UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[ X ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended 3/31/97
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission file number 333-16631-01
MINNESOTA LOGOS, A PARTNERSHIP
(Exact name of registrant as specified in its charter)
Minnesota 41-1804634
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
5551 Corporate Blvd.,
Baton Rouge, LA 70808
(Address of principal (Zip Code)
executive officers)
Registrant's telephone number, including area code (504) 926-1000
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
CONTENTS
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Condensed Balance Sheets as of October 31,
1996 and December 31, 1996 (unaudited)
and March 31, 1997 (unaudited) 1
Condensed Statement of Operations
Three Months Ended March 31,1996 (unaudited),
and March 31, 1997 (unaudited) 2
Condensed Statement of Cash Flow for Three
Months Ended March 31, 1996 (unaudited) and 3
March 31, 1997 (unaudited)
Notes to Condensed Financial Statements 4
ITEM 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 5
PART II - OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
Signatures 6
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PART I - FINANCIAL INFORMATION
ITEM 1. - FINANCIAL STATEMENTS
MINNESOTA LOGOS, A PARTNERSHIP
CONDENSED BALANCE SHEETS
OCTOBER 31, 1996, DECEMBER 31,1996, AND MARCH 31, 1997
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October 31, December 31, March 31,
1996 1996 1997
(unaudited) (unaudited)
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ASSETS
Current assets :
Cash $ 2,500 2,500 2,500
Accounts receivable 50,707 123,375 81,462
Other current assets - - 5,042
Total current assets 53,207 125,875 89,004
Plant and equipment 1,959,015 1,934,146 2,027,222
Less accumulated depreciation ( 171,026) ( 191,217) ( 248,126)
1,787,989 1,742,929 1,779,096
Other assets net of
accumulated amortization of
$41,388 in October 1996,
$45,875 in December 1996,
$52,856 in March 1997 98,239 93,752 86,770
$1,939,435 1,962,556 1,954,870
LIABILITIES AND PARTNERS' CAPITAL
Current liabilities:
Trade accounts payable 2,327 35,715 31,475
Accrued expenses 5,121 6,860 1,020
Deferred income 264,498 298,182 262,622
Advances from affiliates 1,494,844 1,380,792 1,359,996
Total current liabilities 1,766,790 1,721,549 1,655,113
Partners' capital 172,645 241,007 299,757
Total liabilities and
partners' capital $1,939,435 1,962,556 1,954,870
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See accompanying notes to condensed financial statements.
MINNESOTA LOGOS, A PARTNERSHIP
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
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Three Months Ending March 31,
1996 1997
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Logo revenue $ 203,750 245,171
Operating expenses :
Direct expenses 87,164 72,587
General and administrative expenses 64,575 49,944
Depreciation 29,694 56,909
Amortization 6,981 6,981
188,414 186,421
Operating income 15,336 58,750
Loss on disposition of assets 69,513 -
Net income\(loss) ( 54,177) 58,750
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See accompanying notes to condensed financial statements.
MINNESOTA LOGOS, A PARTNERSHIP
CONDENSED STATEMENTS OF CASH FLOW
(Unaudited)
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Three Months Ended March 31,
1996 1997
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income ( 54,177) 58,750
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization 36,675 63,890
Loss on disposition of assets 69,513 -
Changes in operating assets and liabilities:
Decrease (increase) in assets
Accounts receivable 57,203 41,913
Prepaid expenses 4,933 ( 5,042)
Increase (decrease)in liabilities
Accounts payable - ( 4,240)
Accrued expenses 1,408 ( 5,840)
Deferred income ( 36,985) ( 35,560)
Net cash provided by operating
activities 78,570 113,871
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ( 85,113) ( 93,075)
Net cash used in investing
activities ( 85,113) ( 93,075)
CASH FLOWS PROVIDED BY (USED IN)
FINANCING ACTIVITIES
Advances from affiliates 6,543 ( 20,796)
Net cash provided by (used in)
Financing activities 6,543 ( 20,796)
Net increase in cash - -
Cash, beginning of period 2,500 2,500
Cash, end of period 2,500 2,500
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See accompanying notes to condensed financial statements.
MINNESOTA LOGOS, A PARTNERSHIP
NOTES TO CONDENSED FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
The information included in the foregoing interim financial statements is
unaudited. In the opinion of management, all adjustments, consisting of
normal recurring adjustments, necessary for a fair presentation of financial
position and results of operations for the interim periods presented have
been reflected herein. The results of operations for interim periods are not
necessarily indicative of the results to be expected for the entire year.
These condensed consolidated financial statements should be read in
conjunction with the financial statements, of Minnesota Logos, a Partnership
("The Partnership") and the notes thereto included in the Partnership's
annual report on form 10-K.
Organization
The Partnership is 95% owned by Minnesota Logos, Inc., whose ultimate parent
is Lamar Advertising Company. Global Contracting, L.L.P. owns the remaining
5% of the Partnership.
The Partnership was awarded the Minnesota state logo sign franchise effective
August 1995. Its principal service is to provide interstate logo advertising
in the state of Minnesota.
Change of Fiscal Year End
On December 17, 1996, the General Partner of the Partnership determined to
change the Partnership's fiscal year such that the Partnership's fiscal year
shall end on December 31 of each year. The Partnership's last fiscal year
ended on October 31,1996. The two-month period from November 1, 1996 to
December 31, 1996 is being treated as a transition period that will not be a
part of fiscal year 1996 or fiscal year 1997.
Affiliates
The Partnership is affiliated through common ownership, directorate control and
common management with Lamar Advertising Company, The Lamar Corporation and
their subsidiaries.
Commitments and other Contingencies
The Partnership is a guarantor, jointly and severally with other affiliated
companies, of the payment of approximately $255,000,000 in senior
subordinated notes issued by its parent, Lamar Advertising Company.
The Partnership's employees are covered by Lamar Advertising Company's
self-insured group health program. Coverage is available to all employees
who work in excess of 30 hours per week. The Partnership and/or parent is
obligated to pay all claims on these policies which are in excess of premiums
up to policy limits of $150,000 per employee, per claim, per year, at which
point reinsurance pays any additional charges. The Partnership is also
self-insured with respect to its income disability benefits and against casualty
losses on logo sign structures.
ITEM 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations
LIQUIDITY AND CAPITAL RESOURCES
The Partnership's net cash provided by operating activities is $113,871 for the
three months ended March 31,1997 which consists of the Partnership's net income
of $58,750, non-cash items of $63,890, a net increase in assets of $36,871 and
net decrease in liabilities of $45,640. Net cash used in investing activities
is $93,075. Cash flows used in financing activities were $20,796 entirely from
advances from affiliates. As a result of the above factors, there is no change
in cash for the three months ended March 31, 1997.
RESULTS OF OPERATIONS
Three months ended March 31, 1996 as compared to three months ended March 31,
1997
Revenues for the three months ended March 31, 1997 increased $41,421 to $245,171
from $203,750 for the same period in 1996. This increase was due to the
continued development of the program.
Operating expenses exclusive of depreciation and amortization for the three
months ended March 31, 1997 decreased $29,208 to $122,531 from $151,739 for the
same period in 1996.
Depreciation and amortization expense for the three months ended March 31, 1997
increased $27,215 as compared to the same period in 1996.
Due to the above factors operating income for the three months ended March 31,
1997 increased $43,414 to $58,750 from $15,336 for the same period in 1996.
As a result of the foregoing factors net earnings for the three months March 31,
1997 increased $112,927 to $58,750 from a net loss of $54,177 for the same
period in 1996.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits :
Exhibits 27.1 Financial Data Schedule.
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
MINNESOTA LOGOS, A PARTNERSHIP,
(Registrant), BY MINNESOTA LOGOS,
ITS GENERAL PARTNER
May 9, 1997 /S/ Keith A. Istre
Date Keith A. Istre
Chief Financial and Accounting
Officer and Director
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