Condensed Consolidating Financial Statements

9 Months Ended

Sep. 30, 2012

Condensed Consolidating Financial Statements [Abstract]

CONDENSED CONSOLIDATING FINANCIAL STATEMENTS

5. 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, 2012 and December 31, 2011 and the related consolidating statements of operations are presented for the three- and nine-month periods ended September 30, 2012 and 2011. Consolidating statements of cash flows are presented for the nine-month periods ended September 30, 2012 and 2011. The equity method of accounting has been used by the Company to report its investment in subsidiaries.

Consolidating Balance Sheet

September 30, 2012

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated Total
ASSETS
Current assets
Cash and cash equivalents	$	45,017		$	—		$	221	$	—		$	45,238
Trade receivables, net of allowance for doubtful accounts		47,939			—			120		—			48,059
Prepaid expenses and other current assets		6,669			—			207		—			6,876
Total current assets		99,625			—			548		—			100,173
Property and equipment, net		59,377			—			2,686		—			62,063
Intangible assets subject to amortization, net		22,457			—			—		—			22,457
Intangible assets not subject to amortization		38,739			178,262			3,700		—			220,701
Goodwill		35,653			—			994		—			36,647
Investment in subsidiaries		167,512			—			—		(167,512	)		—
Other assets		9,466			—			13,242		(13,242	)		9,466
Total assets	$	432,829		$	178,262		$	21,170	$	(180,754	)	$	451,507
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Advances payable, related parties	$	118			—		$	—	$	—		$	118
Accounts payable, accrued expenses and other liabilities		42,976			—			639		(11,233	)		32,382
Total current liabilities		43,094			—			639		(11,233	)		32,500
Long-term debt, less current maturities		360,299			—			—		—			360,299
Other long-term liabilities		8,070			—			—		—			8,070
Deferred income taxes		14,238			31,281			—		(2,009	)		43,510
Total liabilities		425,701			31,281			639		(13,242	)		444,379
Stockholders’ equity (deficit)
Class A common stock		5			—			—		—			5
Class B common stock		2			—			—		—			2
Class U common stock		1			—			—		—			1
Member’s capital		—			804,654			12,652		(817,306	)		—
Additional paid-in capital		940,238			—			—		—			940,238
Accumulated deficit		(933,118	)		(657,673	)		7,879		649,794			(933,118	)
Total stockholders’ equity (deficit)		7,128			146,981			20,531		(167,512	)		7,128
Total liabilities and stockholders’ equity (deficit)	$	432,829		$	178,262		$	21,170	$	(180,754	)	$	451,507

Consolidating Balance Sheet

December 31, 2011

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated Total
ASSETS
Current assets
Cash and cash equivalents	$	58,276		$	—		$	443	$	—		$	58,719
Trade receivables, net of allowance for doubtful accounts		43,951			—			319		—			44,270
Prepaid expenses and other current assets		5,678			—			261		—			5,939
Total current assets		107,905			—			1,023		—			108,928
Property and equipment, net		62,046			—			3,180		—			65,226
Intangible assets subject to amortization, net		24,598			—			—		—			24,598
Intangible assets not subject to amortization		38,739			178,262			3,700		—			220,701
Goodwill		35,653			—			994		—			36,647
Investment in subsidiaries		170,580			—			—		(170,580	)		—
Other assets		11,221			—			12,603		(12,603	)		11,221
Total assets	$	450,742		$	178,262		$	21,500	$	(183,183	)	$	467,321
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Advances payable, related parties	$	118		$	—		$	—	$	—		$	118
Accounts payable, accrued expenses and other liabilities		49,633			—			930		(10,813	)		39,750
Total current liabilities		49,751			—			930		(10,813	)		39,868
Long-term debt, less current maturities		379,662			—			—		—			379,662
Other long-term liabilities		8,327			—			—		—			8,327
Deferred income taxes		13,563			28,252			—		(1,790	)		40,025
Total liabilities		451,303			28,252			930		(12,603	)		467,882
Stockholders’ equity (deficit)
Class A common stock		5			—			—		—			5
Class B common stock		2			—			—		—			2
Class U common stock		1			—			—		—			1
Member’s capital		—			804,654			12,652		(817,306	)		—
Additional paid-in capital		938,453			—			—		—			938,453
Accumulated deficit		(939,022	)		(654,644	)		7,918		646,726			(939,022	)
Total stockholders’ equity (deficit)		(561	)		150,010			20,570		(170,580	)		(561	)
Total liabilities and stockholders’ equity (deficit)	$	450,742		$	178,262		$	21,500	$	(183,183	)	$	467,321

Consolidating Statement of Operations

Three-Month Period Ended September 30, 2012

(In thousands)

	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated Total
Net revenue	$	58,281		$	—		$	603		$	(398	)	$	58,486
Expenses:
Direct operating expenses		23,316			—			375			(398	)		23,293
Selling, general and administrative expenses		9,470			—			123			—			9,593
Corporate expenses		4,465			—			—			—			4,465
Depreciation and amortization		3,853			—			160			—			4,013
		41,104			—			658			(398	)		41,364
Operating income (loss)		17,177			—			(55	)		—			17,122
Interest expense		(8,671	)		—			—			—			(8,671	)
Interest income		10			—			—			—			10
Income (loss) before income taxes		8,516			—			(55	)		—			8,461
Income tax (expense) benefit		(250	)		(1,009	)		31			—			(1,228	)
Income (loss) before equity in net income (loss) of subsidiaries		8,266			(1,009	)		(24	)		—			7,233
Equity in net income (loss) of subsidiaries		(1,033	)		—			—			1,033			—
Net income (loss) applicable to common stockholders	$	7,233		$	(1,009	)	$	(24	)	$	1,033		$	7,233

Consolidating Statement of Operations

Three-Month Period Ended September 30, 2011

(In thousands)

				Guarantor			Non-Guarantor						Consolidated
	Parent			Subsidiaries			Subsidiaries			Eliminations			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 net income (loss) of subsidiaries		(601	)		—			—			601			—
Net income (loss) applicable to common stockholders	$	(1,384	)	$	(848	)	$	247		$	601		$	(1,384	)

Consolidating Statement of Operations

Nine-Month Period Ended September 30, 2012

(In thousands)

				Guarantor			Non-Guarantor						Consolidated
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Net revenue	$	158,590		$	—		$	1,945		$	(1,034	)	$	159,501
Expenses:
Direct operating expenses		67,695			—			1,142			(1,034	)		67,803
Selling, general and administrative expenses		28,231			—			369			—			28,600
Corporate expenses		12,527			—			—			—			12,527
Depreciation and amortization		11,912			—			524			—			12,436
		120,365			—			2,035			(1,034	)		121,366
Operating income (loss)		38,225			—			(90	)		—			38,135
Interest expense		(26,730	)		—			—			—			(26,730	)
Interest income		23			—			—			—			23
Gain (loss) on debt extinguishment		(1,230	)		—			—			—			(1,230	)
Income (loss) before income taxes		10,288			—			(90	)		—			10,198
Income tax (expense) benefit		(1,316	)		(3,029	)		51			—			(4,294	)
Income (loss) before equity in net income (loss) of subsidiaries		8,972			(3,029	)		(39	)		—			5,904
Equity in net income (loss) of subsidiaries		(3,068	)		—			—			3,068			—
Net income (loss) applicable to common stockholders	$	5,904		$	(3,029	)	$	(39	)	$	3,068		$	5,904

Consolidating Statement of Operations

Nine-Month Period Ended September 30, 2011

(In thousands)

				Guarantor			Non-Guarantor						Consolidated
	Parent			Subsidiaries			Subsidiaries			Eliminations			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 net 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 Cash Flows

Nine-Month Period Ended September 30, 2012

(In thousands)

				Guarantor			Non-Guarantor						Consolidated
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
Net income (loss)	$	5,904		$	(3,029	)	$	(39	)	$	3,068		$	5,904
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		11,912			—			524			—			12,436
Deferred income taxes		760			3,029			(304	)		—			3,485
Amortization of debt issue costs		1,706			—			—			—			1,706
Amortization of syndication contracts		556			—			—			—			556
Payments on syndication contracts		(1,369	)		—			—			—			(1,369	)
Non-cash stock-based compensation		1,763			—			—			—			1,763
Gain (loss) on debt extinguishment		1,230			—			—			—			1,230
Changes in assets and liabilities, net of effect of acquisitions and dispositions:
(Increase) decrease in accounts receivable		(3,710	)		—			199			—			(3,511	)
(Increase) decrease in amounts due from related party		311			—			(311	)		—			—
(Increase) decrease in prepaid expenses and other assets		(1,086	)		—			30			—			(1,056	)
Increase (decrease) in accounts payable, accrued expenses and other liabilities		(7,175	)		—			(291	)		—			(7,466	)
Net cash provided by (used in) operating activities		10,802			—			(192	)		3,068			13,678
Cash flows from investing activities:
Investment in subsidiaries		3,068			—			—			(3,068	)		—
Purchase of a business		—			—			—			—			—
Purchases of property and equipment and intangibles		(6,472	)		—			(30	)		—			(6,502	)
Net cash provided by (used in) investing activities		(3,404	)		—			(30	)		(3,068	)		(6,502	)
Cash flows from financing activities:
Proceeds from issuance of common stock		23			—			—			—			23
Payments on long-term debt		(20,600	)		—			—			—			(20,600	)
Payments of deferred debt and offering costs		(80	)		—			—			—			(80	)
Net cash provided by (used in) financing activities		(20,657	)		—			—			—			(20,657	)
Net increase (decrease) in cash and cash equivalents		(13,259	)		—			(222	)		—			(13,481	)
Cash and cash equivalents:
Beginning		58,276			—			443			—			58,719
Ending	$	45,017		$	—		$	221		$	—		$	45,238

Consolidating Statement of Cash Flows

Nine-Month Period Ended September 30, 2011

(In thousands)

				Guarantor			Non-Guarantor						Consolidated
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
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 activities:
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 activities:
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