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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): August 24, 2006
LAMAR ADVERTISING COMPANY
(Exact name of registrant as specified in its charter)
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Delaware
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0-30242
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72-1449411 |
(State or other jurisdiction
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(Commission File
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(IRS Employer |
of incorporation)
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Number)
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Identification No.) |
5551 Corporate Boulevard, Baton Rouge, Louisiana 70808
(Address of principal executive offices and zip code)
(225) 926-1000
(Registrants 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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 7.01 Regulation FD Disclosure
On August 25, 2006, Lamar Advertising Company announced via press release that its Board of
Directors has authorized the repurchase of up to $250 million of the companys Class A Common
Stock. A copy of Lamars 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
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Exhibit |
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No. |
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Description |
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99.1
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Press Release of Lamar Advertising Company dated August 25, 2006. |
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.
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Date: August 25, 2006 |
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LAMAR ADVERTISING COMPANY |
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By:
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/s/ Keith A. Istre |
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Keith A. Istre |
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Treasurer and Chief Financial Officer |
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EXHIBIT INDEX
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Exhibit |
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No. |
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Description |
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99.1
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Press Release of Lamar Advertising Company dated August 25, 2006. |
exv99w1
Exhibit 99.1
LAMAR ADVERTISING COMPANY
5551 Corporate Boulevard
Baton Rouge, LA 70808
Lamar Advertising Company Announces
$250 Million Stock Repurchase Program
Friday, August 25, 2006 Lamar Advertising Company (Nasdaq: LAMR), a leading owner and
operator of advertising and logo displays, announces that its Board of Directors has authorized the
repurchase of up to $250 million of the Companys Class A Common Stock from time to time for a
period not to exceed 18 months. The share repurchases may be made in the open market or in
privately negotiated transactions.
This new repurchase program follows the completion of the stock repurchase program that was
announced in November 2005, which earlier program was completed in July 2006, whereby the Company
repurchased $250 million, or approximately 4.9 million shares, of its outstanding Class A Common
Stock.
The timing and amount of any shares repurchased under the new repurchase program will be
determined by Lamars management based on its evaluation of market conditions and other factors.
The repurchase program may be suspended or discontinued at any time. Any repurchased shares will
be available for general corporate or other purposes. Additionally, Lamar management has been
granted authority to establish a trading plan under Rule 10b5-1 of the Securities Exchange Act of
1934 as part of the repurchase program, which will allow the Company to repurchase shares in the
open market during periods in which the stock trading window is otherwise closed for the Company.
The repurchase program will be funded using working capital, availability under the Companys
revolving credit facility and future cash flows.
Lamar Advertising Company had approximately 86.3 million shares of its Class A Common Stock
and 15.6 million shares of its Class B Common Stock, which is convertible into Class A Common
Stock on a one-for-one basis at the option of its holder, outstanding as of August 24, 2006.
* * * * *
This press release contains forward-looking statements, including statements regarding the
Companys intention to repurchase shares of its Class A Common Stock from time to time under its
stock repurchase program. These statements are subject to risks and uncertainties that could cause
actual results to differ materially from those projected in these forward-looking statements,
including the nature of other investment opportunities presented to the Company from time to time
and the Companys cash flows from operations. The Company cautions 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 the Company undertakes no obligation to update or revise these
statements, except as may be required by law.
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Company Contact:
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Keith A. Istre |
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Chief Financial Officer |
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(225) 926-1000 |
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KI@lamar.com |