UNITED STATES
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): February 25, 2015
LAMAR ADVERTISING COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | 1-36756 | 72-1449411 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
5321 Corporate Boulevard, Baton Rouge, Louisiana 70808
(Address of principal executive offices and zip code)
(225) 926-1000
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
On February 25, 2015, Lamar Advertising Company announced via press release its results for the quarter and year ended December 31, 2014. A copy of Lamar’s press release is hereby furnished to the Commission and incorporated by reference herein as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | Press Release of Lamar Advertising Company, dated February 25, 2015, reporting Lamar’s financial results for the quarter and year ended December 31, 2014. | |
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: February 25, 2015 | LAMAR ADVERTISING COMPANY | |||||
| By: | /s/ Keith A. Istre | |||||
| Keith A. Istre | ||||||
| Treasurer and Chief Financial Officer | ||||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press Release of Lamar Advertising Company, dated February 25, 2015, reporting Lamar’s financial results for the quarter and year ended December 31, 2014. | |
Exhibit 99.1
5321 Corporate Boulevard
Baton Rouge, LA 70808
Lamar Advertising Company Announces
Fourth Quarter and Year End 2014 Operating Results
| Three Month Results As Reported Daily Revenue Recognition | ||||
| • Net revenue increased 5.1% to $336.7 million | ||||
| • Adjusted EBITDA increased 3.8% to $150.6 million | ||||
| Three Month Results Pro Forma Monthly Revenue Recognition | ||||
| • Pro forma adjusted net revenue increased 4.4% to $329.2 million | ||||
| • Pro forma adjusted EBITDA increased 3.5% to $143.1 million | ||||
Baton Rouge, LA – February 25, 2015 - Lamar Advertising Company (Nasdaq: LAMR), a leading owner and operator of outdoor advertising and logo sign displays, announces the Company’s operating results for the fourth quarter and year ended December 31, 2014.
“We are pleased with our fourth quarter results, particularly the acceleration in our billing,” said Lamar chief executive, Sean Reilly. “We are also pleased with our 2015 first quarter revenue pacings to date. Last year we completed our REIT conversion and delivered full-year AFFO of $4.08 per share, the midpoint of our previously provided guidance.”
| Fourth Quarter Highlights | ||||
| • Same-unit digital billing grew 4.4%
• Local sales on billboards increased 4.2%
• Pro forma monthly analog poster revenue grew 4%
• Paid quarterly dividend of $0.84 per share |
||||
Fourth Quarter Results
Lamar reported net revenues of $336.7 million for the fourth quarter of 2014 versus $320.4 million for the fourth quarter of 2013, a 5.1% increase. Operating income for the fourth quarter of 2014 was $88.5 million as compared to $63.8 million for the same period in 2013. Lamar recognized net income of $207.9 million for the fourth quarter of 2014 compared to net income of $10.2 million for same period in 2013. The increase in net income reflects a one time income tax benefit of $120.1 million related to the write off of a substantial portion of the Company’s deferred tax liabilities as a result of its conversion to a real estate investment trust. Net income per basic and diluted share was $2.18 per share and $0.11 per share for the three months ended December 31, 2014 and 2013, respectively.
Adjusted EBITDA for the fourth quarter of 2014 was $150.6 million versus $145.0 million for the fourth quarter of 2013, a 3.8% increase.
Free Cash Flow for the fourth quarter of 2014 was $100.2 million as compared to $85.0 million for the same period in 2013, a 17.9% increase.
For the fourth quarter of 2014, Funds From Operations, or FFO, was $136.8 million versus $86.0 million for the same period of 2013, an increase of 59.1%. Adjusted Funds From Operations, or AFFO, for fourth quarter of 2014 was $117.3 million compared to $99.0 million for the same period in 2013, an 18.5% increase. Diluted AFFO per share, was $1.23 per share and $1.04 per share for the three months ended December 31, 2014 and 2013, respectively.
1
Q4 Pro Forma Results
Pro forma adjusted net revenue for the fourth quarter of 2014 (recognized on a monthly basis) was $329.2 million. This reflects a 4.4% increase over pro forma adjusted net revenue for the fourth quarter of 2013. Pro forma adjusted EBITDA increased 3.5% as compared to pro forma adjusted EBITDA for the fourth quarter of 2013. Pro forma adjusted net revenue and pro forma adjusted EBITDA include adjustments to the 2013 period for acquisitions and divestitures for the same time frame as actually owned in the 2014 period. Pro forma adjusted net revenue and pro forma adjusted EBITDA in the 2013 period and adjusted net revenue and Adjusted EBITDA in the 2014 period have been adjusted to reflect revenue recognition on a monthly basis over the term of each advertising contract. See “Reconciliation of Reported Basis to Pro Forma Basis”, which provides reconciliations to GAAP for adjusted and pro forma measures.
Twelve Months Results
Lamar reported net revenues of $1.29 billion for the twelve months ended December 31, 2014 versus $1.25 billion for the same period in 2013, a 3.3% increase. Operating income for the twelve months ended December 31, 2014 was $278.7 million as compared to $223.4 million for the same period in 2013. Adjusted EBITDA for the twelve months ended December 31, 2014 was $558.0 million versus $545.1 million for the same period in 2013, a 2.4% increase. In addition, Lamar recognized net income of $253.5 million for the twelve months ended December 31, 2014 as compared to net income of $40.1 million for the same period in 2013. The increase in net income reflects a one time income tax benefit of $120.1 million related to the write off of a substantial portion of the Company’s deferred tax liabilities as a result of its conversion to a real estate investment trust. Net income per basic and diluted share was $2.66 per share and $0.42 per share for the twelve months ended December 31, 2014 and 2013, respectively.
Free Cash Flow for the twelve months ended December 31, 2014 increased 11.2% to $337.7 million as compared to $303.6 million for the same period in 2013.
For the twelve months ended December 31, 2014, FFO was $372.7 million versus $322.5 million for the same period of 2013, a 15.6% increase and AFFO for the twelve months ended December 31, 2014 was $388.5 million compared to $346.2 million for the same period in 2013, a 12.2% increase. Diluted AFFO per share increased to $4.08 per share as compared to $3.65 per share in the comparable period in 2013.
Please refer to “Use of Non GAAP Financial Measures” for definitions of Adjusted EBITDA, Free Cash Flow, Funds From Operations, Adjusted Funds From Operations, Diluted AFFO per share and outdoor operating income. For additional information, including reconciliations to GAAP measures, please refer to the unaudited selected financial information and supplemental schedules.
Liquidity
As of December 31, 2014, Lamar had $354.2 million in total liquidity that consisted of $328.2 million available for borrowing under its revolving senior credit facility and approximately $26.0 million in cash and cash equivalents.
Recent Events
Distributions. On December 30, 2014, Lamar made its third quarterly dividend distribution of $0.84 per share, or a total of approximately $80.2 million, to common stockholders of record on December 22, 2014. For the year ended December 31, 2014, Lamar’s distributions to common stockholders were $2.50 per share in the aggregate.
Stock Repurchase Program. In December 2014, Lamar announced that its board of directors authorized the repurchase of up to $250 million of the Company’s Class A common stock.
REIT Conversion. As part of its reorganization to qualify as a real estate investment trust for U.S. federal income tax purposes for the taxable year commencing January 1, 2014, Lamar merged with and into its wholly owned subsidiary Lamar Advertising REIT Company on November 18, 2014.
Guidance
In connection with our conversion to a REIT, Lamar does not intend to provide quarterly pro forma revenue guidance for future periods, as it has in the past. As a REIT, we plan to provide annual guidance for Adjusted Funds From Operations, a widely recognized metric of operating performance for REITs. We anticipate AFFO for fiscal year 2015 will be between $417 million and $427 million, representing growth of approximately 7.5% to 10.0% over 2014. This equates to full year AFFO per share of $4.34 to $4.45. Projected 2015 net income will be between $243 million and $253 million, or $2.53 to $2.64 per share.
2
Forward Looking Statements
This press release contains forward-looking statements, including statements regarding guidance for fiscal year 2015 and sales trends. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected in these forward-looking statements. These risks and uncertainties include, among others: (1) our significant indebtedness; (2) the state of the economy and financial markets generally and the effect of the broader economy on the demand for advertising; (3) the continued popularity of outdoor advertising as an advertising medium; (4) our need for and ability to obtain additional funding for operations, debt refinancing or acquisitions; (5) our ability to continue to qualify as a REIT and maintain our status as a REIT; (6) the regulation of the outdoor advertising industry by federal, state and local governments; (7) the integration of companies that we acquire and our ability to recognize cost savings or operating efficiencies as a result of these acquisitions; (8) changes in accounting principles, policies or guidelines; (9) changes in tax laws applicable to REITs or in the interpretation of those laws; (10) our ability to renew expiring contracts at favorable rates; (11) our ability to successfully implement our digital deployment strategy; and (12) the market for our Class A common stock. For additional information regarding factors that may cause actual results to differ materially from those indicated in our forward-looking statements, we refer you to the risk factors included in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2013, as supplemented by any risk factors contained in our Quarterly Reports on Form 10-Q. We caution investors not to place undue reliance on the forward-looking statements contained in this document. These statements speak only as of the date of this document, and we undertake no obligation to update or revise the statements, except as may be required by law.
Use of Non-GAAP Financial Measures
The Company has presented the following measures that are not measures of performance under accounting principles generally accepted in the United States of America (GAAP): Adjusted EBITDA, Free Cash Flow, Funds From Operations, Adjusted Funds From Operations, (AFFO), Diluted AFFO per share, adjusted pro forma results and outdoor operating income. Adjusted EBITDA is defined as net income before income tax expense (benefit), interest expense (income), gain (loss) on extinguishment of debt and investments, non-cash compensation, depreciation and amortization and gain on disposition of assets. Free Cash Flow is defined as Adjusted EBITDA less interest, net of interest income and amortization of financing costs, current taxes, preferred stock dividends and total capital expenditures. Funds From Operations is defined as net income before real estate depreciation and amortization, gains or loss from disposition of real estate assets and investments and an adjustment to eliminate non-controlling interest, which is the definition used by the National Association of Real Estate Investment Trusts (NAREIT). Adjusted Funds From Operations is defined as Funds From Operations adjusted for straight-line (revenue) expense, stock-based compensation expense, non-cash tax expense (benefit), non-real estate related depreciation and amortization, amortization of deferred financing and debt issuance costs, loss on extinguishment of debt, non-recurring, infrequent or unusual losses (gains), less maintenance capital expenditures and an adjustment for non-controlling interest. Diluted AFFO per share is defined as AFFO divided by the weighted average diluted common shares outstanding. Outdoor operating income is defined as operating income before corporate expenses, non-cash compensation, depreciation and amortization and gain on disposition of assets. These measures are not intended to replace financial performance measures determined in accordance with GAAP and should not be considered alternatives to operating income, net income, cash flows from operating activities, or other GAAP figures as indicators of the Company’s financial performance or liquidity. The Company’s management believes that Adjusted EBITDA, Free Cash Flow, Funds From Operations, Adjusted Funds From Operations, Diluted AFFO per share, Adjusted pro forma results and Outdoor operating income are useful in evaluating the Company’s performance and provide investors and financial analysts a better understanding of the Company’s core operating results. The pro forma acquisition adjustments are intended to provide information that may be useful for investors when assessing period to period results. Management also deems the presentation of monthly revenue recognition useful to allow investors to see the impact of an immaterial change to its revenue recognition policy and to provide pro forma results that are comparable with prior periods and in line with the Company’s historical presentation of market guidance. Our presentation of these non-GAAP measures, including AFFO and FFO, may not be comparable to similarly titled measures used by similarly situated companies. See “Supplemental Schedules—Unaudited Reconciliation of Non-GAAP Measures” and “Supplemental Schedules—Unaudited REIT Measures and Reconciliations to GAAP Measures”, which provides a reconciliation of each of these measures to the most directly comparable GAAP measure.
3
Conference Call Information
A conference call will be held to discuss the Company’s operating results on Wednesday, February 25, 2015 at 8:00 a.m. central time. Instructions for the conference call and Webcast are provided below:
| Conference Call | ||
| All Callers: | 1-334-323-0520 or 1-334-323-9871 | |
| Pass Code: | Lamar | |
| Replay: | 1-334-323-0140 or 1-877-919-4059 | |
| Pass Code: | 19157472 | |
| Available through Wednesday, March 4, 2015 at 11:59 p.m. eastern time | ||
| Live Webcast: | www.lamar.com | |
| Webcast Replay: | www.lamar.com | |
| Available through Wednesday, March 4, 2015 at 11:59 p.m. eastern time | ||
| Company Contact: | Buster Kantrow | |
| Director of Investor Relations | ||
| (225) 926-1000 | ||
| bkantrow@lamar.com | ||
General Information
Lamar Advertising Company is a leading outdoor advertising company currently operating over 150 outdoor advertising companies in 44 states, Canada and Puerto Rico, logo businesses in 23 states and the province of Ontario, Canada and over 60 transit advertising franchises in the United States, Canada and Puerto Rico.
4
LAMAR ADVERTISING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
| Three months ended December 31, |
Twelve months ended December 31, |
|||||||||||||||
| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| Net revenues |
$ | 336,696 | $ | 320,352 | $ | 1,287,060 | $ | 1,245,842 | ||||||||
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| Operating expenses (income) |
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| Direct advertising expenses |
115,096 | 109,962 | 453,269 | 436,844 | ||||||||||||
| General and administrative expenses |
55,575 | 52,880 | 219,792 | 213,087 | ||||||||||||
| Corporate expenses |
15,434 | 12,468 | 55,966 | 50,763 | ||||||||||||
| Non-cash compensation |
8,133 | 1,829 | 24,120 | 24,936 | ||||||||||||
| Depreciation and amortization |
55,185 | 81,087 | 258,435 | 300,579 | ||||||||||||
| Gain on disposition of assets |
(1,191 | ) | (1,710 | ) | (3,192 | ) | (3,804 | ) | ||||||||
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| 248,232 | 256,516 | 1,008,390 | 1,022,405 | |||||||||||||
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|||||||||
| Operating income |
88,464 | 63,836 | 278,670 | 223,437 | ||||||||||||
| Other expense (income) |
||||||||||||||||
| Interest income |
(3 | ) | (44 | ) | (102 | ) | (165 | ) | ||||||||
| Loss on extinguishment of debt |
— | 14,345 | 26,023 | 14,345 | ||||||||||||
| Other-than-temporary impairment of investment |
— | — | 4,069 | — | ||||||||||||
| Interest expense |
24,482 | 34,013 | 105,254 | 146,277 | ||||||||||||
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| 24,479 | 48,314 | 135,244 | 160,457 | |||||||||||||
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| Income before income tax expense |
63,985 | 15,522 | 143,426 | 62,980 | ||||||||||||
| Income tax (benefit) expense |
(143,898 | ) | 5,336 | (110,092 | ) | 22,841 | ||||||||||
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| Net income |
207,883 | 10,186 | 253,518 | 40,139 | ||||||||||||
| Preferred stock dividends |
92 | 92 | 365 | 365 | ||||||||||||
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| Net income applicable to common stock |
$ | 207,791 | $ | 10,094 | $ | 253,153 | $ | 39,774 | ||||||||
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| Earnings per share: |
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| Basic earnings per share |
$ | 2.18 | $ | 0.11 | $ | 2.66 | $ | 0.42 | ||||||||
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| Diluted earnings per share |
$ | 2.18 | $ | 0.11 | $ | 2.66 | $ | 0.42 | ||||||||
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| Weighted average common shares outstanding: |
||||||||||||||||
| - basic |
95,454,224 | 94,697,622 | 95,218,083 | 94,387,230 | ||||||||||||
| - diluted |
95,522,205 | 95,091,780 | 95,284,126 | 94,745,515 | ||||||||||||
| OTHER DATA |
||||||||||||||||
| Free Cash Flow Computation: |
||||||||||||||||
| Adjusted EBITDA |
$ | 150,591 | $ | 145,042 | $ | 558,033 | $ | 545,148 | ||||||||
| Interest, net |
(23,325 | ) | (30,656 | ) | (100,375 | ) | (131,445 | ) | ||||||||
| Current tax expense |
(3,281 | ) | (1,339 | ) | (12,045 | ) | (4,092 | ) | ||||||||
| Preferred stock dividends |
(92 | ) | (92 | ) | (365 | ) | (365 | ) | ||||||||
| Total capital expenditures |
(23,697 | ) | (27,973 | ) | (107,573 | ) | (105,650 | ) | ||||||||
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| Free cash flow |
$ | 100,196 | $ | 84,982 | $ | 337,675 | $ | 303,596 | ||||||||
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5
OTHER DATA (continued):
| December 31, 2014 |
December 31, 2013 |
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| Selected Balance Sheet Data: |
||||||||||||||||
| Cash and cash equivalents |
$ | 26,035 | $ | 33,212 | ||||||||||||
| Working capital |
$ | 47,803 | $ | 36,705 | ||||||||||||
| Total assets |
$ | 3,318,818 | $ | 3,401,618 | ||||||||||||
| Total debt (including current maturities) |
$ | 1,899,895 | $ | 1,938,802 | ||||||||||||
| Total stockholders’ equity |
$ | 981,466 | $ | 932,946 | ||||||||||||
| Three months ended December 31, |
Twelve months ended December 31, |
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| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| Selected Cash Flow Data: |
||||||||||||||||
| Cash flows provided by operating activities |
$ | 149,325 | $ | 100,021 | $ | 452,529 | $ | 394,705 | ||||||||
| Cash flows used in investing activities |
$ | (33,061 | ) | $ | (34,826 | ) | $ | (163,997 | ) | $ | (191,869 | ) | ||||
| Cash flows used in financing activities |
$ | (117,529 | ) | $ | (213,902 | ) | $ | (294,315 | ) | $ | (227,195 | ) | ||||
6
SUPPLEMENTAL SCHEDULES
UNAUDITED RECONCILIATIONS OF NON-GAAP MEASURES
(IN THOUSANDS)
| Three months ended December 31, |
Twelve months ended December 31, |
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| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| Reconciliation of Free Cash Flow to Cash Flows Provided by Operating Activities: |
||||||||||||||||
| Cash flows provided by operating activities |
$ | 149,325 | $ | 100,021 | $ | 452,529 | $ | 394,705 | ||||||||
| Changes in operating assets and liabilities |
(23,850 | ) | 14,111 | (969 | ) | 20,940 | ||||||||||
| Total capital expenditures |
(23,697 | ) | (27,973 | ) | (107,573 | ) | (105,650 | ) | ||||||||
| Preferred stock dividends |
(92 | ) | (92 | ) | (365 | ) | (365 | ) | ||||||||
| Other |
(1,490 | ) | (1,085 | ) | (5,947 | ) | (6,034 | ) | ||||||||
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| Free cash flow |
$ | 100,196 | $ | 84,982 | $ | 337,675 | $ | 303,596 | ||||||||
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| Reconciliation of Adjusted EBITDA to Net Income: |
||||||||||||||||
| Adjusted EBITDA |
$ | 150,591 | $ | 145,042 | $ | 558,033 | $ | 545,148 | ||||||||
| Less: |
||||||||||||||||
| Non-cash compensation |
8,133 | 1,829 | 24,120 | 24,936 | ||||||||||||
| Depreciation and amortization |
55,185 | 81,087 | 258,435 | 300,579 | ||||||||||||
| Gain on disposition of assets |
(1,191 | ) | (1,710 | ) | (3,192 | ) | (3,804 | ) | ||||||||
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|||||||||
| Operating Income |
88,464 | 63,836 | 278,670 | 223,437 | ||||||||||||
| Less: |
||||||||||||||||
| Interest income |
(3 | ) | (44 | ) | (102 | ) | (165 | ) | ||||||||
| Loss on extinguishment of debt |
— | 14,345 | 26,023 | 14,345 | ||||||||||||
| Other-than-temporary impairment of investment |
— | — | 4,069 | — | ||||||||||||
| Interest expense |
24,482 | 34,013 | 105,254 | 146,277 | ||||||||||||
| Income tax (benefit) expense |
(143,898 | ) | 5,336 | (110,092 | ) | 22,841 | ||||||||||
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| Net income |
$ | 207,883 | $ | 10,186 | $ | 253,518 | $ | 40,139 | ||||||||
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| Capital expenditure detail by category: |
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| Billboards - traditional |
$ | 6,765 | $ | 2,024 | $ | 25,829 | $ | 21,295 | ||||||||
| Billboards - digital |
11,726 | 15,268 | 53,536 | 50,233 | ||||||||||||
| Logo |
2,202 | 4,025 | 9,747 | 11,182 | ||||||||||||
| Transit |
116 | 114 | 425 | 168 | ||||||||||||
| Land and buildings |
1,166 | 3,435 | 8,668 | 9,471 | ||||||||||||
| Operating Equipment |
1,722 | 3,107 | 9,368 | 13,301 | ||||||||||||
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| Total capital expenditures |
$ | 23,697 | $ | 27,973 | $ | 107,573 | $ | 105,650 | ||||||||
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7
SUPPLEMENTAL SCHEDULES
UNAUDITED RECONCILIATIONS OF NON-GAAP MEASURES
(IN THOUSANDS)
| Three months ended December 31, |
||||||||||||
| 2014 | 2013 | % Change | ||||||||||
| Reconciliation of Reported Basis to Pro Forma(a) Basis: |
||||||||||||
| Net revenue (daily basis) |
$ | 336,696 | $ | 320,352 | 5.1 | % | ||||||
| Conversion from daily to monthly |
(7,483 | ) | (7,005 | ) | ||||||||
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| Adjusted net revenue |
$ | 329,213 | $ | 313,347 | 5.1 | % | ||||||
| Acquisitions and divestitures |
— | 2,103 | ||||||||||
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| Pro forma adjusted net revenue (monthly basis) |
$ | 329,213 | $ | 315,450 | 4.4 | % | ||||||
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| Reported direct advertising and G&A expenses |
$ | 170,671 | $ | 162,842 | 4.8 | % | ||||||
| Acquisitions and divestitures |
— | 1,865 | ||||||||||
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| Pro forma direct advertising and G&A expenses |
$ | 170,671 | $ | 164,707 | 3.6 | % | ||||||
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| Outdoor operating income (daily basis) |
$ | 166,025 | $ | 157,510 | 5.4 | % | ||||||
| Conversion from daily to monthly |
(7,483 | ) | (7,005 | ) | ||||||||
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| Adjusted outdoor operating income |
$ | 158,542 | $ | 150,505 | 5.3 | % | ||||||
| Acquisitions and divestitures |
— | 238 | ||||||||||
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| Pro forma adjusted outdoor operating income (monthly basis) |
$ | 158,542 | $ | 150,743 | 5.2 | % | ||||||
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| Reported corporate expenses |
$ | 15,434 | $ | 12,468 | 23.8 | % | ||||||
| Acquisitions and divestitures |
— | — | ||||||||||
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| Pro forma corporate expenses |
$ | 15,434 | $ | 12,468 | 23.8 | % | ||||||
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| Adjusted EBITDA (daily basis) |
$ | 150,591 | $ | 145,042 | 3.8 | % | ||||||
| Conversion from daily to monthly |
(7,483 | ) | (7,005 | ) | ||||||||
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| Adjusted EBITDA (monthly basis) |
$ | 143,108 | $ | 138,037 | 3.7 | % | ||||||
| Acquisitions and divestitures |
— | 238 | ||||||||||
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| Pro forma adjusted EBITDA (monthly basis) |
$ | 143,108 | $ | 138,275 | 3.5 | % | ||||||
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| (a) | Pro forma adjusted net revenue, direct advertising and general and administrative expenses, outdoor operating income, corporate expenses and Adjusted EBITDA include adjustments to 2013 for acquisitions and divestitures for the same time frame as actually owned in 2014. Pro forma adjusted net revenue, outdoor operating income and Adjusted EBITDA have also been adjusted to reflect revenue recognition on a monthly basis in both the 2013 and 2014 periods. |
| Three months ended December 31, |
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| 2014 | 2013 | |||||||
| Reconciliation of Outdoor Operating Income to Operating Income: |
||||||||
| Outdoor operating income |
$ | 166,025 | $ | 157,510 | ||||
| Less: Corporate expenses |
15,434 | 12,468 | ||||||
| Non-cash compensation |
8,133 | 1,829 | ||||||
| Depreciation and amortization |
55,185 | 81,087 | ||||||
| Plus: Gain on disposition of assets |
1,191 | 1,710 | ||||||
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| Operating income |
$ | 88,464 | $ | 63,836 | ||||
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8
SUPPLEMENTAL SCHEDULES
UNAUDITED REIT MEASURES
AND RECONCILIATIONS TO GAAP MEASURES
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
Adjusted Funds From Operations
| Three months ended December 31, |
Twelve months ended December 31, |
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| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| Net income |
$ | 207,883 | $ | 10,186 | $ | 253,518 | $ | 40,139 | ||||||||
| Depreciation and amortization related to advertising structures |
50,533 | 76,256 | 241,294 | 283,424 | ||||||||||||
| Gain from disposition of real estate assets |
(1,762 | ) | (575 | ) | (2,681 | ) | (1,949 | ) | ||||||||
| One time adjustment to taxes related to REIT conversion |
(120,081 | ) | — | (120,081 | ) | — | ||||||||||
| Adjustment for minority interest – consolidated affiliates |
264 | 125 | 695 | 915 | ||||||||||||
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| Funds From Operations |
$ | 136,837 | $ | 85,992 | $ | 372,745 | $ | 322,529 | ||||||||
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| Straight-line expense |
(472 | ) | (163 | ) | (841 | ) | (1,212 | ) | ||||||||
| Stock-based compensation expense |
8,133 | 1,829 | 24,120 | 24,936 | ||||||||||||
| Non-cash tax (benefit) expense |
(27,098 | ) | 3,997 | (2,056 | ) | 18,749 | ||||||||||
| Non-real estate related depreciation and amortization |
4,652 | 4,831 | 17,141 | 17,155 | ||||||||||||
| Amortization of deferred financing and debt issuance costs |
1,154 | 3,313 | 4,777 | 14,667 | ||||||||||||
| Loss on extinguishment of debt |
— | 14,345 | 26,023 | 14,345 | ||||||||||||
| Loss from other-than-temporary impairment of investment |
— | — | 4,069 | — | ||||||||||||
| Capitalized expenditures—maintenance |
(5,658 | ) | (15,043 | ) | (56,820 | ) | (64,073 | ) | ||||||||
| Adjustment for minority interest – consolidated affiliates |
(264 | ) | (125 | ) | (695 | ) | (915 | ) | ||||||||
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| Adjusted Funds From Operations |
$ | 117,284 | $ | 98,976 | $ | 388,463 | $ | 346,181 | ||||||||
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| Divided by weighted average diluted shares outstanding |
95,522,205 | 95,091,780 | 95,284,126 | 94,745,515 | ||||||||||||
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| Diluted AFFO per share |
$ | 1.23 | $ | 1.04 | $ | 4.08 | $ | 3.65 | ||||||||
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9
SUPPLEMENTAL SCHEDULES
UNAUDITED REIT MEASURES
AND RECONCILIATIONS TO GAAP MEASURES
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
Projected Adjusted Funds From Operations
| Year ended December 31, 2015 | ||||||||
| Low | High | |||||||
| Net income |
$ | 243,000 | $ | 253,000 | ||||
| Depreciation and amortization related to advertising structures |
186,000 | 186,000 | ||||||
| Gain from disposal of real estate assets |
(3,000 | ) | (3,000 | ) | ||||
| Adjustment for minority interest - consolidated affiliates |
900 | 900 | ||||||
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|
|
|
|||||
| Funds From Operations |
$ | 426,900 | $ | 436,900 | ||||
| Straight-line expense |
1,000 | 1,000 | ||||||
| Stock-based compensation expense |
25,000 | 25,000 | ||||||
| Non-cash tax (benefit) expense |
(1,000 | ) | (1,000 | ) | ||||
| Non-real estate related depreciation and amortization |
16,000 | 16,000 | ||||||
| Amortization of debt issuance fees |
5,000 | 5,000 | ||||||
| Capitalized expenditures—maintenance |
(55,000 | ) | (55,000 | ) | ||||
| Adjustment for minority interest - consolidated affiliates |
(900 | ) | (900 | ) | ||||
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|
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| Adjusted Funds From Operations |
$ | 417,000 | $ | 427,000 | ||||
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|
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| Weighted average diluted shares outstanding (1) |
96,000,000 | 96,000,000 | ||||||
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| Diluted earnings per share |
$ | 2.53 | $ | 2.64 | ||||
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| Diluted AFFO per share |
$ | 4.34 | $ | 4.45 | ||||
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| (1) | The weighted average diluted shares outstanding does not assume the repurchase of shares under the Company’s previously announced stock repurchase program, which may be made from time to time by the Company’s management based on its evaluation of market conditions and other factors. |
The guidance provided above is based on a number of assumptions that management believes to be reasonable and reflect our expectations as of February 2015. Actual results may differ materially from these estimates as a result of various factors, and we refer to the cautionary language regarding “forward looking” statements included in the press release when considering this information.
10