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, 2019 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated (unaudited) ASSETS Total current assets $ 13,918 $ 49,344 $ 252,791 $ — $ 316,053 Net property, plant and equipment — 1,333,395 7,374 — 1,340,769 Operating lease right of use assets — 1,268,434 27,878 — 1,296,312 Intangibles and goodwill, net — 2,893,303 18,416 — 2,911,719 Other assets 4,243,934 249,595 184,805 (4,628,187 ) 50,147 Total assets $ 4,257,852 $ 5,794,071 $ 491,264 $ (4,628,187 ) $ 5,915,000 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current maturities of long-term debt $ 43,071 $ 34 $ 175,000 $ — $ 218,105 Other current liabilities 17,898 354,287 24,122 — 396,307 Total current liabilities 60,969 354,321 199,122 — 614,412 Long-term debt 2,835,653 43 — — 2,835,696 Other noncurrent liabilities 204,384 1,256,732 284,368 (437,438 ) 1,308,046 Total liabilities 3,101,006 1,611,096 483,490 (437,438 ) 4,758,154 Stockholders’ equity 1,156,846 4,182,975 7,774 (4,190,749 ) 1,156,846 Total liabilities and stockholders’ equity $ 4,257,852 $ 5,794,071 $ 491,264 $ (4,628,187 ) $ 5,915,000 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, 2018 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated ASSETS Total current assets $ 4,653 $ 121,549 $ 236,967 $ — $ 363,169 Net property, plant and equipment — 1,289,348 5,700 — 1,295,048 Intangibles and goodwill, net — 2,804,915 19,304 — 2,824,219 Other assets 4,056,288 230,504 184,247 (4,425,589 ) 45,450 Total assets $ 4,060,941 $ 4,446,316 $ 446,218 $ (4,425,589 ) $ 4,527,886 LIABILITIES AND STOCKHOLDER'S EQUITY Current liabilities: Current maturities of long-term debt $ 29,086 $ 34 $ 175,000 $ — $ 204,120 Other current liabilities 27,067 204,103 14,578 — 245,748 Total current liabilities 56,153 204,137 189,578 — 449,868 Long-term debt 2,684,500 68 — — 2,684,568 Other noncurrent liabilities 200,092 246,312 251,835 (424,985 ) 273,254 Total liabilities 2,940,745 450,517 441,413 (424,985 ) 3,407,690 Stockholders’ equity 1,120,196 3,995,799 4,805 (4,000,604 ) 1,120,196 Total liabilities and stockholders’ equity $ 4,060,941 $ 4,446,316 $ 446,218 $ (4,425,589 ) $ 4,527,886 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, 2019 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 446,838 $ 11,539 $ (591 ) $ 457,786 Operating expenses Direct advertising expenses (1) — 142,412 7,025 (591 ) 148,846 General and administrative expenses (1) — 78,470 2,091 — 80,561 Corporate expenses (1) — 22,645 417 — 23,062 Depreciation and amortization — 63,033 918 — 63,951 Gain on disposition of assets — (185 ) (14 ) — (199 ) — 306,375 10,437 (591 ) 316,221 Operating income — 140,463 1,102 — 141,565 Equity in (earnings) loss of subsidiaries (136,714 ) — — 136,714 — Interest expense (income), net 36,882 (7 ) 1,280 — 38,155 Income (loss) before income tax expense 99,832 140,470 (178 ) (136,714 ) 103,410 Income tax expense (2) — 3,255 323 — 3,578 Net income (loss) $ 99,832 $ 137,215 $ (501 ) $ (136,714 ) $ 99,832 Statement of Comprehensive Income Net income (loss) $ 99,832 $ 137,215 $ (501 ) $ (136,714 ) $ 99,832 Total other comprehensive loss, net of tax — — (174 ) — (174 ) Total comprehensive income (loss) $ 99,832 $ 137,215 $ (675 ) $ (136,714 ) $ 99,658 (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, 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 — Interest expense (income), net 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 Nine Months Ended September 30, 2019 Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 1,258,493 $ 34,563 $ (2,071 ) $ 1,290,985 Operating expenses Direct advertising expenses (1) — 417,271 20,506 (2,071 ) 435,706 General and administrative expenses (1) — 232,602 5,668 — 238,270 Corporate expenses (1) — 57,542 1,025 — 58,567 Depreciation and amortization — 184,897 2,253 — 187,150 Gain on disposition of assets — (1,195 ) (4,165 ) — (5,360 ) — 891,117 25,287 (2,071 ) 914,333 Operating income — 367,376 9,276 — 376,652 Equity in (earnings) loss of subsidiaries (379,424 ) — — 379,424 — Interest expense (income), net 109,745 (94 ) 4,036 — 113,687 Income (loss) before income tax expense 269,679 367,470 5,240 (379,424 ) 262,965 Income tax (benefit) expense (2) — (9,357 ) 2,643 — (6,714 ) Net income (loss) $ 269,679 $ 376,827 $ 2,597 $ (379,424 ) $ 269,679 Statement of Comprehensive Income Net income (loss) $ 269,679 $ 376,827 $ 2,597 $ (379,424 ) $ 269,679 Total other comprehensive income, net of tax — — 372 — 372 Total comprehensive income (loss) $ 269,679 $ 376,827 $ 2,969 $ (379,424 ) $ 270,051 (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 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 Statement of Cash Flows for the Nine Months Ended September 30, 2019 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 $ 289,262 $ 510,514 $ (11,358 ) $ (404,210 ) $ 384,208 Cash flows from investing activities: Acquisitions — (214,559 ) — — (214,559 ) Capital expenditures — (94,820 ) (2,860 ) — (97,680 ) Proceeds from disposition of assets — 2,658 — — 2,658 Proceeds received from insurance claims — 210 — — 210 Investment in subsidiaries (214,559 ) — — 214,559 — Decrease in intercompany notes receivable 7,236 — — (7,236 ) — Increase in notes receivable (448 ) — — — (448 ) Net cash (used in) provided by investing activities (207,771 ) (306,511 ) (2,860 ) 207,323 (309,819 ) Cash flows from financing activities: Proceeds received from revolving credit facility 430,000 — — — 430,000 Payment on revolving credit facility (495,000 ) — — — (495,000 ) Principal payments on long-term debt (24,421 ) (25 ) — — (24,446 ) Proceeds received from note offering 255,000 — — — 255,000 Payment on accounts receivable securitization program — — (9,000 ) — (9,000 ) Proceeds received from accounts receivable securitization program — — 9,000 — 9,000 Debt issuance costs (4,454 ) — — — (4,454 ) Intercompany loan proceeds — (19,641 ) 12,405 7,236 — Distributions to non-controlling interest — — (439 ) — (439 ) Dividends (to) from parent (297,027 ) (404,210 ) — 404,210 (297,027 ) Contributions from (to) parent 63,626 214,559 — (214,559 ) 63,626 Net cash (used in) provided by financing activities (72,276 ) (209,317 ) 11,966 196,887 (72,740 ) Effect of exchange rate changes in cash and cash equivalents — — 144 — 144 Net increase (decrease) in cash and cash equivalents 9,215 (5,314 ) (2,108 ) — 1,793 Cash and cash equivalents at beginning of period 4,029 11,655 5,310 — 20,994 Cash and cash equivalents at end of period $ 13,244 $ 6,341 $ 3,202 $ — $ 22,787 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 — 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 |