stock, payable on June 30, 2022, to stockholders of record at the close of business on June 3, 2022.

Debt, net, consists of the following:

(in millions, except percentages) September 30,

(in millions, except percentages) March 31,

2022 December 31,

Short-term debt:

Repurchase Facility $ — $ 80.0

Total short-term debt — 80.0

Long-term debt:

5 unchanged sentences

4.625% senior unsecured notes, due 2030 500.0 500.0

Total senior unsecured notes 2,050.0 2,050.0

8 unchanged sentences

Total $ 3,370.3 $ 118.2 $ 230.6 $ 1,193.1 $ 1,828.4

The interest rate on the term loan due in 2026 (the “Term Loan”) was 1.8% per annum as of September 30, 2021.

As of September 30, 2021, a discount of $1.9 million on the Term Loan remains unamortized.

The interest rate on the term loan due in 2026 (the “Term Loan”) was 2.2% per annum as of March 31, 2022.

As of March 31, 2022, a discount of $1.7 million on the Term Loan remains unamortized.

The discount is being amortized through Interest expense, net , on the Consolidated Statement of Operations.

1 unchanged sentence

We also have a $500.0 million revolving credit facility, which matures in 2024 (the “Revolving Credit Facility,” together with the Term Loan, the “Senior Credit Facilities”).

As of September 30, 2021, there were no outstanding borrowings under the Revolving Credit Facility.

The commitment fee based on the amount of unused commitments under the Revolving Credit Facility was $0.4 million in the three months ended September 30, 2021, $0.6 million in the three months ended September 30, 2020, $1.3 million in the nine months ended September 30, 2021, and $1.2 million in the nine months ended September 30, 2020.

As of September 30, 2021, we had issued letters of credit totaling approximately $4.0 million against the letter of credit facility sublimit under the Revolving Credit Facility.

As of March 31, 2022, there were no outstanding borrowings under the Revolving Credit Facility.

The commitment fee based on the amount of unused commitments under the Revolving Credit Facility was $0.4 million in each of the three months ended March 31, 2022, and 2021.

As of March 31, 2022, we had issued letters of credit totaling approximately $4.1 million against the letter of credit facility sublimit under the Revolving Credit Facility.

Standalone Letter of Credit Facilities

As of September 30, 2021, we had issued letters of credit totaling approximately $73.9 million under our aggregate $81.0 million standalone letter of credit facilities.

The total fees under the letter of credit facilities were immaterial in each of the three and nine months ended September 30, 2021 and 2020.

Accounts Receivable Securitization Facilities

As of September 30, 2021, we have a revolving accounts receivable securitization facility (the “AR Facility”), which terminates in June 2022, unless further extended.

Our 364-day uncommitted structured repurchase facility (the “Repurchase Facility”) expired on June 29, 2021, and we chose not to extend it at this time.

As of March 31, 2022, we had issued letters of credit totaling approximately $72.7 million under our aggregate $81.0 million standalone letter of credit facilities.

The total fees under the letter of credit facilities were immaterial in each of the three months ended March 31, 2022 and 2021.

Accounts Receivable Securitization Facility

As of March 31, 2022, we have a revolving accounts receivable securitization facility (the “AR Facility”), which terminates in June 2022, unless further extended.

In connection with the AR Facility, Outfront Media LLC and Outfront Media Outernet Inc., each a wholly-owned subsidiary of the Company, and certain of the Company’s taxable REIT subsidiaries (“TRSs”) (the “Originators”), will sell and/or contribute their respective existing and future accounts receivable and certain related assets to either Outfront Media Receivables LLC, a special purpose vehicle and wholly-owned subsidiary of the Company relating to the Company’s qualified REIT subsidiary accounts receivable assets (the “QRS SPV”) or Outfront Media Receivables TRS, LLC a special purpose vehicle and wholly-owned subsidiary of the Company relating to the Company’s TRS accounts receivable assets (the “TRS SPV” and together with the QRS SPV, the “SPVs”).

6 unchanged sentences

Further, the TRS SPV and the QRS SPV are jointly and severally liable for their respective obligations under the agreements governing the AR Facility.

As of September 30, 2021, there were no outstanding borrowings under the AR Facility.

As of September 30, 2021, there was no borrowing capacity under the AR Facility due to a voluntary temporary suspension of the AR Facility in accordance with the agreements governing the AR Facility;

however, as of September 30, 2021, we had approximately $273.8 million of accounts receivable that could be used as collateral for the AR Facility.

The commitment fee based on the amount of unused commitments under the AR Facility was immaterial for each of the three and nine months ended September 30, 2021 and 2020.

Senior Unsecured Notes

On January 19, 2021, two of our wholly-owned subsidiaries, Outfront Media Capital LLC (“Finance LLC”) and Outfront Media Capital Corporation (“Finance Corp” and, together with Finance LLC, the “Borrowers”) issued $500.0 million aggregate principal amount of 4.250% Senior Unsecured Notes due 2029 (the “2029 Notes”) in a private placement.

The 2029 Notes are

fully and unconditionally guaranteed on a senior unsecured basis by the Company and each of its direct and indirect domestic subsidiaries that guarantee the Senior Credit Facilities.

Interest on the 2029 Notes is payable on January 15 and July 15 of each year, beginning on July 15, 2021.

On or after January 15, 2024, the Borrowers may redeem at any time, or from time to time, some or all of the 2029 Notes.

Prior to such date, the Borrowers may redeem up to 40% of the aggregate principal amount with the net proceeds of certain equity offerings, provided that at least 50% of the aggregate principal amount of the 2029 Notes will remain outstanding after the redemption.

On February 16, 2021, we used the net proceeds from the issuance of the 2029 Notes, together with cash on hand, to redeem all of our outstanding 5.625% Senior Unsecured Notes due 2024 (the “2024 Notes”) and to pay accrued and unpaid interest on the 2024 Notes, if any, to, but excluding, the redemption date, and to pay fees and expenses in connection with the 2029 Notes offering and the 2024 Notes redemption.

In the first quarter of 2021, we recorded a Loss on extinguishment of debt of $6.3 million relating to the 2024 Notes on the Consolidated Statement of Operations.

As of March 31, 2022, there were no outstanding borrowings under the AR Facility.

As of March 31, 2022, there was no borrowing capacity under the AR Facility due to a voluntary temporary suspension of the AR Facility in accordance with the agreements governing the AR Facility;

however, as of March 31, 2022, we had approximately $303.2 million of accounts receivable that could be used as collateral for the AR Facility.

The commitment fee based on the amount of unused commitments under the AR Facility was immaterial for each of the three months ended March 31, 2022 and 2021.

Debt Covenants

Our credit agreement, dated as of January 31, 2014 (as amended, supplemented or otherwise modified, the “Credit Agreement”), governing the Senior Credit Facilities, the agreements governing the AR Facility, and the indentures governing our senior unsecured notes contain customary affirmative and negative covenants, subject to certain exceptions, including but not limited to those that restrict the Company’s and its subsidiaries’ abilities to (i) pay dividends on, repurchase or make distributions in respect to the Company’s or its wholly-owned subsidiary, Outfront Media Capital LLC’s (“Finance LLC’s”) capital stock or make other restricted payments other than dividends or distributions necessary for us to maintain our REIT status, subject to certain conditions and exceptions, (ii) enter into agreements restricting certain subsidiaries’ ability to pay dividends or make other intercompany or third-party transfers, and (iii) incur additional indebtedness.

Our credit agreement, dated as of January 31, 2014 (as amended, supplemented or otherwise modified, the “Credit Agreement”), governing the Senior Credit Facilities, the agreements governing the AR Facility, and the indentures governing our senior unsecured notes contain customary affirmative and negative covenants, subject to certain exceptions, including but not limited to those that restrict the Company’s and its subsidiaries’ abilities to (i) pay dividends on, repurchase or make distributions in respect to the Company’s or its wholly-owned subsidiary, Outfront Media Capital LLC’s capital stock or make other restricted payments other than dividends or distributions necessary for us to maintain our REIT status, subject to certain conditions and exceptions, (ii) enter into agreements restricting certain subsidiaries’ ability to pay dividends or make other intercompany or third-party transfers, and (iii) incur additional indebtedness.

One of the exceptions to the restriction on our ability to incur additional indebtedness is satisfaction of a Consolidated Total Leverage Ratio, which is the ratio of our consolidated total debt to our Consolidated EBITDA (as defined in the Credit Agreement) for the trailing four consecutive quarters, of no greater than 6.0 to 1.0.

As of September 30, 2021, our Consolidated Total Leverage Ratio was 8.2 to 1.0 in accordance with the Credit Agreement.

As of March 31, 2022, our Consolidated Total Leverage Ratio was 5.8 to 1.0 in accordance with the Credit Agreement.

The terms of the Credit Agreement (and under certain circumstances, the agreements governing the AR Facility) require that we maintain a Consolidated Net Secured Leverage Ratio, which is the ratio of (i) our consolidated secured debt (less up to $150.0 million of unrestricted cash) to (ii) our Consolidated EBITDA (as defined in the Credit Agreement) for the trailing four consecutive quarters, of no greater than 4.5 to 1.0.

As of September 30, 2021, our Consolidated Net Secured Leverage Ratio was 1.4 to 1.0 in accordance with the Credit Agreement.

As of September 30, 2021, we are in compliance with our debt covenants.

As of March 31, 2022, our Consolidated Net Secured Leverage Ratio was 1.0 to 1.0 in accordance with the Credit Agreement.

As of March 31, 2022, we are in compliance with our debt covenants.

Deferred Financing Costs

As of September 30, 2021, we had deferred $31.8 million in fees and expenses associated with the Term Loan, Revolving Credit Facility, AR Facility and our senior unsecured notes.

As of March 31, 2022, we had deferred $28.8 million in fees and expenses associated with the Term Loan, Revolving Credit Facility, AR Facility and our senior unsecured notes.

We are amortizing the deferred fees through Interest expense, net, on our Consolidated Statement of Operations over the respective terms of the Term Loan, Revolving Credit Facility, AR Facility and our senior unsecured notes.

Interest Rate Swap Agreements

We have several interest rate cash flow swap agreements to effectively convert a portion of our LIBOR-based variable rate debt to a fixed rate and hedge our interest rate risk related to such variable rate debt.

The fair value of these swap positions was a net liability of approximately $1.7 million as of September 30, 2021, and $5.6 million as of December 31, 2020, and is included in Other liabilities on our Consolidated Statement of Financial Position.

As of September 30, 2021, under the terms of these agreements, we will pay interest based on an aggregate notional amount of $200.0 million, under a weighted-average fixed interest rate of 2.7%, with a receive rate of one-month LIBOR and which mature at various dates until June 30, 2022.

The one-month LIBOR rate was approximately 0.1% as of September 30, 2021.

Interest Rate Swap Agreement

We have an interest rate cash flow swap agreement to effectively convert a portion of our LIBOR-based variable rate debt to a fixed rate and hedge our interest rate risk related to such variable rate debt.

The fair value of this swap position was a net liability of approximately $0.1 million as of March 31, 2022, and $0.4 million as of December 31, 2021, and is included in Other current liabilities on our Consolidated Statement of Financial Position.

As of March 31, 2022, under the terms of this agreement, we will pay interest based on an aggregate notional amount of $50.0 million, under a weighted-average fixed interest rate of 1.8%, with a receive rate of one-month LIBOR and which matures on June 30, 2022.

The one-month LIBOR rate was approximately 0.5% as of March 31, 2022.

At-the-Market Equity Offering Program

1 unchanged sentence

We have no obligation to sell any of our common stock under the sales agreement and may at any time suspend solicitations and offers under the sales agreement.

No shares were sold under the ATM Program during the nine months ended September 30, 2021.

As of September 30, 2021, we had approximately $232.5 million of capacity remaining under the ATM Program.

No shares were sold under the ATM Program during the three months ended March 31, 2022.

As of March 31, 2022, we had approximately $232.5 million of capacity remaining under the ATM Program.

Series A Preferred Stock Issuance

8 unchanged sentences

Subject to certain conditions set forth in the Articles (including a change of control), each of the Company and the holders of the Series A Preferred Stock may convert or redeem the Series A Preferred Stock at the prices set forth in the Articles, plus any accrued and unpaid dividends.

The following table presents our cash flows in the nine months ended September 30, 2021 and 2020.

Nine Months Ended

September 30, %

On March 1, 2022, 275,000 shares of Series A Preferred Stock were converted into approximately 17.4 million shares of the Company’s common stock, which included $3.2 million of accrued and unpaid dividends through and including the conversion date that were settled in the Company’s common stock in accordance with the Articles.

As of March 31, 2022, the maximum number of shares of common stock that could be required to be issued on conversion of the outstanding shares of Series A Preferred Stock was approximately 7.8 million shares.

The following table presents our cash flows in the three months ended March 31, 2022 and 2021.

Three Months Ended

(in millions, except percentages) 2022 2021 Change

Cash provided by operating activities $ 45.1 $ 86.0 (48) %

Cash used for investing activities (106.5) (35.1) *

Cash provided by (used for) financing activities (140.5) 581.0 *

Net cash flow provided by (used for) operating activities $ 20.5 $ (10.8) *

Net cash flow used for investing activities (27.8) (28.3) (2) %

Net cash flow used for financing activities (62.4) (111.6) (44)

Effect of exchange rate changes on cash, cash equivalents and restricted cash

Net increase (decrease) in cash, cash equivalents and restricted cash

Net decrease in cash, cash equivalents and restricted cash

$ (69.1) $ (150.4) *

* Calculation is not meaningful.

Cash provided by operating activities decreased $40.9 million, or 48%, in the nine months ended September 30, 2021, compared to the same prior-year period, due primarily to an increase in accounts receivables and prepaid MTA equipment deployment costs, partially offset by an increase in accrued expenses, a decrease in prepaid expenses and a lower net loss due to increases in customer advertising expenditures and overall demand for our services.

In the nine months ended September 30, 2021, we paid net cash of $18.4 million related to MTA equipment deployment and installed 1,800 digital displays.

In the nine months ended September 30, 2020, we paid $51.1 million related to MTA equipment deployment costs.

Cash used for investing activities increased $71.4 million in the nine months ended September 30, 2021, compared to the same prior-year period, due primarily to higher cash paid for acquisitions and MTA franchise rights and lower proceeds from dispositions.

The following table presents our capital expenditures in the nine months ended September 30, 2021 and 2020.

Nine Months Ended

September 30, %

Cash provided by operating activities was $20.5 million in the three months ended March 31, 2022, compared to Cash used for operating activities of $10.8 million the same prior-year period, due primarily to a lower net loss in 2022 compared to 2021 due to increases in overall demand for our services, partially offset by an increase in accrued expenses and an increase in prepaid MTA equipment deployment costs.

In the three months ended March 31, 2022, we paid net cash of $12.4 million related to MTA equipment deployment costs and installed 1,387 digital displays.

In the three months ended March 31, 2021, we received net cash of $3.5 million related to MTA equipment deployment costs and installed 265 digital displays.

Cash used for investing activities decreased $0.5 million, or 2%, in the three months ended March 31, 2022, compared to the same prior-year period, due primarily to lower cash paid for acquisitions and MTA franchise rights and lower proceeds from dispositions.

The following table presents our capital expenditures in the three months ended March 31, 2022 and 2021.

Three Months Ended

(in millions, except percentages) 2022 2021 Change

Growth $ 12.5 $ 5.8 116 %

13.3 14.0 (5)

Total capital expenditures $ 16.9 $ 9.4 80

Capital expenditures decreased $0.8 million, or 2%, in the nine months ended September 30, 2021, compared to the same prior-year period, primarily due to lower spending on vehicles, office remodel projects and the installation of the most current LED lighting technology, partially offset by growth in digital displays and increased spending on software and technology.

For the full year of 2021, we expect our capital expenditures to range from approximately $70.0 million to $75.0 million, which will be used primarily for growth in digital displays, maintenance and safety-related projects, software and technology, and to renovate certain office facilities.

Capital expenditures increased $7.5 million, or 80%, in the three months ended March 31, 2022, compared to the same prior-year period, primarily due to growth in digital displays.

For the full year of 2022, we expect our capital expenditures to be approximately $85.0 million, which will be used primarily for growth in digital displays, software and technology, the renovation of certain office facilities, safety-related projects and maintenance.

This estimate does not include equipment deployment costs that will be incurred in connection with the MTA agreement (as described above), which will be recorded as Prepaid MTA equipment deployment costs and Intangible assets on our Consolidated Statement of Financial Position, as applicable.

Cash used by financing activities was $140.5 million in the nine months ended September 30, 2021, compared to Cash provided by financing activities of $581.0 million in the same prior-year period.

In the nine months ended September 30, 2021, we made a repayment of $80.0 million under the Repurchase Facility and paid total cash dividends of $35.9 million on the Series A Preferred Stock, our common stock and vested restricted share units granted to employees.

In the nine months ended September 30, 2020, we received net proceeds of $400.0 million related to the issuance of Senior Unsecured Notes due 2025 in a private placement and received net proceeds of $383.8 million related to the issuance of the Series A Preferred Stock to enhance our liquidity position in response to the impact of the COVID-19 pandemic, made net total repayments of $115.0 million on the AR Facility and the Repurchase Facility and paid total cash dividends on the Series A Preferred Stock and on our common stock of $68.1 million.

Cash paid for income taxes was $1.5 million for in the nine months ended September 30, 2021 and $3.1 million in the nine months ended September 30, 2020.

Cash used for financing activities decreased $49.2 million, or 44%, in the three months ended March 31, 2022, compared to the same prior-year period.

In the three months ended March 31, 2022, we paid total cash dividends of $51.5 million on our common stock, the Series A Preferred Stock and vested restricted share units granted to employees.

In the three months ended March 31, 2021, we made a repayment of $80.0 million under a 364-day uncommitted structured repurchase facility, which expired on June 29, 2021, and paid total cash dividends of $7.3 million on the Series A Preferred Stock and vested restricted share units granted to employees.

Cash paid for income taxes was $2.1 million for in the three months ended March 31, 2022 and $0.5 million in the three months ended March 31, 2021.

Off-Balance Sheet Arrangements

67 unchanged sentences

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-Q

Item 2. Management’s Discussion and Analysis