1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): JULY 20, 1999 LAMAR ADVERTISING COMPANY (Exact name of registrant as specified in its charter) DELAWARE 72-1449411 (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 5551 CORPORATE BOULEVARD, BATON ROUTE, LOUISIANA 70808 (Address of principal executive offices and zip code) (225) 926-1000 (Registrant's telephone number, including area code) 2 CO-REGISTRANT State or other Jurisdiction of IRS Employer Exact Name of Registrant Incorporation or Identification as Specified in its Charter Organization Number - --------------------------- ---------------- -------------- Lamar Media Corp. Delaware 72-1205791 3 ITEM 5. OTHER EVENTS. Lamar Advertising Company was reorganized into 6 new holding company structures. Filed herewith as Exhibit 99.1 is a copy of a press release that we issued today describing the reorganization. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 2.1 Agreement and Plan of Merger dated as of July 20, 1999 among Lamar Advertising Company, Lamar New Holding Co., and Lamar Holdings Merge Co. Filed herewith. 99.1 Press release issued by the registrant on July 21, 1999. 2 4 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: July 22, 1999 LAMAR ADVERTISING COMPANY By: /s/ Kevin P. Reilly, Jr. ------------------------------------- Kevin P. Reilly, Jr. President and Chief Executive Officer 5 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ------- ----------- 2.1 Agreement and Plan of Merger dated as of July 20, 1999 among Lamar Advertising Company, Lamar New Holding Co., and Lamar Holdings Merge Co. Filed herewith. 99.1 Press release issued by the registrant on July 21, 1999.