iHeartMedia 2006 Annual Report Download - page 72

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72
2004 Acquisitions:
Medallion Merger
On September 3, 2004, the Company closed its merger with Medallion Taxi Media, Inc., (“Medallion”). Pursuant
to the terms of the agreement, the Company exchanged approximately .9 million shares of its common stock for
100% of the outstanding stock of Medallion, valuing this merger at approximately $33.6 million. Medallion’s
operations include advertising displays placed on the top of taxi cabs. The Company began consolidating the results
of operations on September 3, 2004.
In addition to the above, during 2004 the Company acquired radio stations for $59.4 million in cash and $38.9
million in restricted cash. The Company also acquired outdoor display faces for $60.9 million in cash and acquired
equity interest in international outdoor companies for $2.5 million in cash. Also, the Company acquired two
television stations for $10.0 million in cash and $8.7 million in restricted cash and our national representation
business acquired new contracts for a total of $32.4 million in cash during the year ended December 31, 2004.
Finally, the Company exchanged outdoor advertising assets, valued at $23.7 million for other outdoor advertising
assets valued at $32.3 million. As a result of this exchange, the Company recorded a gain of $8.6 million in “Gain
on disposition of assets – net”.
Acquisition Summary
The following is a summary of the assets and liabilities acquired and the consideration given for all acquisitions
made during 2006 and 2005:
(In thousands)
2006 2005
Property, plant and equipment $ 51,275 $ 157,082
Accounts receivable 18,785 30,301
Definite lived intangibles 177,554 70,182
Indefinite-lived intangible assets 43,612 9,402
Goodwill 260,922 16,365
Investments 2,409 805
Other assets 19,528 49,651
574,085 333,788
Other liabilities (79,320) (63,594)
Minority interests (15,293) (101,133)
Deferred tax (21,361) (3,826)
Subsidiary common stock issued, net of minority interests (67,873) ―
(183,847) (168,553)
Less: fair value of net assets exchanged in swap (28,074) ―
Cash paid for acquisitions $ 362,164 $ 165,235
The Company has entered into certain agreements relating to acquisitions that provide for purchase price
adjustments and other future contingent payments based on the financial performance of the acquired company.
The Company will continue to accrue additional amounts related to such contingent payments if and when it is
determinable that the applicable financial performance targets will be met. The aggregate of these contingent
payments, if performance targets were met, would not significantly impact the Company’s financial position or
results of operations.
Restructuring
The Company has restructuring liabilities related to its 2000 acquisition of AMFM Inc. (“AMFM”), and the 2002
acquisition of The Ackerley Group, Inc. (“Ackerley”). The balance at December 31, 2006 of $4.9 million was
comprised of $0.4 million of severance costs and $4.5 million of lease termination costs. During the year ended
December 31, 2006, $0.4 million was paid and charged to severance.