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):
AUGUST 15, 1997
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)
(504) 926-1000
(Registrant's telephone number, including area code)
2
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On August 15, 1997, a wholly-owned subsidiary of Lamar Advertising
Company (the "Company") acquired from Outdoor Systems, Inc. ("OSI"), for a cash
purchase price of approximately $116.0 million, certain outdoor advertising
assets that OSI had acquired from National Advertising Company ("3M"). Pursuant
to this acquisition, the Company has acquired approximately 1,745 bulletin
displays in ten markets in the states of Arizona, California, Colorado, Georgia,
Kentucky, Louisiana, Michigan, Missouri and Texas.
The Company financed the acquisition with a $114 million draw under
its credit facility with a syndicate of commercial banks, with the balance of
the purchase price derived from the Company's working capital. The nature and
amount of the consideration paid in the acquisition were determined by
negotiation between the Company and OSI. There was no material relationship
between OSI and the Company or any of its affiliates, directors or officers, or
any associate of any director or officer of the Company.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements.
To be filed by amendment.
(b) Pro Forma Financial Statements.
To be filed by amendment.
(c) Exhibits.
2.1 Asset Purchase Agreement dated as of August 15, 1997
between The Lamar Corporation and Outdoor Systems, Inc.
Filed herewith.
3
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: August 27, 1997 LAMAR ADVERTISING COMPANY
By: /s/ Keith A. Istre
---------------------------------------
Keith A. Istre
Treasurer and Chief Financial Officer
4
EXHIBIT INDEX
EXHIBIT SEQUENTIAL
NO. DESCRIPTION PAGE NO.
- ------- ----------- --------
2.1 Asset Purchase Agreement dated as of August 15, 1997
between The Lamar Corporation and Outdoor Systems, Inc.
Filed herewith.