Summarized Financial Information of Subsidiaries | 2. Summarized Financial Information of Subsidiaries In the filing of our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2015, which was originally filed with the SEC on August 6, 2015, we omitted certain required disclosures under SEC Regulation S-X Rule 3-10, Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered. Accordingly, we have revised our financial statement footnotes to correct this immaterial error of omission and include the information presented below. This revision was determined to be immaterial to the financial statements previously presented. 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 June 30, 2016 (in thousands) Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated (unaudited) ASSETS Total current assets $ 20,648 $ 309,644 $ 32,861 $ — $ 363,153 Net property, plant and equipment — 1,159,264 22,154 — 1,181,418 Intangibles and goodwill, net — 2,284,583 33,729 — 2,318,312 Other assets 3,459,089 11,392 247 (3,437,496 ) 33,232 Total assets $ 3,479,737 $ 3,764,883 $ 88,991 $ (3,437,496 ) $ 3,896,115 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current maturities of long-term debt $ 23,369 $ — $ — $ — $ 23,369 Other current liabilities 39,310 178,396 24,714 — 242,420 Total current liabilities 62,679 178,396 24,714 — 265,789 Long-term debt 2,369,308 — — — 2,369,308 Other noncurrent liabilities 21,535 212,671 53,211 (52,614 ) 234,803 Total liabilities 2,453,522 391,067 77,925 (52,614 ) 2,869,900 Stockholders’ equity 1,026,215 3,373,816 11,066 (3,384,882 ) 1,026,215 Total liabilities and stockholders’ equity $ 3,479,737 $ 3,764,883 $ 88,991 $ (3,437,496 ) $ 3,896,115 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, 2015 (in thousands) Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated ASSETS Total current assets $ 6,086 $ 245,685 $ 29,461 $ — $ 281,232 Net property, plant and equipment — 1,072,595 22,542 — 1,095,137 Intangibles and goodwill, net — 1,904,096 34,765 — 1,938,861 Other assets 2,943,826 11,451 535 (2,923,702 ) 32,110 Total assets $ 2,949,912 $ 3,233,827 $ 87,303 $ (2,923,702 ) $ 3,347,340 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current maturities of long-term debt $ 16,509 $ — $ — $ — $ 16,509 Other current liabilities 29,268 163,955 22,618 — 215,841 Total current liabilities 45,777 163,955 22,618 — 232,350 Long-term debt 1,876,895 — — — 1,876,895 Other noncurrent liabilities 20,059 210,233 53,659 (53,037 ) 230,914 Total liabilities 1,942,731 374,188 76,277 (53,037 ) 2,340,159 Stockholders’ equity 1,007,181 2,859,639 11,026 (2,870,665 ) 1,007,181 Total liabilities and stockholders’ equity $ 2,949,912 $ 3,233,827 $ 87,303 $ (2,923,702 ) $ 3,347,340 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 June 30, 2016 (in thousands) Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 374,629 $ 13,883 $ (984 ) $ 387,528 Operating expenses Direct advertising expenses (1) — 125,417 7,950 (642 ) 132,725 General and administrative expenses (1) — 63,683 2,774 — 66,457 Corporate expenses (1) — 19,536 422 — 19,958 Depreciation and amortization — 49,978 1,955 — 51,933 Gain on disposition of assets — (705 ) — — (705 ) — 257,909 13,101 (642 ) 270,368 Operating income (loss) — 116,720 782 (342 ) 117,160 Equity in (earnings) loss of subsidiaries (113,354 ) — — 113,354 — Other expenses (income) 31,356 (3 ) 341 (342 ) 31,352 Income before income tax expense 81,998 116,723 441 (113,354 ) 85,808 Income tax expense (2) — 3,308 502 — 3,810 Net income (loss) $ 81,998 $ 113,415 $ (61 ) $ (113,354 ) $ 81,998 Statement of Comprehensive Income Net income (loss) $ 81,998 $ 113,415 $ (61 ) $ (113,354 ) $ 81,998 Total other comprehensive income, net of tax — — 11 — 11 Total comprehensive income (loss) $ 81,998 $ 113,415 $ (50 ) $ (113,354 ) $ 82,009 (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 Income and Comprehensive Income for the Three Months Ended June 30, 2015 (in thousands) Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 330,524 $ 14,519 $ (794 ) $ 344,249 Operating expenses Direct advertising expenses (1) — 109,201 7,292 (542 ) 115,951 General and administrative expenses (1) — 58,413 2,316 — 60,729 Corporate expenses (1) — 19,067 533 — 19,600 Depreciation and amortization — 46,807 1,918 — 48,725 Gain on disposition of assets — (191 ) — — (191 ) — 233,297 12,059 (542 ) 244,814 Operating income (loss) — 97,227 2,460 (252 ) 99,435 Equity in (earnings) loss of subsidiaries (84,157 ) — — 84,157 — Other expenses (income) 24,708 (20 ) 252 (252 ) 24,688 Income before income tax expense 59,449 97,247 2,208 (84,157 ) 74,747 Income tax expense (2) — 2,917 12,381 — 15,298 Net income (loss) $ 59,449 $ 94,330 $ (10,173 ) $ (84,157 ) $ 59,449 Statement of Comprehensive Income Net income (loss) $ 59,449 $ 94,330 $ (10,173 ) $ (84,157 ) $ 59,449 Total other comprehensive income, net of tax — — 407 — 407 Total comprehensive income (loss) $ 59,449 $ 94,330 $ (9,766 ) $ (84,157 ) $ 59,856 (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 Six Months Ended June 30, 2016 (in thousands) Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 702,207 $ 25,718 $ (1,864 ) $ 726,061 Operating expenses Direct advertising expenses (1) — 247,306 15,346 (1,202 ) 261,450 General and administrative expenses (1) — 127,682 5,565 — 133,247 Corporate expenses (1) — 35,184 707 — 35,891 Depreciation and amortization — 99,667 3,755 — 103,422 (Gain) loss on disposition of assets — (12,265 ) 233 — (12,032 ) — 497,574 25,606 (1,202 ) 521,978 Operating income (loss) — 204,633 112 (662 ) 204,083 Equity in (earnings) loss of subsidiaries (197,964 ) — — 197,964 — Other expenses (income) 64,559 (4 ) 668 (662 ) 64,561 Income before income tax expense 133,405 204,637 (556 ) (197,964 ) 139,522 Income tax expense (2) — 5,234 883 — 6,117 Net income (loss) $ 133,405 $ 199,403 $ (1,439 ) $ (197,964 ) $ 133,405 Statement of Comprehensive Income Net income (loss) $ 133,405 $ 199,403 $ (1,439 ) $ (197,964 ) $ 133,405 Total other comprehensive income, net of tax — — 1,479 — 1,479 Total comprehensive income (loss) $ 133,405 $ 199,403 $ 40 $ (197,964 ) $ 134,884 (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 Six Months Ended June 30, 2015 (in thousands) Lamar Media Corp. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Lamar Media Consolidated Statement of Income (unaudited) Net revenues $ — $ 623,106 $ 25,060 $ (1,440 ) $ 646,726 Operating expenses Direct advertising expenses (1) — 216,483 13,635 (935 ) 229,183 General and administrative expenses (1) — 115,575 4,360 — 119,935 Corporate expenses (1) — 34,105 798 — 34,903 Depreciation and amortization — 94,081 3,874 — 97,955 Gain on disposition of assets — (2,027 ) — — (2,027 ) — 458,217 22,667 (935 ) 479,949 Operating income (loss) — 164,889 2,393 (505 ) 166,777 Equity in (earnings) loss of subsidiaries (149,491 ) — — 149,491 — Other expenses (income) 49,238 (22 ) 507 (505 ) 49,218 Income before income tax expense 100,253 164,911 1,886 (149,491 ) 117,559 Income tax expense (2) — 4,936 12,370 — 17,306 Net income (loss) $ 100,253 $ 159,975 $ (10,484 ) $ (149,491 ) $ 100,253 Statement of Comprehensive Income Net income (loss) $ 100,253 $ 159,975 $ (10,484 ) $ (149,491 ) $ 100,253 Total other comprehensive loss, net of tax — — (1,203 ) — (1,203 ) Total comprehensive income (loss) $ 100,253 $ 159,975 $ (11,687 ) $ (149,491 ) $ 99,050 (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 Six Months Ended June 30, 2016 (in thousands) 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 $ 140,590 $ 239,840 $ 3,976 $ (194,681 ) $ 189,725 Cash flows from investing activities: Acquisitions — (506,147 ) — — (506,147 ) Capital expenditures — (50,034 ) (1,479 ) — (51,513 ) Proceeds from disposition of assets and investments — 6,734 — — 6,734 Investment in subsidiaries (506,147 ) — — 506,147 — (Increase) decrease in intercompany notes receivable 486 — — (486 ) — Decrease in notes receivable 13 — — — 13 Net cash used in (provided by) investing activities (505,648 ) (549,447 ) (1,479 ) 505,661 (550,913 ) Cash flows from financing activities: Proceeds received from revolving credit facility 347,000 — — — 347,000 Payment on revolving credit facility (233,000 ) — — — (233,000 ) Principal payments on long-term debt (9,385 ) — — — (9,385 ) Proceeds received from senior credit facility 300,000 — — — 300,000 Debt issuance costs (9,140 ) — — — (9,140 ) Proceeds received from note offering 400,000 — — — 400,000 Payment on senior credit facility (300,000 ) — — — (300,000 ) Intercompany loan payments — — (486 ) 486 — Distributions to non-controlling interest — — (210 ) — (210 ) Dividends (to) from parent (151,850 ) (190,672 ) — 190,672 (151,850 ) Contributions from (to) parent 36,000 502,138 — (502,138 ) 36,000 Net cash provided by (used in) financing activities 379,625 311,466 (696 ) (310,980 ) 379,415 Effect of exchange rate changes in cash and cash equivalents — — 1,183 — 1,183 Net increase in cash and cash equivalents 14,567 1,859 2,984 — 19,410 Cash and cash equivalents at beginning of period 4,955 454 16,418 — 21,827 Cash and cash equivalents at end of period $ 19,522 $ 2,313 $ 19,402 $ — $ 41,237 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 Six Months Ended June 30, 2015 (in thousands) 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 $ 117,761 $ 214,215 $ 87 $ (163,127 ) $ 168,936 Cash flows from investing activities: Acquisitions — (51,377 ) (8,012 ) — (59,389 ) Capital expenditures — (54,751 ) (1,614 ) — (56,365 ) Proceeds from disposition of assets and investments — 5,692 — — 5,692 Investment in subsidiaries (59,389 ) — — 59,389 — (Increase) decrease in intercompany notes receivable (2,554 ) 1,584 — 970 — (Increase) decrease in notes receivable (15 ) — — — (15 ) Net cash (used in) provided by investing activities (61,958 ) (98,852 ) (9,626 ) 60,359 (110,077 ) Cash flows from financing activities: Proceeds received from revolving credit facility 155,000 — — — 155,000 Payment on revolving credit facility (107,000 ) — — — (107,000 ) Principal payments on long-term debt (7,510 ) — — — (7,510 ) Intercompany loan proceeds — — 2,554 (2,554 ) — Distributions to non-controlling interest — — (360 ) — (360 ) Dividends (to) from parent (137,913 ) (164,711 ) — 164,711 (137,913 ) Contributions from (to) parent 41,184 51,377 8,012 (59,389 ) 41,184 Net cash (used in) provided by financing activities (56,239 ) (113,334 ) 10,206 102,768 (56,599 ) Effect of exchange rate changes in cash and cash equivalents — — (840 ) — (840 ) Net (decrease) increase in cash and cash equivalents (436 ) 2,029 (173 ) — 1,420 Cash and cash equivalents at beginning of period 10,689 480 14,366 — 25,535 Cash and cash equivalents at end of period $ 10,253 $ 2,509 $ 14,193 $ — $ 26,955 |