10-Q 1 a20160331-10xqxoutfront.htm 10-Q 10-Q
Table of Contents        

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2016
or
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from
to
 
 
Commission File Number: 001-36367
OUTFRONT Media Inc.
(Exact name of registrant as specified in its charter)
Maryland
 
46-4494703
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
 
 
 
405 Lexington Avenue, 17th Floor
New York, NY
 
10174
(Address of principal executive offices)
 
(Zip Code)
(212) 297-6400
(Registrant’s telephone number, including area code)

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.     x Yes        o No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).        x Yes     o No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
x
 
Accelerated filer
o
 
 
 
 
 
Non-accelerated filer
o (Do not check if a smaller reporting company)
 
Smaller reporting company
o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    o Yes    x No

As of May 4, 2016, the number of shares outstanding of the registrant’s common stock was 137,914,318.




OUTFRONT MEDIA INC.
QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2016
TABLE OF CONTENTS



PART 1

Item 1.    Financial Statements.

OUTFRONT Media Inc.
Consolidated Statements of Financial Position
(Unaudited)
 
 
As of
(in millions)
 
March 31,
2016
 
December 31,
2015
Assets:
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
43.2

 
$
101.6

Receivables, less allowance ($9.0 in 2016 and $8.9 in 2015)
 
189.0

 
209.5

Prepaid lease and transit franchise costs
 
80.4

 
61.5

Other prepaid expenses
 
27.3

 
21.9

Assets held for sale
 
4.8

 
5.2

Other current assets
 
15.8

 
12.5

Total current assets
 
360.5

 
412.2

Property and equipment, net (Note 3)
 
691.7

 
701.7

Goodwill
 
2,101.9

 
2,074.7

Intangible assets (Note 4)
 
585.9

 
570.5

Other assets
 
59.3

 
56.4

Total assets
 
$
3,799.3

 
$
3,815.5

 
 
 
 
 
Liabilities:
 
 
 
 
Current liabilities:
 
 
 
 
Accounts payable
 
$
63.8

 
$
83.6

Accrued compensation
 
24.3

 
39.4

Accrued interest
 
27.2

 
19.5

Accrued lease costs
 
24.9

 
28.8

Other accrued expenses
 
50.5

 
35.3

Deferred revenues
 
31.0

 
20.7

Liabilities held for sale
 
21.5

 
25.0

Short-term debt (Note 7)
 
35.3

 

Other current liabilities
 
13.6

 
13.3

Total current liabilities
 
292.1

 
265.6

Long-term debt, net (Note 7)
 
2,222.9

 
2,222.0

Deferred income tax liabilities, net
 
11.1

 
10.9

Asset retirement obligation (Note 5)
 
33.7

 
33.2

Other liabilities
 
69.3

 
71.2

Total liabilities
 
2,629.1

 
2,602.9

 
 
 
 
 
Commitments and contingencies (Note 14)
 


 


 
 
 
 
 
Stockholders’ equity (Note 8):
 
 
 
 
Common stock (2016 - 450.0 shares authorized, and 137.9 shares issued
 
 
 
 
 and outstanding; 2015 - 450.0 shares authorized, and 137.6 issued and outstanding)
 
1.4

 
1.4

Additional paid-in capital
 
1,935.0

 
1,934.3

Distribution in excess of earnings
 
(651.3
)
 
(602.2
)
Accumulated other comprehensive loss
 
(114.9
)
 
(120.9
)
Total stockholders’ equity
 
1,170.2

 
1,212.6

Total liabilities and stockholders’ equity
 
$
3,799.3

 
$
3,815.5


See accompanying notes to unaudited consolidated financial statements.

3


OUTFRONT Media Inc.
Consolidated Statements of Operations
(Unaudited)
 
 
Three Months Ended
 
 
March 31,
(in millions, except per share amounts)
 
2016
 
2015
Revenues:
 
 
 
 
Billboard
 
$
250.4

 
$
246.9

Transit and other
 
98.0

 
97.0

Total revenues
 
348.4

 
343.9

Expenses:
 
 
 
 
Operating
 
199.8

 
198.8

Selling, general and administrative
 
65.3

 
61.7

Restructuring charges
 

 
0.6

Loss on real estate assets held for sale
 
1.3

 

Net (gain) loss on dispositions
 
0.4

 
(0.3
)
Depreciation
 
29.1

 
28.7

Amortization
 
28.3

 
27.8

Total expenses
 
324.2

 
317.3

Operating income
 
24.2

 
26.6

Interest expense, net
 
(28.6
)
 
(27.8
)
Other income (expense), net
 
(0.2
)
 
0.1

Loss before benefit for income taxes and equity in earnings of investee companies
 
(4.6
)
 
(1.1
)
Benefit for income taxes
 
1.3

 
1.4

Equity in earnings of investee companies, net of tax
 
1.0

 
0.8

Net income (loss)
 
$
(2.3
)
 
$
1.1

 
 
 
 
 
Net income (loss) per common share:
 
 
 
 
Basic
 
$
(0.02
)
 
$
0.01

Diluted
 
$
(0.02
)
 
$
0.01

 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
Basic
 
137.6

 
136.9

Diluted
 
137.6

 
137.6

 
 
 
 
 
Dividends declared per common share
 
$
0.34

 
$
0.40


See accompanying notes to unaudited consolidated financial statements.

4


OUTFRONT Media Inc.
Consolidated Statements of Comprehensive Income (Loss)
(Unaudited)
 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Net income (loss)
 
$
(2.3
)
 
$
1.1

Other comprehensive income (loss), net of tax:
 
 
 
 
Cumulative translation adjustments
 
6.5

 
(14.1
)
Net actuarial gain (loss)
 
(0.5
)
 
1.0

Total other comprehensive income (loss), net of tax
 
6.0

 
(13.1
)
Total comprehensive income (loss)
 
$
3.7

 
$
(12.0
)

See accompanying notes to unaudited consolidated financial statements.

5


OUTFRONT Media Inc.
Consolidated Statements of Stockholders’ Equity
(Unaudited)
(in millions, except per share amounts)
 
Shares of Common Stock
 
 Common Stock ($0.01 per share par value)
 
Additional Paid-In Capital
 
Distribution in Excess of Earnings
 
Accumulated Other Comprehensive Loss
 
Total Stockholders’ Equity
Balance as of December 31, 2014
 
136.6

 
$
1.4

 
$
1,911.2

 
$
(377.0
)
 
$
(90.1
)
 
$
1,445.5

Net income
 

 

 

 
1.1

 

 
1.1

Other comprehensive loss
 

 

 

 

 
(13.1
)
 
(13.1
)
Stock-based payments:
 
 
 
 
 
 
 
 
 
 
 
 
Vested
 
0.3

 

 

 

 

 

Exercise of stock options
 
0.2

 

 
2.0

 

 

 
2.0

Amortization
 

 

 
4.1

 

 

 
4.1

Shares paid for tax withholding for stock-based payments
 
(0.1
)
 

 
(3.1
)
 

 

 
(3.1
)
Issuance of stock for purchase of property and equipment
 
0.2

 

 
6.4

 

 

 
6.4

Dividends ($0.40 per share)
 

 

 

 
(54.9
)
 

 
(54.9
)
Balance as of March 31, 2015
 
137.2

 
$
1.4

 
$
1,920.6

 
$
(430.8
)
 
$
(103.2
)
 
$
1,388.0

 
 
 
 
 
 
 
 
 
 
 
 
 
Balance as of December 31, 2015
 
137.6

 
$
1.4

 
$
1,934.3

 
$
(602.2
)
 
$
(120.9
)
 
$
1,212.6

Net loss
 

 

 

 
(2.3
)
 

 
(2.3
)
Other comprehensive income
 

 

 

 

 
6.0

 
6.0

Stock-based payments:
 
 
 
 
 
 
 
 
 
 
 
 
Vested
 
0.5

 

 

 

 

 

Amortization
 

 

 
4.8

 

 

 
4.8

Shares paid for tax withholding for stock-based payments
 
(0.2
)
 

 
(4.1
)
 

 

 
(4.1
)
Dividends ($0.34 per share)
 

 

 

 
(46.8
)
 

 
(46.8
)
Balance as of March 31, 2016
 
137.9

 
$
1.4

 
$
1,935.0

 
$
(651.3
)
 
$
(114.9
)
 
$
1,170.2


See accompanying notes to unaudited consolidated financial statements.

6


OUTFRONT Media Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Operating activities:
 
 
 
 
Net income (loss)
 
$
(2.3
)
 
$
1.1

Adjustments to reconcile net income (loss) to net cash flow provided by operating activities:
 
 
 
 
Depreciation and amortization
 
57.4

 
56.5

Deferred tax benefit
 
(0.5
)
 
(0.4
)
Stock-based compensation
 
4.8

 
3.6

Provision for doubtful accounts
 
0.8

 
0.8

Accretion expense
 
0.6

 
0.6

Loss on real estate assets held for sale
 
1.3

 

Net (gain) loss on dispositions
 
0.4

 
(0.3
)
Equity in earnings of investee companies, net of tax
 
(1.0
)
 
(0.8
)
Distributions from investee companies
 

 
0.7

Amortization of deferred financing costs and debt discount and premium
 
1.4

 
1.5

Change in assets and liabilities, net of investing and financing activities
 
(29.1
)
 
(57.5
)
Net cash flow provided by operating activities
 
33.8

 
5.8

 
 
 
 
 
Investing activities:
 
 
 
 
Capital expenditures
 
(14.4
)
 
(13.1
)
Acquisitions
 
(60.5
)
 
(9.9
)
Net proceeds from dispositions
 
0.3

 
0.7

Net cash flow used for investing activities
 
(74.6
)
 
(22.3
)
 
 
 
 
 
Financing activities:
 
 
 
 
Proceeds from long-term debt borrowings - senior notes
 

 
103.8

Proceeds from borrowings under revolving credit facility
 
35.0

 
105.0

Repayments of borrowings under revolving credit facility
 

 
(105.0
)
Deferred financing costs
 
(0.4
)
 
(2.2
)
Proceeds from stock option exercises
 

 
2.0

Taxes withheld for stock-based compensation
 
(5.1
)
 
(3.0
)
Dividends
 
(47.1
)
 
(54.9
)
Other
 
(0.2
)
 
(0.4
)
Net cash flow provided by (used for) financing activities
 
(17.8
)
 
45.3

 
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
 
0.2

 
(1.3
)
Net increase (decrease) in cash and cash equivalents
 
(58.4
)
 
27.5

Cash and cash equivalents at beginning of period
 
101.6

 
28.5

Cash and cash equivalents at end of period
 
$
43.2

 
$
56.0




7


OUTFRONT Media Inc.
Condensed Consolidated Statements of Cash Flows (Continued)
(Unaudited)
 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Supplemental disclosure of cash flow information:
 
 
 
 
Cash paid for income taxes
 
$
2.0

 
$
1.3

Cash paid for interest
 
19.5

 
19.2

 
 
 
 
 
Non-cash investing and financing activities:
 
 
 
 
Accrued purchases of property and equipment
 
5.4

 
0.5

Issuance of stock for purchase of property and equipment
 

 
6.4

Taxes withheld for stock-based compensation
 
1.5

 
0.1


See accompanying notes to unaudited consolidated financial statements.


8

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)


Note 1. Description of Business and Basis of Presentation

Description of Business

OUTFRONT Media Inc. (the “Company”) and its subsidiaries (collectively, “we,” “us” or “our”) is a real estate investment trust (“REIT”) which provides advertising space (“displays”) on out-of-home advertising structures and sites in the United States (the “U.S.”) and Canada. Our portfolio includes billboard displays, which are predominantly located in densely populated major metropolitan areas and along high-traffic expressways and major commuting routes. We also have a number of exclusive multi-year contracts to operate advertising displays in municipal transit systems. We have displays in all of the 25 largest markets in the U.S. and over 150 markets across the U.S. and Canada. We manage our business through two segments - U.S. and International. On April 1, 2016, we sold all of our equity interests in certain of our subsidiaries which held all of the assets of our outdoor advertising business in Latin America (see Note 9. Acquisitions and Dispositions: Dispositions to the Consolidated Financial Statements). The operating results of our outdoor advertising business in Latin America are included in our Consolidated Financial Statements for the three months ended March 31, 2016 and 2015.

Basis of Presentation and Use of Estimates

The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (the “SEC”). In the opinion of our management, the accompanying unaudited consolidated financial statements reflect all adjustments, consisting of normal and recurring adjustments, necessary for a fair presentation of our financial position, results of operations and cash flows for the periods presented. Certain reclassifications of prior year’s data have been made to conform to the current period’s presentation. These financial statements should be read in conjunction with the more detailed financial statements and notes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC on February 29, 2016.

The preparation of our financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amount of revenues and expenses during the reporting period. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Note 2. New Accounting Standards

Adoption of New Accounting Standards

Simplifying the Presentation of Debt Issuance Costs

During the first quarter of 2016, we adopted the Financial Accounting Standards Board’s (the “FASB’s”) principles-based guidance addressing the recognition of debt issuance costs related to a recognized debt liability. We elected to adopt the guidance on a retrospective basis. As a result, $28.5 million of debt issuance costs was recorded as a direct deduction from the carrying amount of our debt liability on the Consolidated Statement of Financial Position as of March 31, 2016, and $4.4 million from Other current assets and $25.3 million from Other assets was reclassified to Long-term debt, net, on the Consolidated Statement of Financial Position as of December 31, 2015. Regarding line-of-credit arrangements, we continue to defer and present debt issuance costs as an asset and subsequently amortize the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. This guidance did not have a material effect on our financial statements.

Balance Sheet Classification of Deferred Taxes

During the first quarter of 2016, we adopted the FASB’s guidance to simplify the presentation of deferred income taxes. We elected to adopt the guidance on a prospective basis. This guidance requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. This guidance did not have a material effect on our financial statements.

9

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)


Recent Pronouncements

Stock Compensation

In March 2016, the FASB issued guidance which simplifies accounting for share-based compensation. The difference between the deduction for tax purposes and the compensation cost recognized for financial reporting on share-based payment awards (excess tax benefits or tax deficiencies, including tax benefits of dividends on share-based payment awards) should be recognized as income tax expense or benefit on the statement of operations. Excess tax benefits should be classified with other income tax cash flows as an operating activity on the statement of cash flows. An entity may choose to either continue to accrue forfeitures based on the number of awards expected to vest or can account for forfeitures as they occur. The threshold to qualify for equity classification permits withholding up to the maximum statutory tax rates in applicable jurisdictions. Cash paid by an employer when directly withholding shares for tax withholding purposes should be classified as a financing activity on the statement of cash flows. Each individual amendment is to be applied using either a prospective, retrospective or modified retrospective basis, as required. This guidance is effective for interim and annual periods beginning after December 15, 2016. Early adoption is permitted and must be reflected as of the beginning of the fiscal year that includes the interim period. We do not expect this guidance to have a material effect on our consolidated financial statements.

Leases

In February 2016, the FASB issued guidance addressing the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. This guidance is to be applied on a modified retrospective basis and is effective for interim and annual periods beginning after December 15, 2018. Early adoption is permitted for financial statements that have not been previously issued. We are currently evaluating the impact of this guidance on our consolidated financial statements.

Revenue from Contracts with Customers

In May 2014 (updated in August 2015, March 2016 and April 2016), the FASB issued principles-based guidance addressing revenue recognition issues. The guidance will be applied to all contracts with customers regardless of industry-specific or transaction-specific fact patterns. The guidance requires that the amount of revenue a company should recognize reflect the consideration it expects to be entitled to in exchange for goods and services. This guidance is to be applied retrospectively and is effective for interim and annual periods beginning after December 15, 2017. Early adoption is permitted for interim and annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of this guidance on our consolidated financial statements.


10

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

Note 3. Property and Equipment

The table below presents the balances of major classes of assets and accumulated depreciation.
 
 
 
 
As of
(in millions)
 
Estimated Useful Lives
 
March 31,
2016
 
December 31,
2015
Land
 
 
 
$
90.1

 
$
89.9

Buildings
 
20 to 40 years
 
46.7

 
44.1

Advertising structures
 
5 to 20 years
 
1,676.1

 
1,643.6

Furniture, equipment and other
 
3 to 10 years
 
81.0

 
79.1

Construction in progress
 
 
 
29.4

 
29.1

 
 
 
 
1,923.3

 
1,885.8

Less: accumulated depreciation
 
 
 
1,231.6

 
1,184.1

Property and equipment, net
 
 
 
$
691.7

 
$
701.7


Depreciation expense was $29.1 million for the three months ended March 31, 2016, and $28.7 million for the three months ended March 31, 2015.

Note 4. Intangible Assets

Our identifiable intangible assets primarily consist of acquired permits and leasehold agreements and franchise agreements which grant us the right to operate out-of-home structures in specified locations and the right to provide advertising space on railroad and municipal transit properties. Identifiable intangible assets are amortized on a straight-line basis over their estimated useful life, which is the respective life of the agreement that in some cases includes historical experience of renewals.

Our identifiable intangible assets consist of the following:
(in millions)
 
Gross
 
Accumulated Amortization
 
Net
As of March 31, 2016:
 
 
 
 
 
 
Permits and leasehold agreements
 
$
1,020.6

 
$
(601.0
)
 
$
419.6

Franchise agreements
 
451.2

 
(320.2
)
 
131.0

Other intangible assets
 
46.3

 
(11.0
)
 
35.3

Total intangible assets
 
$
1,518.1

 
$
(932.2
)
 
$
585.9

 
 
 
 
 
 
 
As of December 31, 2015:
 
 
 
 
 
 
Permits and leasehold agreements
 
$
996.1

 
$
(589.1
)
 
$
407.0

Franchise agreements
 
447.2

 
(314.5
)
 
132.7

Other intangible assets
 
40.0

 
(9.2
)
 
30.8

Total intangible assets
 
$
1,483.3

 
$
(912.8
)
 
$
570.5


All of our identifiable intangible assets, except goodwill, are subject to amortization. Amortization expense was $28.3 million for the three months ended March 31, 2016, and $27.8 million for the three months ended March 31, 2015, which includes the amortization of direct lease acquisition costs of $8.9 million for the three months ended March 31, 2016, and $7.5 million for the three months ended March 31, 2015. Direct lease acquisition costs are amortized on a straight-line basis over the related customer lease term, which generally ranges from four weeks to one year.


11

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

Note 5. Asset Retirement Obligation

The following table sets forth the change in the asset retirement obligations associated with our advertising structures located on leased properties. The obligation is calculated based on the assumption that all of our advertising structures will be removed within the next 50 years. The estimated annual costs to dismantle and remove the structures upon the termination or non-renewal of our leases are consistent with our historical experience.
(in millions)
 
 
As of December 31, 2015
 
$
33.2

Accretion expense
 
0.6

Additions
 
0.1

Liabilities settled
 
(0.5
)
Foreign currency translation adjustments
 
0.3

As of March 31, 2016
 
$
33.7


Note 6. Related Party Transactions

We have a 50% ownership interest in two joint ventures that operate transit shelters in the greater Los Angeles area and Vancouver, and three joint ventures which operate a total of 16 billboard displays in New York and Boston. All of these ventures are accounted for as equity investments. These investments totaled $22.8 million as of March 31, 2016, and $21.3 million as of December 31, 2015, and are included in Other assets on the Consolidated Statements of Financial Position. We provided sales and management services to these joint ventures and recorded management fees in Revenues on the Consolidated Statement of Operations of $1.7 million in the three months ended March 31, 2016, and $1.5 million in the three months ended March 31, 2015.

Note 7. Debt

Long-term debt, net, consists of the following:
 
 
As of
(in millions, except percentages)
 
March 31,
2016
 
December 31,
2015
Term loan, due 2021
 
$
748.7

 
$
748.6

 
 
 
 
 
Senior unsecured notes:
 
 
 
 
5.250% senior unsecured notes, due 2022
 
549.4

 
549.4

5.625% senior unsecured notes, due 2024
 
503.3

 
503.4

5.875% senior unsecured notes, due 2025
 
450.0

 
450.0

Total senior unsecured notes
 
1,502.7

 
1,502.8

 
 
 
 
 
Other
 

 
0.3

Debt issuance costs(a)
 
(28.5
)
 
(29.7
)
Total long-term debt, net
 
$
2,222.9

 
$
2,222.0

 
 
 
 
 
Weighted average cost of debt
 
4.7
%
 
4.7
%

(a)
See Note 2. New Accounting Standards to the Consolidated Financial Statements.

Term Loan

The interest rate on the term loan due in 2021 (the “Term Loan”) was 3.0% per annum as of March 31, 2016. As of March 31, 2016, a discount of $1.3 million on the Term Loan remains unamortized. The discount is being amortized through Interest expense, net, on the Consolidated Statement of Operations.

12

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)


On April 29, 2016, we made a payment of $20.0 million on the Term Loan.

Senior Unsecured Notes

As of March 31, 2016, a discount of $0.6 million on $150.0 million aggregate principal amount of the 5.250% Senior Unsecured Notes due 2022, remains unamortized. The discount is being amortized through Interest expense, net, on the Consolidated Statement of Operations.

As of March 31, 2016, a premium of $3.3 million on $100.0 million aggregate principal amount of the 5.625% Senior Unsecured Notes due 2024, remains unamortized. The premium is being amortized through Interest expense, net, on the Consolidated Statement of Operations.

Revolving Credit Facility

We also have a $425.0 million revolving credit facility, which matures in 2019 (the “Revolving Credit Facility”).

As of March 31, 2016, there were $35.0 million in outstanding borrowings under the Revolving Credit Facility, which is recorded as Short-term debt on the Consolidated Statement of Financial Position. On April 1, 2016, we repaid the outstanding balance of $35.0 million with a portion of the proceeds from the Transaction (as defined in Note 9. Acquisitions and Dispositions).

The commitment fee based on the amount of unused commitments under the Revolving Credit Facility was $0.5 million in the three months ended March 31, 2016 and $0.4 million in the three months ended March 31, 2015. As of March 31, 2016, we had issued letters of credit totaling approximately $31.2 million against the Revolving Credit Facility.

Debt Covenants

The credit agreement dated January 31, 2014, (the “Credit Agreement”), governing the Term Loan and the Revolving Credit Facility, and the indentures governing our senior unsecured notes contain customary affirmative and negative covenants, subject to certain exceptions, including but not limited to those that limit the Company’s and our subsidiaries’ abilities to (i) pay dividends on, repurchase or make distributions in respect to the Company’s or its wholly-owned subsidiary, Outfront Media Capital LLC’s (“Finance LLC’s”) capital stock or make other restricted payments other than dividends or distributions necessary for us to maintain our REIT status, subject to certain conditions, and (ii) enter into agreements restricting certain subsidiaries’ ability to pay dividends or make other intercompany transfers.

The terms of the Credit Agreement require that, as long as any commitments remain outstanding under the Revolving Credit Facility, we maintain a Consolidated Net Secured Leverage Ratio, which is the ratio of (i) our consolidated secured debt (less up to $150.0 million of unrestricted cash) to (ii) our Consolidated EBITDA (as defined in the Credit Agreement) for the trailing four consecutive quarters, of no greater than 4.0 to 1.0. As of March 31, 2016, our Consolidated Net Secured Leverage Ratio was 1.6 to 1.0, as adjusted for the non-cash loss on real estate assets held for sale related to the Transaction (as defined in Note 9. Acquisitions and Dispositions) and to give pro forma effect to two acquisitions, in accordance with the Credit Agreement. The Credit Agreement also requires that, in connection with the incurrence of certain indebtedness, we maintain a Consolidated Total Leverage Ratio, which is the ratio of our consolidated total debt to our Consolidated EBITDA for the trailing four consecutive quarters, of no greater than 6.0 to 1.0. As of March 31, 2016, our Consolidated Total Leverage Ratio was 5.1 to 1.0, as adjusted for the non-cash loss on real estate assets held for sale related to the Transaction and to give pro forma effect to two acquisitions, in accordance with the Credit Agreement. As of March 31, 2016, we are in compliance with our debt covenants.

Letter of Credit Facility

As of March 31, 2016, we issued letters of credit totaling approximately $68.6 million under our $80.0 million letter of credit facility. The fee under the letter of credit facility was immaterial in each of the three months ended March 31, 2016 and 2015.


13

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

Deferred Financing Costs

As of March 31, 2016, we had deferred $31.8 million in fees and expenses associated with the Term Loan, Revolving Credit Facility, letter of credit facility and our senior unsecured notes. We are amortizing the deferred fees through Interest expense, net, on the Consolidated Statement of Operations over the respective terms of the Term Loan, Revolving Credit Facility, letter of credit facility and our senior unsecured notes.

Fair Value

Under the fair value hierarchy, observable inputs such as unadjusted quoted prices in active markets for identical assets or liabilities are defined as Level 1; observable inputs other than quoted prices included within Level 1 that are either directly or indirectly observable for the asset or liability are defined as Level 2; and unobservable inputs for the asset or liability are defined as Level 3. The aggregate fair value of our debt, which is estimated based on quoted market prices of similar liabilities, was approximately $2.3 billion as of March 31, 2016. The fair value of our debt is classified as Level 2.

Note 8. Equity

As of March 31, 2016, 450,000,000 shares of our common stock, par value $0.01 per share, were authorized; 137,868,748 shares were issued and outstanding; and 50,000,000 shares of our preferred stock, par value $0.01 per share, were authorized with no shares issued and outstanding.

On April 28, 2016, we announced that our board of directors approved a quarterly cash dividend of $0.34 per share on our common stock, payable on June 30, 2016, to stockholders of record at the close of business on June 10, 2016.

Note 9. Acquisitions and Dispositions

Acquisitions

In the three months ended March 31, 2016, we completed several acquisitions for a total purchase price of approximately $60.5 million.

Dispositions

On October 31, 2015, we entered into an agreement with JCDecaux SA (“JCDecaux”), JCDecaux Latin America Investments Holding SL Unipersonal, a wholly-owned subsidiary of JCDecaux, and Corporacion Americana de Equipamientos Urbanos, S.L., a majority-owned subsidiary of JCDecaux, to sell all of our equity interests in certain of our subsidiaries (the “Transaction”), which hold all of the assets of our outdoor advertising business in Latin America. The Transaction was completed on April 1, 2016, and in connection with the Transaction, we received $82.0 million in cash plus working capital, which is subject to post-closing adjustments. We recorded a loss on real estate assets held for sale of approximately $1.3 million in the three months ended March 31, 2016, on the Consolidated Statement of Operations. In connection with the Transaction, the assets and liabilities of our outdoor advertising business in Latin America has been classified as Assets held for sale and Liabilities held for sale on the Consolidated Statement of Financial Position. The components of Assets held for sale and Liabilities held for sale were as follows:

14

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

 
 
As of
(in millions)
 
March 31,
 2016
 
December 31, 2015
Current assets:
 
 
 
 
Cash and cash equivalents
 
$
4.5

 
$
5.7

Receivables, less allowances
 
14.0

 
14.5

Other current assets
 
10.1

 
7.8

Total current assets
 
28.6

 
28.0

Property and equipment, net
 
18.0

 
18.3

Goodwill
 
60.6

 
60.3

Intangible assets
 
0.1

 
0.1

Other assets
 
2.2

 
2.1

Total assets
 
109.5

 
108.8

Loss on real estate assets held for sale(a)
 
(104.7
)
 
(103.6
)
Assets held for sale
 
$
4.8

 
$
5.2

 
 
 
 
 
Total current liabilities
 
$
16.9

 
$
20.9

Deferred income tax liabilities, net
 
1.9

 
1.4

Asset retirement obligation
 
2.7

 
2.7

Liabilities held for sale
 
$
21.5

 
$
25.0


(a)
Loss on real estate assets held for sale is primarily comprised of the impact of including unrecognized foreign currency translation adjustment losses in the carrying value of assets held for sale.

Note 10. Stock-Based Compensation

The following table summarizes our stock-based compensation expense for the three months ended March 31, 2016 and 2015.
 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Restricted stock units (“RSUs”) and performance-based RSUs (“PRSUs”)
 
$
4.7

 
$
3.5

Stock options
 
0.1

 
0.1

Stock-based compensation expense, before income taxes
 
4.8

 
3.6

Tax benefit
 
(0.5
)
 
(0.3
)
Stock-based compensation expense, net of tax
 
$
4.3

 
$
3.3


As of March 31, 2016, total unrecognized compensation cost related to non-vested RSUs and PRSUs was $32.1 million, which is expected to be recognized over a weighted average period of 2.3 years, and total unrecognized compensation cost related to non-vested stock options was $0.3 million, which is expected to be recognized over a weighted average period of 1.4 years.


15

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

RSUs and PRSUs

The following table summarizes activity for the three months ended March 31, 2016, of RSUs and PRSUs issued to our employees.
 
 
Activity
 
Weighted Average Per Share Grant Date Fair Market Value
Non-vested as of December 31, 2015
 
1,302,932

 
$
26.48

Granted:
 
 
 
 
RSUs
 
608,970

 
19.01

PRSUs
 
319,926

 
19.01

Vested:
 
 
 
 
RSUs
 
(344,481
)
 
24.45

PRSUs
 
(103,180
)
 
29.46

Forfeitures:
 
 
 
 
RSUs
 
(10,166
)
 
29.83

PRSUs
 
(20,325
)
 
27.68

Non-vested as of March 31, 2016
 
1,753,676

 
22.70


Stock Options

The following table summarizes activity for the three months ended March 31, 2016, of stock options issued to our employees.
 
 
Activity
 
Weighted Average Exercise Price
Outstanding as of December 31, 2015
 
294,897

 
$
15.72

Outstanding as of March 31, 2016
 
294,897

 
15.72

 
 
 
 
 
Exercisable as of March 31, 2016
 
232,758

 
13.15


Note 11. Retirement Benefits

The following table presents the components of net periodic pension cost and amounts recognized in other comprehensive income (loss) for our pension plans:
 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Components of net periodic pension cost:
 
 
 
 
Service cost
 
$
0.4

 
$
0.3

Interest cost
 
0.4

 
0.4

Expected return on plan assets
 
(0.5
)
 
(0.5
)
Amortization of net actuarial losses(a)
 
0.1

 
0.2

Net periodic pension cost
 
$
0.4

 
$
0.4


(a)
Reflects amounts reclassified from accumulated other comprehensive income (loss) to net income (loss).

In the three months ended March 31, 2016, we contributed $0.5 million to our pension plans. In 2016, we expect to contribute approximately $2.2 million to our pension plans.

16

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)


Note 12. Income Taxes

We are organized in conformity with the requirements for qualification and taxation as a REIT under the Internal Revenue Code of 1986, as amended (the “Code”) and, accordingly, we have not provided for U.S. federal income tax on our REIT taxable income that we distributed to our stockholders. We have elected to treat our subsidiaries that participate in certain non-REIT qualifying activities, and our foreign subsidiaries, as taxable REIT subsidiaries (“TRSs”). As such, we have provided for their federal, state and foreign income taxes.

Our effective income tax rate represents a combined annual effective tax rate for federal, state, local and foreign taxes applied to interim operating results.

In the three months ended March 31, 2016 and 2015, our effective tax rate differed from the U.S. federal statutory income tax rate primarily due to our REIT status, including the dividends paid deduction, the impact of state and local taxes, and the effect of foreign operations.

Note 13. Earnings Per Share (“EPS”)
 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Net income (loss)
 
$
(2.3
)
 
$
1.1

 
 
 
 
 
Weighted average shares for basic EPS
 
137.6

 
136.9

Dilutive potential shares from grants of RSUs, PRSUs and stock options(a)
 

 
0.7

Weighted average shares for diluted EPS
 
137.6

 
137.6


(a)
The potential impact of an aggregate 1.0 million granted RSUs, PRSUs and stock options for the three months ended March 31, 2016, and 0.4 million granted RSUs, PRSUs and stock options for the three months ended March 31, 2015, were antidilutive.

Note 14. Commitments and Contingencies

Off-Balance Sheet Commitments

Our off-balance sheet commitments primarily consist of operating lease arrangements and guaranteed minimum franchise payments. These arrangements result from our normal course of business and represent obligations that are payable over several years.

We have long-term operating leases for office space, billboard sites and equipment, which expire at various dates. Certain leases contain renewal and escalation clauses.

We have agreements with municipalities and transit operators which entitle us to operate advertising displays within their transit systems, including on the interior and exterior of rail and subway cars and buses, as well as on benches, transit shelters, street kiosks, and transit platforms. Under most of these franchise agreements, the franchisor is entitled to receive the greater of a percentage of the relevant revenues, net of agency fees, or a specified guaranteed minimum annual payment.

On July 22, 2015, we entered into an agreement with the Metropolitan Transportation Authority (the “MTA”) to extend our existing transit contract for providing advertising services throughout the New York City subway system from December 31, 2015, to December 31, 2016, unless earlier terminated by the MTA on or after July 1, 2016. On July 22, 2015, we also entered into an agreement with the MTA to modify our existing bus and commuter rail advertising contract to change the MTA’s right to terminate the contract at any time, to a right to terminate at any time on or after July 1, 2016, and the right to exclude billboards on the MTA’s properties from any termination. The December 31, 2016, expiration date of the bus and commuter rail advertising contract remains unchanged. The MTA has issued a “Request for Proposals” to prospective operators for the subway, bus and commuter rail (Metro-North and Long Island Railroad) concessions for a ten-year contract, with an additional five-year renewal period at the MTA’s option, to commence January 1, 2017.

17

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)


Letters of Credit

We have indemnification obligations with respect to letters of credit and surety bonds primarily used as security against non-performance in the normal course of business. The outstanding letters of credit and surety bonds approximated $113.6 million as of March 31, 2016, and were not recorded on the Consolidated Statements of Financial Position.

Legal Matters

On an ongoing basis, we are engaged in lawsuits and governmental proceedings and respond to various investigations, inquiries, notices and claims from national, state and local governmental and other authorities (collectively, “litigation”). Litigation is inherently uncertain and always difficult to predict. Although it is not possible to predict with certainty the eventual outcome of any litigation, in our opinion, none of our current litigation is expected to have a material adverse effect on our results of operations, financial position or cash flows.

Note 15. Segment Information

The following tables set forth our financial performance by segment. We manage our operations through two segments—U.S. and International.
 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Revenues:
 
 
 
 
U.S.
 
$
322.9

 
$
313.9

International
 
25.5

 
30.0

Total revenues
 
$
348.4

 
$
343.9


We present Operating income (loss) before Depreciation, Amortization, Net (gain) loss on dispositions, Stock-based compensation, Restructuring charges and Loss on real estate assets held for sale (“Adjusted OIBDA”) as the primary measure of profit and loss for our operating segments in accordance with the FASB guidance for segment reporting.

18

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Net income (loss)
 
$
(2.3
)
 
$
1.1

Benefit for income taxes
 
(1.3
)
 
(1.4
)
Equity in earnings of investee companies, net of tax
 
(1.0
)
 
(0.8
)
Interest expense, net
 
28.6

 
27.8

Other income (expense), net
 
0.2

 
(0.1
)
Operating income
 
24.2

 
26.6

Restructuring charges
 

 
0.6

Loss on real estate assets held for sale
 
1.3

 

Net (gain) loss on dispositions
 
0.4

 
(0.3
)
Depreciation and amortization
 
57.4

 
56.5

Stock-based compensation
 
4.8

 
3.6

Total Adjusted OIBDA
 
$
88.1

 
$
87.0

 
 
 
 
 
Adjusted OIBDA:
 
 
 
 
U.S.
 
$
97.7

 
$
94.4

International
 
(0.6
)
 
0.1

Corporate
 
(9.0
)
 
(7.5
)
Total Adjusted OIBDA
 
$
88.1

 
$
87.0

 
 
Three Months Ended
 
 
March 31,
(in millions)
 
2016
 
2015
Operating income (loss):
 
 
 
 
U.S.
 
$
45.3

 
$
43.9

International
 
(7.3
)
 
(6.2
)
Corporate
 
(13.8
)
 
(11.1
)
Total operating income
 
$
24.2

 
$
26.6

 
 
 
 
 
Net (gain) loss on dispositions:
 
 
 
 
U.S.
 
$
0.4

 
$
(0.4
)
International
 

 
0.1

Total (gain) loss on dispositions
 
$
0.4

 
$
(0.3
)
 
 
 
 
 
Depreciation and amortization:
 
 
 
 
U.S.
 
$
52.0

 
$
50.3

International
 
5.4

 
6.2

Total depreciation and amortization
 
$
57.4

 
$
56.5

 
 
 
 
 
Capital expenditures:
 
 
 
 
U.S.
 
$
13.5

 
$
12.1

International
 
0.9

 
1.0

Total capital expenditures
 
$
14.4

 
$
13.1


19

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

 
 
As of
(in millions)
 
March 31,
2016
 
December 31, 2015
Assets:
 
 
 
 
U.S.
 
$
3,647.5

 
$
3,602.8

International(a)
 
128.8

 
124.5

Corporate
 
23.0

 
88.2

Total assets
 
$
3,799.3

 
$
3,815.5


(a)
Includes amounts reclassified as Assets held for sale on the Consolidated Statement of Financial Position (see Note 9. Acquisitions and Dispositions: Dispositions to the Consolidated Financial Statements).


20

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

Note 16. Condensed Consolidating Financial Information

We and our material existing and future direct and indirect 100% owned domestic subsidiaries (except Finance LLC and Outfront Media Capital Corporation, the borrowers under the Term Loan and the Revolving Credit Facility) guarantee the obligations under the Term Loan and the Revolving Credit Facility. Our senior unsecured notes are fully and unconditionally, and jointly and severally guaranteed on a senior unsecured basis by us and each of our direct and indirect wholly owned domestic subsidiaries that guarantees the Term Loan and the Revolving Credit Facility (see Note 7. Debt). The following condensed consolidating schedules present financial information on a combined basis in conformity with the SEC’s Regulation S-X, Rule 3-10 for: (i) OUTFRONT Media Inc. (the “Parent Company”); (ii) Finance LLC (the “Subsidiary Issuer”); (iii) the guarantor subsidiaries; (iv) the non-guarantor subsidiaries; (v) elimination entries necessary to consolidate the Parent Company and the Subsidiary Issuer, the guarantor subsidiaries and non-guarantor subsidiaries; and (vi) the Parent Company on a consolidated basis. Outfront Media Capital Corporation is a co-issuer finance subsidiary with no assets or liabilities, and therefore has not been included in the tables below.
 
 
As of March 31, 2016
(in millions)
 
Parent Company
 
Subsidiary Issuer
 
Guarantor Subsidiaries
 
Non-Guarantor Subsidiaries
 
Eliminations
 
Consolidated
Current assets:
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$

 
$
9.8

 
$
21.9

 
$
11.5

 
$

 
$
43.2

Receivables, less allowance
 

 

 
176.8

 
12.2

 

 
189.0

Other current assets(a)
 

 
1.5

 
143.8

 
18.4

 
(35.4
)
 
128.3

Total current assets
 

 
11.3

 
342.5

 
42.1

 
(35.4
)
 
360.5

Property and equipment, net
 

 

 
639.0

 
52.7

 

 
691.7

Goodwill
 

 

 
2,071.2

 
30.7

 

 
2,101.9

Intangible assets
 

 

 
585.9

 

 

 
585.9

Investment in subsidiaries
 
1,170.2

 
3,445.7

 
22.8

 

 
(4,638.7
)
 

Other assets
 

 
1.9

 
54.1

 
3.3

 

 
59.3

Intercompany
 

 

 
83.3

 
66.7

 
(150.0
)
 

Total assets
 
$
1,170.2

 
$
3,458.9

 
$
3,798.8

 
$
195.5

 
$
(4,824.1
)
 
$
3,799.3

 
 
 
 
 
 
 
 
 
 
 
 
 
Total current liabilities(a)
 
$

 
$
65.8

 
$
193.2

 
$
68.5

 
$
(35.4
)
 
$
292.1

Long-term debt, net
 

 
2,222.9

 

 

 

 
2,222.9

Deferred income tax liabilities, net
 

 

 

 
11.1

 

 
11.1

Asset retirement obligation
 

 

 
29.3

 
4.4

 

 
33.7

Deficit in excess of investment of subsidiaries
 

 

 
2,275.5

 

 
(2,275.5
)
 

Other liabilities
 

 

 
63.9

 
5.4

 

 
69.3

Intercompany
 

 

 
66.7

 
83.3

 
(150.0
)
 

Total liabilities
 

 
2,288.7

 
2,628.6

 
172.7

 
(2,460.9
)
 
2,629.1

Total stockholders’ equity
 
1,170.2

 
1,170.2

 
1,170.2

 
22.8

 
(2,363.2
)
 
1,170.2

Total liabilities and stockholders’ equity
 
$
1,170.2

 
$
3,458.9

 
$
3,798.8

 
$
195.5

 
$
(4,824.1
)
 
$
3,799.3


(a)
Includes amounts reclassified as Assets held for sale and Liabilities held for sale, as applicable, on the Consolidated Statement of Financial Position (see Note 9. Acquisitions and Dispositions: Dispositions to the Consolidated Financial Statements).


21

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

 
 
As of December 31, 2015
(in millions)
 
Parent Company
 
Subsidiary Issuer
 
Guarantor Subsidiaries
 
Non-Guarantor Subsidiaries
 
Eliminations
 
Consolidated
Current assets:
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
$

 
$
81.6

 
$
8.5

 
$
11.5

 
$

 
$
101.6

Receivables, less allowances
 

 

 
196.5

 
13.0

 

 
209.5

Other current assets(a)
 

 
1.1

 
118.1

 
15.9

 
(34.0
)
 
101.1

Total current assets
 

 
82.7

 
323.1

 
40.4

 
(34.0
)
 
412.2

Property and equipment, net
 

 

 
649.4

 
52.3

 

 
701.7

Goodwill
 

 

 
2,046.0

 
28.7

 

 
2,074.7

Intangible assets
 

 

 
570.5

 

 

 
570.5

Investment in subsidiaries
 
1,212.6

 
3,369.1

 
25.0

 

 
(4,606.7
)
 

Other assets
 

 
2.2

 
51.1

 
3.1

 

 
56.4

Intercompany
 

 

 
70.6

 
58.9

 
(129.5
)
 

Total assets
 
$
1,212.6

 
$
3,454.0

 
$
3,735.7

 
$
183.4

 
$
(4,770.2
)
 
$
3,815.5

 
 
 
 
 
 
 
 
 
 
 
 
 
Total current liabilities(a)
 
$

 
$
19.7

 
$
212.0

 
$
67.9

 
$
(34.0
)
 
$
265.6

Long-term debt, net
 

 
2,221.7

 
0.3

 

 

 
2,222.0

Deferred income tax liabilities, net
 

 

 

 
10.9

 

 
10.9

Asset retirement obligation
 

 

 
29.1

 
4.1

 

 
33.2

Deficit in excess of investment of subsidiaries
 

 

 
2,156.5

 

 
(2,156.5
)
 

Other liabilities
 

 

 
66.3

 
4.9

 

 
71.2

Intercompany
 

 

 
58.9

 
70.6

 
(129.5
)
 

Total liabilities
 

 
2,241.4

 
2,523.1

 
158.4

 
(2,320.0
)
 
2,602.9

Total stockholders’ equity
 
1,212.6

 
1,212.6

 
1,212.6

 
25.0

 
(2,450.2
)
 
1,212.6

Total liabilities and stockholders’ equity
 
$
1,212.6

 
$
3,454.0

 
$
3,735.7

 
$
183.4

 
$
(4,770.2
)
 
$
3,815.5


(a)
Includes amounts reclassified as Assets held for sale and Liabilities held for sale, as applicable, on the Consolidated Statement of Financial Position (see Note 9. Acquisitions and Dispositions: Dispositions to the Consolidated Financial Statements).


22

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

 
 
Three Months Ended March 31, 2016
(in millions)
 
Parent Company
 
Subsidiary Issuer
 
Guarantor Subsidiaries
 
Non-Guarantor Subsidiaries
 
Eliminations
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
Billboard
 
$

 
$

 
$
228.3

 
$
22.1

 
$

 
$
250.4

Transit and other
 

 

 
94.6

 
3.4

 

 
98.0

Total revenues
 

 

 
322.9

 
25.5

 

 
348.4

Expenses:
 
 
 
 
 
 
 
 
 
 
 
 
Operating
 

 

 
180.1

 
19.7

 

 
199.8

Selling, general and administrative
 
0.4

 
0.1

 
58.4

 
6.4

 

 
65.3

Loss on real estate assets held for sale
 

 

 

 
1.3

 

 
1.3

Net loss on dispositions
 

 

 
0.4

 

 

 
0.4

Depreciation
 

 

 
24.6

 
4.5

 

 
29.1

Amortization
 

 

 
27.4

 
0.9

 

 
28.3

Total expenses
 
0.4

 
0.1

 
290.9

 
32.8

 

 
324.2

Operating income (loss)
 
(0.4
)
 
(0.1
)
 
32.0

 
(7.3
)
 

 
24.2

Interest expense, net
 

 
(28.5
)
 
(0.1
)
 

 

 
(28.6
)
Other expense, net
 

 

 

 
(0.2
)
 

 
(0.2
)
Income (loss) before benefit for income taxes and equity in earnings of investee companies
 
(0.4
)
 
(28.6
)
 
31.9

 
(7.5
)
 

 
(4.6
)
Benefit for income taxes
 

 

 
1.3

 

 

 
1.3

Equity in earnings of investee companies, net of tax
 
(1.9
)
 
26.7

 
(35.1
)
 
0.1

 
11.2

 
1.0

Net loss
 
$
(2.3
)
 
$
(1.9
)
 
$
(1.9
)
 
$
(7.4
)
 
$
11.2

 
$
(2.3
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Net loss
 
$
(2.3
)
 
$
(1.9
)
 
$
(1.9
)
 
$
(7.4
)
 
$
11.2

 
$
(2.3
)
Total other comprehensive income, net of tax
 
6.0

 
6.0

 
6.0

 
6.0

 
(18.0
)
 
6.0

Total comprehensive income (loss)
 
$
3.7

 
$
4.1

 
$
4.1

 
$
(1.4
)
 
$
(6.8
)
 
$
3.7


23

OUTFRONT Media Inc.
Notes to Consolidated Financial Statements
(Unaudited)

 
 
Three Months Ended March 31, 2015
(in millions)
 
Parent Company
 
Subsidiary Issuer
 
Guarantor Subsidiaries
 
Non-Guarantor Subsidiaries
 
Eliminations
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
 
 
Billboard
 
$

 
$