Condensed Consolidating Financial Statements

9 Months Ended

Sep. 30, 2011

Condensed Consolidating Financial Statements [Abstract]

Condensed Consolidating Financial Statements

6. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

The Company's Notes are guaranteed by all of the Company's existing and future wholly-owned domestic subsidiaries. All of the guarantees are full and unconditional and joint and several. None of the Company's foreign subsidiaries is a guarantor of the Notes.

Set forth below are consolidating financial statements related to the Company, its material guarantor subsidiary Entravision Holdings, LLC, and its non-guarantor subsidiaries. Consolidating balance sheets are presented as of September 30, 2011 and December 31, 2010 and the related consolidating statements of operations are presented for the three- and nine-month periods ended September 30, 2011 and 2010. Consolidating statements of cash flows are presented for the nine-month periods ended September 30, 2011 and 2010. The equity method of accounting has been used by the Company to report its investment in subsidiaries.

Consolidating Balance Sheet

September 30, 2011

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated Total
ASSETS
Current assets
Cash and cash equivalents	$	68,624		$	—		$	355	$	—		$	68,979
Trade receivables, net of allowance for doubtful accounts		41,648			—			384		—			42,032
Prepaid expenses and other current assets		6,521			—			281		—			6,802
Total current assets		116,793			—			1,020		—			117,813
Property and equipment, net		63,491			—			3,376		—			66,867
Intangible assets subject to amortization, net		24,910			—			—		—			24,910
Intangible assets not subject to amortization		38,739			178,262			3,700		—			220,701
Goodwill		35,653			—			994		—			36,647
Investment in subsidiaries		171,492			—			—		(171,492	)		—
Other assets		12,151			—			12,126		(12,126	)		12,151
Total assets	$	463,229		$	178,262		$	21,216	$	(183,618	)	$	479,089
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Advances payable, related parties	$	118			—		$	—	$	—		$	118
Accounts payable and accrued expenses		40,062			—			614		(10,402	)		30,274
Total current liabilities		40,180			—			614		(10,402	)		30,392
Long-term debt, less current maturities		395,542			—			—		—			395,542
Other long-term liabilities		8,748			—			—		—			8,748
Deferred income taxes		13,168			27,372			—		(1,724	)		38,816
Total liabilities		457,638			27,372			614		(12,126	)		473,498
Stockholders' equity
Class A common stock		5			—			—		—			5
Class B common stock		2			—			—		—			2
Class C common stock		1			—			—		—			1
Member's capital		—			804,654			12,652		(817,306	)		—
Additional paid-in capital		942,573			—			—		—			942,573
Accumulated deficit		(936,990	)		(653,764	)		7,950		645,814			(936,990	)
Total stockholders' equity		5,591			150,890			20,602		(171,492	)		5,591
Total liabilities and stockholders' equity	$	463,229		$	178,262		$	21,216	$	(183,618	)	$	479,089

Consolidating Balance Sheet

December 31, 2010

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
ASSETS
Current assets
Cash and cash equivalents	$	72,140		$	—		$	250		$	—		$	72,390
Restricted cash		809			—			—						809
Trade receivables, net of allowance for doubtful accounts		41,302			—			250			—			41,552
Prepaid expenses and other current assets		6,547			—			320			—			6,867
Total current assets		120,798			—			820			—			121,618
Property and equipment, net		67,974			—			3,803			—			71,777
Intangible assets subject to amortization, net		26,615			—			—			—			26,615
Intangible assets not subject to amortization		38,739			177,584			3,700			—			220,023
Goodwill		34,918			—			994			—			35,912
Investment in subsidiaries		172,893			—			—			(172,893	)		—
Other assets		14,865			—			11,556			(11,556	)		14,865
Total assets	$	476,802		$	177,584		$	20,873		$	(184,449	)	$	490,810
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Current maturities of long-term debt	$	1,000		$	—		$	—		$	—		$	1,000
Advances payable, related parties		118			—			—			—			118
Accounts payable and accrued expenses		47,288			—			735			(9,473	)		38,550
Total current liabilities		48,406			—			735			(9,473	)		39,668
Long-term debt, less current maturities		395,119			—			—			—			395,119
Other long-term liabilities		10,294			—			—			—			10,294
Deferred income taxes		12,626			24,829			—			(2,083	)		35,372
Total liabilities		466,445			24,829			735			(11,556	)		480,453
Stockholders' equity
Class A common stock		5			—			—			—			5
Class B common stock		2			—			—			—			2
Class C common stock		1			—			—			—			1
Member's capital		—			803,976			12,652			(816,628	)		—
Additional paid-in capital		941,171			—			—			—			941,171
Accumulated deficit		(930,822	)		(651,221	)		7,486			643,735			(930,822	)
Total stockholders' equity		10,357			152,755			20,138			(172,893	)		10,357
Total liabilities and stockholders' equity	$	476,802		$	177,584		$	20,873		$	(184,449	)	$	490,810
Consolidating Statement of Operations Three-Month Period Ended September 30, 2011 (In thousands)
	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenue	$	49,757		$	—		$	1,024		$	(666	)	$	50,115
Expenses:
Direct operating expenses		22,812			—			436			(666	)		22,582
Selling, general and administrative expenses		8,807			—			(186	)		—			8,621
Corporate expenses		3,885			—			—			—			3,885
Depreciation and amortization		4,805			—			210			—			5,015
		40,309			—			460			(666	)		40,103
Operating income (loss)		9,448			—			564			—			10,012
Interest expense		(9,444	)		—			—			—			(9,444	)
Income (loss) before income taxes		4			—			564			—			568
Income tax (expense) benefit		(787	)		(848	)		(317	)		—			(1,952	)
Income (loss) before equity in net income (loss) of subsidiaries		(783	)		(848	)		247			—			(1,384	)
Equity in income (loss) of subsidiaries		(601	)		—			—			601			—
Net income (loss) applicable to common stockholders	$	(1,384	)	$	(848	)	$	247		$	601		$	(1,384	)

Consolidating Statement of Operations

Three-Month Period Ended September 30, 2010

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenue	$	53,039		$	—		$	912		$	(626	)	$	53,325
Expenses:
Direct operating expenses		21,270			—			367			(626	)		21,011
Selling, general and administrative expenses		10,077			—			136			—			10,213
Corporate expenses		3,823			—			—			—			3,823
Depreciation and amortization		4,646			—			221			—			4,867
		39,816			—			724			(626	)		39,914
Operating income (loss)		13,223			—			188			—			13,411
Interest expense		(4,394	)		—			—			—			(4,394	)
Interest income		92			—			—			—			92
Loss on debt extinguishment		(987	)		—			—			—			(987	)
Income (loss) before income taxes		7,934			—			188			—			8,122
Income tax (expense) benefit		(838	)		(822	)		(104	)		—			(1,764	)
Income (loss) before equity in net income (loss) of subsidiaries and nonconsolidated affiliates		7,096			(822	)		84			—			6,358
Equity in income (loss) of subsidiaries		(738	)		—			—			738			—
Income (loss) before equity in net income (loss) of nonconsolidated affiliates		6,358			(822	)		84			738			6,358
Equity in net income (loss) of nonconsolidated affiliates, net of tax		50			—			—			—			50
Net income (loss) applicable to common stockholders	$	6,408		$	(822	)	$	84		$	738		$	6,408

Consolidating Statement of Operations

Nine-Month Period Ended September 30, 2011

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenue	$	143,453		$	—		$	2,973		$	(2,002	)	$	144,424
Expenses:
Direct operating expenses		66,677			—			1,215			(2,002	)		65,890
Selling, general and administrative expenses		27,072			—			78			—			27,150
Corporate expenses		11,402			—			—			—			11,402
Depreciation and amortization		13,553			—			619			—			14,172
		118,704			—			1,912			(2,002	)		118,614
Operating income (loss)		24,749			—			1,061			—			25,810
Interest expense		(28,346	)		—			—			—			(28,346	)
Interest income		2			—			—			—			2
Other income (loss)		687			—			—			—			687
Income (loss) before income taxes		(2,908	)		—			1,061			—			(1,847	)
Income tax (expense) benefit		(1,181	)		(2,543	)		(597	)		—			(4,321	)
Income (loss) before equity in net income (loss) of subsidiaries		(4,089	)		(2,543	)		464			—			(6,168	)
Equity in income (loss) of subsidiaries		(2,079	)		—			—			2,079			—
Net income (loss) applicable to common stockholders	$	(6,168	)	$	(2,543	)	$	464		$	2,079		$	(6,168	)

Consolidating Statement of Operations

Nine-Month Period Ended September 30, 2010

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenue	$	148,973		$	—		$	2,517		$	(1,661	)	$	149,829
Expenses:
Direct operating expenses		64,625			—			977			(1,661	)		63,941
Selling, general and administrative expenses		27,790			—			414			—			28,204
Corporate expenses		11,048			—			—			—			11,048
Depreciation and amortization		13,857			—			607			—			14,464
		117,320			—			1,998			(1,661	)		117,657
Operating income (loss)		31,653			—			519			—			32,172
Interest expense		(15,171	)		—			—			—			(15,171	)
Interest income		259			—			—			—			259
Loss on debt extinguishment		(987	)		—			—			—			(987	)
Income (loss) before income taxes		15,754			—			519			—			16,273
Income tax (expense) benefit		(2,351	)		(2,466	)		(285	)		—			(5,102	)
Income (loss) before equity in net income (loss) of subsidiaries and nonconsolidated affiliates		13,403			(2,466	)		234			—			11,171
Equity in income (loss) of subsidiaries		(2,232	)		—			—			2,232			—
Income (loss) before equity in net income (loss) of nonconsolidated affiliates		11,171			(2,466	)		234			2,232			11,171
Equity in net income (loss) of nonconsolidated affiliates		16			—			—			—			16
Net income (loss) applicable to common stockholders	$	11,187		$	(2,466	)	$	234		$	2,232		$	11,187

Consolidating Statement of Cash Flows

Nine-Month Period Ended September 30, 2011

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Cash flows from operating actvities:
Net income (loss)	$	(6,168	)	$	(2,543	)	$	464		$	2,079		$	(6,168	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		13,553			—			619			—			14,172
Deferred income taxes		540			2,543			361			—			3,444
Amortization of debt issue costs		1,642			—			—			—			1,642
Amortization of syndication contracts		1,297			—			—			—			1,297
Payments on syndication contracts		(1,506	)		—			—			—			(1,506	)
Non-cash stock-based compensation		1,359			—			—			—			1,359
Other (income) loss		(687	)		—			—			—			(687	)
Changes in assets and liabilities, net of effect of acquisitions and dispositions:
(Increase) decrease in restricted cash		809			—			—			—			809
(Increase) decrease in accounts receivable		1,789			—			(134	)		—			1,655
(Increase) decrease in amounts due from related party		929			—			(929	)		—			—
(Increase) decrease in prepaid expenses and other assets		(298	)		—			37			—			(261	)
Increase (decrease) in accounts payable, accrued expenses and other liabilities		(10,929	)		—			(121	)		—			(11,050	)
Net cash provided by (used in) operating activities		2,330			—			297			2,079			4,706
Cash flows from investing actvities:
Investment in subsidiaries		2,079			—			—			(2,079	)		—
Purchase of a business		(588	)		—			—			—			(588	)
Purchases of property and equipment and intangibles		(6,350	)		—			(192	)		—			(6,542	)
Net cash provided by (used in) investing activities		(4,859	)		—			(192	)		(2,079	)		(7,130	)
Cash flows from financing actvities:
Proceeds from issuance of common stock		42			—			—			—			42
Payments on long-term debt		(1,000	)		—			—			—			(1,000	)
Payments of deferred debt and offering costs		(29	)		—			—			—			(29	)
Net cash provided by (used in) financing activities		(987	)		—			—			—			(987	)
Net increase (decrease) in cash and cash equivalents		(3,516	)		—			105			—			(3,411	)
Cash and cash equivalents:
Beginning		72,140			—			250			—			72,390
Ending	$	68,624		$	—		$	355		$	—		$	68,979

Consolidating Statement of Cash Flows

Nine-Month Period Ended September 30, 2010

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Cash flows from operating actvities:
Net income (loss)	$	11,187		$	(2,466	)	$	234		$	2,232		$	11,187
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		13,857			—			607			—			14,464
Deferred income taxes		1,661			2,466			87			—			4,214
Amortization of debt issue costs		695			—			—			—			695
Amortization of syndication contracts		840			—			—			—			840
Payments on syndication contracts		(2,141	)		—			—			—			(2,141	)
Equity in net (income) of nonconsolidated affiliate		(16	)		—			—			—			(16	)
Non-cash stock-based compensation		1,603			—			—			—			1,603
Non-cash expenses related to debt extinguishment		934			—			—			—			934
Change in fair value of interest rate swap agreements		(12,188	)		—			—			—			(12,188	)
Changes in assets and liabilities, net of effect of acquisitions and dispositions:
(Increase) decrease in restricted cash		(1,023	)		—			—			—			(1,023	)
(Increase) decrease in accounts receivable		(2,010	)		—			150			—			(1,860	)
(Increase) decrease in amounts due from related party		(166	)		—			166			—			—
(Increase) decrease in prepaid expenses and other assets		(322	)		—			(104	)		—			(426	)
Increase (decrease) in accounts payable, accrued expenses and other liabilities		705			—			55			—			760
Net cash provided by (used in) operating activities		13,616			—			1,195			2,232			17,043
Cash flows from investing actvities:
Investment in subsidiaries		2,232			—			—			(2,232	)		—
Purchases of property and equipment and intangibles		(5,636	)		—			(1,442	)		—			(7,078	)
Net cash provided by (used in) investing activities		(3,404	)		—			(1,442	)		(2,232	)		(7,078	)
Cash flows from financing actvities:
Proceeds from issuance of common stock		233			—			—			—			233
Payments on long-term debt		(362,949	)		—			—			—			(362,949	)
Termination of swap agreements		(4,039	)		—			—			—			(4,039	)
Proceeds from borrowings on long-term debt		394,888			—			—			—			394,888
Payments of deferred debt and offering costs		(10,554	)		—			—			—			(10,554	)
Net cash provided by (used in) financing activities		17,579			—			—			—			17,579
Net increase (decrease) in cash and cash equivalents		27,791			—			(247	)		—			27,544
Cash and cash equivalents:
Beginning		27,260			—			406			—			27,666
Ending	$	55,051		$	—		$	159		$	—		$	55,210