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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
OCTOBER 1, 1998
LAMAR ADVERTISING COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 0-20833 72-1205791
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
5551 CORPORATE BOULEVARD, BATON ROUGE, LOUISIANA 70808
(Address of principal executive offices and zip code)
(225) 926-1000
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On October 1, 1998, Lamar Advertising Company (the "Company") acquired
all of the outstanding capital stock of Outdoor Communications, Inc. ("OCI"),
for a purchase price of approximately $385 million, consisting of approximately
$235 million of cash, the assumption of approximately $105 million of debt and
the issuance of approximately $45 million of notes to former OCI shareholders.
The completion of this acquisition was reported on a Form 8-K filed on October
15, 1998.
In order to update the financial statements filed on a Form 8-K/A on
October 19, 1998, the Company is filing this report to provide updated
historical financial statements and related notes for OCI as well as to include
updated pro forma financial information of the Company giving effect to the
acquisition.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
Unaudited condensed consolidated balance sheets of OCI as of
September 30, 1998 and June 30, 1998 and unaudited condensed
consolidated statements of operations and cash flows for the
three-month periods ended September 30, 1998 and 1997, are
filed herewith as Exhibit 99.1.
(b) Pro Forma Financial Statements.
Unaudited pro forma condensed consolidated balance sheet as of
September 30, 1998, and unaudited pro forma condensed
consolidated statements of loss of the Company giving effect
to the OCI acquisition for the year ended December 31, 1998,
and the nine months ended September 30, 1998, are filed
herewith as Exhibit 99.2.
(c) Exhibits.
99.1 Unaudited condensed consolidated balance sheets of
OCI as of September 30, 1998 and June 30, 1998 and
unaudited condensed consolidated statements of
operations, and cash flow for the three-month periods
ended September 30, 1998 and 1997. Filed herewith.
99.2 Unaudited pro forma condensed consolidated balance
sheet as of September 30, 1998 and statements of
loss of the Company giving effect to the OCI
acquisition for the year ended December 31, 1998 and
the nine months ended September 30, 1998. Filed
herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: June 8, 1999 LAMAR ADVERTISING COMPANY
By: /s/ KEITH A. ISTRE
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Keith A. Istre
Treasurer and Chief Financial Officer
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INDEX TO EXHIBITS
EXHIBIT
NO. DESCRIPTION
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99.1 Unaudited condensed consolidated balance sheets of OCI as of
September 30, 1998 and June 30, 1998, and unaudited condensed
consolidated statement of operations, and cash flow for the
three-month periods ended September 30, 1998 and 1997. Filed
herewith.
99.2 Unaudited pro forma condensed consolidated balance sheet as of
September 30, 1998 and statements of loss of the Company giving
effect to the OCI acquisition for the year ended December 31,
1998 and the nine months ended September 30, 1998. Filed herewith.