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 2, 1999 LAMAR ADVERTISING COMPANY (Exact name of registrant as specified in its charter) DELAWARE 0-20833 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 ITEM 5. OTHER EVENTS. Lamar Advertising Company has announced its operating results for the second quarter ended June 30, 1999. Filed herewith as Exhibit 99.1 is a copy of a press release that was issued on August 2, 1999 describing these results. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 Press release issued by the registrant on August 2, 1999. 2
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 2, 1999 LAMAR ADVERTISING COMPANY By: /s/ KEVIN P. REILLY, JR. ------------------------------------- Kevin P. Reilly, Jr. President and Chief Executive Officer 3
4 INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION - -------- ----------- 99.1 Press release issued by the registrant on August 2, 1999
1 EXHIBIT 99.1 LAMAR 5551 CORPORATE BOULEVARD BATON ROUGE, LA 70808 LAMAR ADVERTISING COMPANY ANNOUNCES RECORD SECOND QUARTER ENDED JUNE 30, 1999 OPERATING RESULTS Baton Rouge, LA -- Monday, August 2, 1999 -- Lamar Advertising Company (Nasdaq: LAMR) a leading owner and operator of outdoor advertising and logo sign displays, today announced record revenue and operating cash flow for the second quarter ended June 30, 1999. Lamar reported record net revenues of $97.8 million for the second quarter of 1999 versus $69.7 million for the second quarter of 1998 and operating cash flow (EBITDA) of $46.6 million for the second quarter of 1999 versus $33.1 million for the second quarter of 1998. There was a net loss of $5.0 million for the second quarter of 1999 which compared to a net loss of $1.1 million for the second quarter of 1998. For the six months ended June 30, 1999, net revenue was $183.6M, operating cash flow (EBITDA) was $82.5M and the net loss was $15.7M compared to net revenue of $128.1M, operating cash flow (EBITDA) of $57.4M and net loss of $5.7M for the six months ended June 30, 1998. In addition, during the second quarter Lamar entered into agreements to acquire additional billboard assets for a total purchase price of approximately $30 million. All agreements will be closed by September 1, 1999 and will add an additional 1,030 displays to existing operations. Also, Lamar's wholly owned subsidiary, Interstate Logos, Inc. was awarded a new logo franchise by the state of New Mexico on July 21, 1999. Lamar Advertising Company is a leading outdoor advertising company currently operating 107 outdoor advertising companies in 36 states, logo franchises in 20 states and the province of Ontario, Canada and 23 transit advertising franchises in nine states. Company Contact: Keith A. Istre Chief Financial Officer (225) 926-1000
2 LAMAR ADVERTISING COMPANY AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA) Three Months Ended Six Months Ended June 30, June 30, 1999 1998 1999 1998 ----------- ------------ ------------ ------------ Net Revenues $ 97,809 $ 69,675 $ 183,575 $ 128,072 ----------- ------------ ------------ ------------ Operating expenses Direct advertising expenses 30,481 21,609 60,245 42,439 Selling, general and administrative expenses 20,754 15,008 40,853 28,224 Depreciation and amortization 32,652 19,491 64,213 37,096 ----------- ------------ ------------ ------------ 83,887 56,108 165,311 107,759 ----------- ------------ ------------ ------------ Operating income 13,922 13,567 18,264 20,313 ----------- ------------ ------------ ------------ Other expense (income) Interest income (269) (129) (955) (236) Interest expense 18,234 13,915 36,379 27,241 (Gain) loss on disposition of assets (141) 709 (477) 392 ----------- ------------ ------------ ------------ 17,824 14,495 34,947 27,397 ----------- ------------ ------------ ------------ Loss before income taxes and cumulative effect of a change in accounting principle (3,902) (928) (16,683) (7,084) Income tax expense (benefit) 1,076 142 (1,766) (1,423) ----------- ------------ ------------ ------------ Loss before cumulative effect of a change in accounting principle (4,978) (1,070) (14,917) (5,661) Cumulative effect of a change in accounting principle, net of tax -- -- (767) -- ----------- ------------ ------------ ------------ Net Loss (4,978) (1,070) (15,684) (5,661) Preferred stock dividends 183 183 274 274 ----------- ------------ ------------ ------------ Net loss applicable to common stock (5,161) (1,253) (15,958) (5,935) =========== ============ ============ ============ Loss before cumulative effect of a change in accounting principle per common share - basic and diluted $ (.08) $ (.02) $ (.25) $ (.12) =========== ============ ============ ============ Cumulative effect of a change in accounting principle, net of tax, per common share - basic and diluted $ (--) $ (--) $ (.01) $ (--) =========== ============ ============ ============ Net loss per common share - basic $ (.08) $ (.02) $ (.26) $ (.12) =========== ============ ============ ============ Net loss per common share - diluted $ (.08) $ (.02) $ (.26) $ (.12) =========== ============ ============ ============ Weighted average common shares outstanding 61,227,406 48,802,640 61,185,610 48,080,862 Incremental common shares from dilutive stock options -- -- -- -- ----------- ------------ ------------ ------------ Weighted average common shares assuming dilution 61,227,406 48,802,640 61,185,610 48,080,862 =========== ============ ============ ============