Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38113 BOSTON OMAHA CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 27-0788438 (State o ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38113 BOSTON OMAHA CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 27-0788438 (State ...

Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Smaller reporting company ☒ Emerging growth company ☐ Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38113 ...

Part I – Financial Information [Consolidated Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Consolidated%20Financial%20Statements%20(Unaudited).) The unaudited consolidated financial statements reflect significant growth in assets and revenues, driven by acquisitions in the billboard and insurance segments [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) Total assets grew to $426.1 million, driven by increases in securities, goodwill, and newly recognized lease assets and liabilities Consolidated Balance Sheet Highlights (Unaudited) | Balance Sheet Item | Sep 30, 2019 | Dec 31, 2018 | | :--- | :--- | :--- | | **Total Assets** | **$426,114,479** | **$332,194,521** | | Cash and cash equivalents | $9,622,876 | $17,105,072 | | Marketable equity securities | $52,866,683 | $- | | Goodwill | $105,757,891 | $98,685,795 | | Right of use assets | $50,251,439 | $- | | **Total Liabilities** | **$86,057,297** | **$15,633,559** | | Lease liabilities (Current & Long-term) | $48,698,314 | $- | | Long-term debt | $17,772,861 | $- | | **Total Stockholders' Equity** | **$338,192,321** | **$315,215,384** | [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) Year-to-date revenues more than doubled to $30.1 million, while the net loss remained stable due to higher operating costs and amortization Q3 2019 vs Q3 2018 Operating Results (Unaudited) | Metric | Q3 2019 | Q3 2018 | | :--- | :--- | :--- | | Total Revenues | $10,822,808 | $5,393,518 | | Net Loss from Operations | $(3,789,099) | $(2,905,056) | | Net Income (Loss) Attributable to Common Stockholders | $634,999 | $(1,931,041) | | Basic and Diluted EPS | $0.03 | $(0.09) | Nine Months 2019 vs 2018 Operating Results (Unaudited) | Metric | Nine Months 2019 | Nine Months 2018 | | :--- | :--- | :--- | | Total Revenues | $30,073,094 | $11,206,221 | | Net Loss from Operations | $(11,779,688) | $(8,151,138) | | Net Loss Attributable to Common Stockholders | $(5,557,735) | $(5,598,520) | | Basic and Diluted EPS | $(0.25) | $(0.29) | [Consolidated Statements of Changes in Stockholders' Equity](index=9&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) Stockholders' equity increased to $338.2 million from $315.2 million, primarily due to the issuance of Class A common stock for cash - **Total Stockholders' Equity grew from $315.2 million to $338.2 million** at the end of Q3 2019[29](index=29&type=chunk) - The increase was primarily due to proceeds from **stock issued for cash ($29.2 million gross)** and for a business acquisition, offset by the net loss[29](index=29&type=chunk) [Consolidated Statements of Cash Flows](index=11&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations improved to $5.0 million, while financing activities provided $46.4 million from stock issuances and new debt Cash Flow Summary (Nine Months Ended Sep 30) | Cash Flow Activity | 2019 | 2018 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $5,035,455 | $(1,752,538) | | Net Cash Used in Investing Activities | $(59,515,863) | $(175,029,833) | | Net Cash from Financing Activities | $46,364,780 | $175,141,100 | | **Net Decrease in Cash** | **$(8,115,628)** | **$(1,641,271)** | [Notes to Consolidated Financial Statements](index=14&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail accounting policies, acquisitions, and financing, including the adoption of a new lease standard and a new $40 million credit facility - The company's operations consist of an outdoor advertising business and a surety bond underwriting and brokerage business[40](index=40&type=chunk) - The adoption of lease accounting standard ASC 842 resulted in recognizing **$49.1 million of operating lease assets and liabilities**[56](index=56&type=chunk) - In August 2019, the company acquired Image Outdoor Advertising for **$6.9 million in cash and 34,673 shares** of Class A common stock[62](index=62&type=chunk) - A subsidiary entered into a **$40 million credit agreement**, drawing an initial $18.06 million term loan at a 4.25% fixed interest rate[115](index=115&type=chunk)[116](index=116&type=chunk)[118](index=118&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses significant revenue growth from acquisitions in the billboard and insurance segments, alongside the impact of non-cash amortization on net loss [Overview](index=38&type=section&id=Overview) The company operates in outdoor advertising and surety insurance, pursuing growth through acquisitions and strategic minority investments - As of November 1, 2019, the company operates approximately **3,000 billboards with 5,600 advertising faces** in its Midwest markets[147](index=147&type=chunk) - The surety insurance business is now licensed in **all 50 states and the District of Columbia**[148](index=148&type=chunk) - Significant minority investments include an additional **$12 million in homebuilder DFH** and a **$19 million investment in bank holding company CB&T**[150](index=150&type=chunk)[151](index=151&type=chunk) [Results of Operations](index=40&type=section&id=Results%20of%20Operations) Year-to-date revenues grew 168.4% to $30.1 million, driven by billboard and premium growth, while operating loss widened due to higher amortization Revenue Comparison (Nine Months Ended Sep 30) | Revenue Source | 2019 | 2018 | % Change | | :--- | :--- | :--- | :--- | | Billboard rentals, net | $21,113,266 | $7,003,254 | +201.5% | | Premiums earned | $7,435,389 | $1,799,293 | +313.2% | | Insurance commissions | $1,200,927 | $2,310,802 | -48.0% | | **Total Revenues** | **$30,073,094** | **$11,206,221** | **+168.4%** | - For the nine months ended Sep 30, 2019, total costs and expenses increased to $41.9 million but **decreased as a percentage of revenue to 139.2% from 172.8%** YoY[188](index=188&type=chunk) - The nine-month operating loss of $11.8 million included **$11.6 million from non-cash amortization, depreciation, and accretion expenses**[196](index=196&type=chunk) [Results of Operations by Segment](index=46&type=section&id=Results%20of%20Operations%20by%20Segment) The Billboard segment's revenue grew 201.5%, while the Insurance segment's revenue grew 113.2% with a narrowing operating loss Billboard Segment Performance (Nine Months Ended Sep 30) | Metric | 2019 | 2018 | | :--- | :--- | :--- | | Operating Revenues | $21,113,266 | $7,003,254 | | Gross Margin | $12,779,299 | $4,004,846 | | Segment Loss from Operations | $(5,592,959) | $(2,472,933) | Insurance Segment Performance (Nine Months Ended Sep 30) | Metric | 2019 | 2018 | | :--- | :--- | :--- | | Operating Revenues | $8,959,828 | $4,202,967 | | Gross Margin | $4,217,803 | $3,079,200 | | Segment Loss from Operations | $(2,652,352) | $(3,408,258) | [Liquidity and Capital Resources](index=54&type=section&id=Liquidity%20and%20Capital%20Resources) The company holds approximately $85 million in cash and Treasury securities, bolstered by stock offerings and a new $40 million credit facility - At September 30, 2019, the company had approximately **$85 million available in unrestricted cash and U.S. Treasury securities**[241](index=241&type=chunk) - The company raised nearly **$50 million in gross proceeds** from its "at the market" offering and plans to sell up to an additional $75 million of stock[236](index=236&type=chunk) - The billboard subsidiary entered a **$40 million credit facility**, borrowing an initial $18.06 million at a fixed rate of 4.25%[237](index=237&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=58&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) This disclosure is not applicable as the company is a smaller reporting company with no significant market or foreign currency exchange risk - This disclosure is not applicable as the company is a **"smaller reporting company"**[251](index=251&type=chunk) - The company has **no significant exposure to foreign currency exchange rate risk** as all operations are within the U.S[248](index=248&type=chunk) [Controls and Procedures](index=58&type=section&id=Item%204.%20Controls%20and%20Procedures.) Disclosure controls were deemed not effective due to ongoing remediation of previously identified material weaknesses in internal financial controls - Management concluded that disclosure controls and procedures were **not effective** as of September 30, 2019[253](index=253&type=chunk) - The ineffectiveness is due to **material weaknesses in internal control** related to journal entries and the expenditures process[256](index=256&type=chunk) - Remediation efforts include **hiring key accounting personnel** and implementing new formal policies and review processes[257](index=257&type=chunk)[258](index=258&type=chunk) Part II – Other Information [Legal Proceedings](index=60&type=section&id=Item%201.%20Legal%20Proceedings.) The company is involved in routine litigation that is not expected to have a material adverse effect on its financial condition - The company is involved in routine litigation which management believes **will not have a material adverse effect** on its financial condition or operations[267](index=267&type=chunk) [Risk Factors](index=60&type=section&id=Item%201A.%20Risk%20Factors.) A new risk factor was added concerning investment concentration, which could increase earnings volatility due to mark-to-market accounting - A new risk factor highlights that **investment concentration in a small number of issuers** could increase volatility in reported results[268](index=268&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=60&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) The company issued 34,673 shares of Class A common stock as partial consideration for an acquisition in a private transaction - On August 29, 2019, the Company issued **34,673 shares of its Class A common stock** as partial consideration for the acquisition of Image Outdoor Advertising, LLC[269](index=269&type=chunk) - The securities were issued in an unregistered transaction relying on the exemption provided by **Section 4(a)(2) of the Securities Act of 1933**[269](index=269&type=chunk) [Other Information Items (3, 4, 5, 6)](index=60&type=section&id=Other%20Information%20Items) The company reports no defaults on senior securities, no mine safety disclosures, and no other material information to disclose - Item 3, Defaults Upon Senior Securities: **None**[271](index=271&type=chunk) - Item 4, Mine Safety Disclosures: **Not applicable**[273](index=273&type=chunk) - Item 5, Other Information: **None**[275](index=275&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38113 | --- | --- | |---------------------------------------------------------------------------------------|----- ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38113 | --- | --- | |----------------------------------------------------------------------------|--------------- ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (MARK ONE) ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38113 BOSTON OMAHA CORPORATION (Exact name of registrant as specified in its charter) Delaware 27-0788438 (State or other jurisdic ...