Summarized Financial Information of Subsidiaries | 2. Summarized Financial Information of Subsidiaries Separate condensed consolidating financial information for Lamar Media, subsidiary guarantors and non-guarantor subsidiaries are presented below. Lamar Media and its subsidiary guarantors have fully and unconditionally guaranteed Lamar Media’s obligations with respect to its publicly issued notes. All guarantees are joint and several. As a result of these guarantee arrangements, we are required to present the following condensed consolidating financial information. The following condensed consolidating financial information should be read in conjunction with the accompanying consolidated financial statements and notes. The condensed consolidating financial information is provided as an alternative to providing separate financial statements for guarantor subsidiaries. Separate financial statements of Lamar Media’s subsidiary guarantors are not included because the guarantees are full and unconditional and the subsidiary guarantors are 100% owned and jointly and severally liable for Lamar Media’s outstanding publicly issued notes. The accounts for all companies reflected herein are presented using the equity method of accounting for investments in subsidiaries. LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Balance Sheet as of September 30, 2018 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated (unaudited) ASSETS Total current assets $ 6,180 $ 342,780 $ 16,438 $ — $ 365,398 Net property, plant and equipment — 1,187,773 5,540 — 1,193,313 Intangibles and goodwill, net — 2,480,597 19,844 — 2,500,441 Other assets 3,674,150 11,407 9,498 (3,646,372 ) 48,683 Total assets $ 3,680,330 $ 4,022,557 $ 51,320 $ (3,646,372 ) $ 4,107,835 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current maturities of long-term debt $ 26,694 $ 34 $ — $ — $ 26,728 Other current liabilities 22,050 183,809 18,812 — 224,671 Total current liabilities 48,744 183,843 18,812 — 251,399 Long-term debt 2,519,076 77 — — 2,519,153 Other noncurrent liabilities 27,751 223,199 29,529 (27,955 ) 252,524 Total liabilities 2,595,571 407,119 48,341 (27,955 ) 3,023,076 Stockholders’ equity 1,084,759 3,615,438 2,979 (3,618,417 ) 1,084,759 Total liabilities and stockholders’ equity $ 3,680,330 $ 4,022,557 $ 51,320 $ (3,646,372 ) $ 4,107,835 LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Balance Sheet as of December 31, 2017 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated ASSETS Total current assets $ 87,167 $ 293,536 $ 39,316 $ — $ 420,019 Net property, plant and equipment — 1,193,705 20,433 — 1,214,138 Intangibles and goodwill, net — 2,495,370 30,812 — 2,526,182 Other assets 3,707,352 10,571 7 (3,680,327 ) 37,603 Total assets $ 3,794,519 $ 3,993,182 $ 90,568 $ (3,680,327 ) $ 4,197,942 LIABILITIES AND STOCKHOLDER'S EQUITY Current liabilities: Current maturities of long-term debt $ 17,664 $ — $ — $ — $ 17,664 Other current liabilities 120,500 164,393 19,429 — 304,322 Total current liabilities 138,164 164,393 19,429 — 321,986 Long-term debt 2,539,026 — — — 2,539,026 Other noncurrent liabilities 26,231 218,900 61,587 (60,886 ) 245,832 Total liabilities 2,703,421 383,293 81,016 (60,886 ) 3,106,844 Stockholders’ equity 1,091,098 3,609,889 9,552 (3,619,441 ) 1,091,098 Total liabilities and stockholders’ equity $ 3,794,519 $ 3,993,182 $ 90,568 $ (3,680,327 ) $ 4,197,942 LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Statements of Income and Comprehensive Income for the Three Months Ended September 30, 2018 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 407,656 $ 11,659 $ (817 ) $ 418,498 Operating expenses Direct advertising expenses (1) — 134,863 6,522 (686 ) 140,699 General and administrative expenses (1) — 71,046 2,120 — 73,166 Corporate expenses (1) — 20,252 415 — 20,667 Depreciation and amortization — 53,956 1,133 — 55,089 Loss (gain) on disposition of assets — 559 (152 ) — 407 — 280,676 10,038 (686 ) 290,028 Operating income (loss) — 126,980 1,621 (131 ) 128,470 Equity in (earnings) loss of subsidiaries (126,015 ) — — 126,015 — Other expenses (income) 31,850 (8 ) (18 ) (131 ) 31,693 Income (loss) before income tax expense 94,165 126,988 1,639 (126,015 ) 96,777 Income tax expense (2) — 2,167 445 — 2,612 Net income (loss) $ 94,165 $ 124,821 $ 1,194 $ (126,015 ) $ 94,165 Statement of Comprehensive Income Net income (loss) $ 94,165 $ 124,821 $ 1,194 $ (126,015 ) $ 94,165 Total other comprehensive income, net of tax — — 221 — 221 Total comprehensive income (loss) $ 94,165 $ 124,821 $ 1,415 $ (126,015 ) $ 94,386 (1) Caption is exclusive of depreciation and amortization. (2) The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Statements of Income and Comprehensive Income for the Three Months Ended September 30, 2017 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 387,095 $ 13,303 $ (1,053 ) $ 399,345 Operating expenses Direct advertising expenses (1) — 128,175 7,408 (606 ) 134,977 General and administrative expenses (1) — 66,467 2,033 — 68,500 Corporate expenses (1) — 14,705 277 — 14,982 Depreciation and amortization — 49,475 2,321 — 51,796 (Gain) loss on disposition of assets — (2,737 ) 3 — (2,734 ) — 256,085 12,042 (606 ) 267,521 Operating income (loss) — 131,010 1,261 (447 ) 131,824 Equity in (earnings) loss of subsidiaries (128,500 ) — — 128,500 — Other expenses (income) 32,063 (2 ) 448 (447 ) 32,062 Income (loss) before income tax expense 96,437 131,012 813 (128,500 ) 99,762 Income tax expense (2) — 2,659 666 — 3,325 Net income (loss) $ 96,437 $ 128,353 $ 147 $ (128,500 ) $ 96,437 Statement of Comprehensive Income Net income (loss) $ 96,437 $ 128,353 $ 147 $ (128,500 ) $ 96,437 Total other comprehensive income, net of tax — — 1,216 — 1,216 Total comprehensive income (loss) $ 96,437 $ 128,353 $ 1,363 $ (128,500 ) $ 97,653 (1) Caption is exclusive of depreciation and amortization. (2) The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Statements of Income and Comprehensive Income for the Nine Months Ended September 30, 2018 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 1,164,039 $ 37,880 $ (2,595 ) $ 1,199,324 Operating expenses Direct advertising expenses (1) — 400,703 21,042 (1,969 ) 419,776 General and administrative expenses (1) — 206,522 6,538 — 213,060 Corporate expenses (1) — 60,468 1,255 — 61,723 Depreciation and amortization — 162,536 4,715 — 167,251 (Gain) loss on disposition of assets — (268 ) 7,533 — 7,265 — 829,961 41,083 (1,969 ) 869,075 Operating income (loss) — 334,078 (3,203 ) (626 ) 330,249 Equity in (earnings) loss of subsidiaries (322,592 ) — — 322,592 — Interest expense (income), net 97,320 (18 ) 332 (626 ) 97,008 Other expenses (income) 15,429 — — — 15,429 Income (loss) before income tax expense 209,843 334,096 (3,535 ) (322,592 ) 217,812 Income tax expense (2) — 5,708 2,261 — 7,969 Net income (loss) $ 209,843 $ 328,388 $ (5,796 ) $ (322,592 ) $ 209,843 Statement of Comprehensive Income Net income (loss) $ 209,843 $ 328,388 $ (5,796 ) $ (322,592 ) $ 209,843 Total other comprehensive loss, net of tax — — (599 ) — (599 ) Total comprehensive income (loss) $ 209,843 $ 328,388 $ (6,395 ) $ (322,592 ) $ 209,244 (1) Caption is exclusive of depreciation and amortization. (2) The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Statements of Income and Comprehensive Income for the Nine Months Ended September 30, 2017 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 1,107,583 $ 38,191 $ (2,989 ) $ 1,142,785 Operating expenses Direct advertising expenses (1) — 381,317 22,330 (1,751 ) 401,896 General and administrative expenses (1) — 199,979 6,473 — 206,452 Corporate expenses (1) — 47,320 834 — 48,154 Depreciation and amortization — 148,357 6,646 — 155,003 (Gain) loss on disposition of assets — (4,377 ) — — (4,377 ) — 772,596 36,283 (1,751 ) 807,128 Operating income (loss) — 334,987 1,908 (1,238 ) 335,657 Equity in (earnings) loss of subsidiaries (326,401 ) — — 326,401 — Interest expense (income), net 95,521 (5 ) 1,242 (1,238 ) 95,520 Other expenses (income) 71 — — — 71 Income (loss) before income tax expense 230,809 334,992 666 (326,401 ) 240,066 Income tax expense (2) — 7,528 1,729 — 9,257 Net income (loss) $ 230,809 $ 327,464 $ (1,063 ) $ (326,401 ) $ 230,809 Statement of Comprehensive Income Net income (loss) $ 230,809 $ 327,464 $ (1,063 ) $ (326,401 ) $ 230,809 Total other comprehensive income, net of tax — — 2,104 — 2,104 Total comprehensive income (loss) $ 230,809 $ 327,464 $ 1,041 $ (326,401 ) $ 232,913 (1) Caption is exclusive of depreciation and amortization. (2) The income tax expense reflected in each column does not include any tax effect of the equity in earnings from subsidiaries. LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Statement of Cash Flows for the Nine Months Ended September 30, 2018 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated (unaudited) Cash flows from operating activities: Net cash provided by (used in) operating activities $ 273,307 $ 445,984 $ 7,259 $ (383,263 ) $ 343,287 Cash flows from investing activities: Acquisitions — (48,141 ) — — (48,141 ) Capital expenditures — (78,944 ) (3,230 ) — (82,174 ) Proceeds from disposition of assets and investments — 2,952 2,808 — 5,760 Proceeds received from insurance claims — — 4,222 — 4,222 Investment in subsidiaries (60,424 ) — — 60,424 — Decrease (increase) in intercompany notes receivable 32,849 — — (32,849 ) — Decrease in notes receivable 7 — — — 7 Net cash (used in) provided by investing activities (27,568 ) (124,133 ) 3,800 27,575 (120,326 ) Cash flows from financing activities: Principal payments on long-term debt (20,097 ) (22 ) — — (20,119 ) Payment on revolving credit facility (368,000 ) — — — (368,000 ) Proceeds received from revolving credit facility 275,000 — — — 275,000 Redemption of senior subordinated notes (509,790 ) — — — (509,790 ) Proceeds received from senior credit facility term loans 599,250 — — — 599,250 Debt issuance costs (6,374 ) — — — (6,374 ) Intercompany loan (payments) proceeds — — (32,849 ) 32,849 — Distributions to non-controlling interest — — (388 ) — (388 ) Contributions from (to) parent 58,427 60,424 — (60,424 ) 58,427 Dividends (to) from parent (355,147 ) (383,263 ) — 383,263 (355,147 ) Net cash (used in) provided by financing activities (326,731 ) (322,861 ) (33,237 ) 355,688 (327,141 ) Effect of exchange rate changes in cash and cash equivalents — — (682 ) — (682 ) Net (decrease) increase in cash and cash equivalents (80,992 ) (1,010 ) (22,860 ) — (104,862 ) Cash and cash equivalents at beginning of period 86,546 1,625 26,800 — 114,971 Cash and cash equivalents at end of period $ 5,554 $ 615 $ 3,940 $ — $ 10,109 LAMAR MEDIA CORP. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) (In Thousands, Except for Share Data) Condensed Consolidating Statement of Cash Flows for the Nine Months Ended September 30, 2017 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated (unaudited) Cash flows from operating activities: Net cash provided by (used in) operating activities $ 227,195 $ 398,200 $ 5,472 $ (332,265 ) $ 298,602 Cash flows from investing activities: Acquisitions — (119,936 ) — — (119,936 ) Capital expenditures — (69,665 ) (4,781 ) — (74,446 ) Proceeds from disposition of assets and investments — 3,340 — — 3,340 Investment in subsidiaries (119,936 ) — — 119,936 — (Increase) decrease in intercompany notes receivable (2,713 ) — — 2,713 — Decrease in notes receivable 13 — — — 13 Net cash (used in) provided by investing activities (122,636 ) (186,261 ) (4,781 ) 122,649 (191,029 ) Cash flows from financing activities: Principal payments on long-term debt (11,250 ) — — — (11,250 ) Payment on revolving credit facility (407,000 ) — — — (407,000 ) Proceeds received from revolving credit facility 317,000 — — — 317,000 Payment on senior credit facility (247,500 ) — — — (247,500 ) Proceeds received from senior credit facility 450,000 — — — 450,000 Debt issuance costs (4,941 ) — — — (4,941 ) Intercompany loan proceeds (payments) — — 2,713 (2,713 ) — Distributions to non-controlling interest — — (415 ) — (415 ) Contributions from (to) parent 41,580 119,936 — (119,936 ) 41,580 Dividends (to) from parent (252,925 ) (332,265 ) — 332,265 (252,925 ) Net cash (used in) provided by financing activities (115,036 ) (212,329 ) 2,298 209,616 (115,451 ) Effect of exchange rate changes in cash and cash equivalents — — 1,767 — 1,767 Net (decrease) increase in cash and cash equivalents (10,477 ) (390 ) 4,756 — (6,111 ) Cash and cash equivalents at beginning of period 12,762 1,201 21,067 — 35,030 Cash and cash equivalents at end of period $ 2,285 $ 811 $ 25,823 $ — $ 28,919 |