EXHIBIT 99.1
(LIVE NATION LOGO)
LIVE NATION REPORTS
SECOND QUARTER 2006 FINANCIAL RESULTS
- Company Continues to Sharpen Focus on Live Music -
- - Positive Net Income Trend Continues -
LOS ANGELES, CALIFORNIA August 4, 2006 — Live Nation (NYSE: LYV), a leading live event and venue management company, announced today financial results for the three and six months ended June 30, 2006. Live Nation will discuss these results on a conference call today, Friday, August 4th at 11:00 a.m. Eastern Daylight Time. A live broadcast of the conference call will be available on the company’s website, located at www.livenation.com.
This press release contains certain non-GAAP financial measures as defined by SEC Regulation G. A reconciliation of each such measure to its most directly comparable GAAP financial measure(s), together with an explanation of why management believes that these non-GAAP financial measures provide useful information to investors, is included at the end of this press release.
The company reported revenues of $768.2 million in the second quarter of 2006, an increase of $26.5 million, or 4%, as compared to the second quarter of 2005. Included in revenue is a $2.5 million increase due to movements in foreign exchange.
Net income increased by $8.7 million to $9.7 million in the quarter, with operating income for the quarter decreasing by $3.6 million to $11.7 million. Diluted earnings per share for the quarter amounted to $0.15.
OIBDAN (defined by the company as operating income (loss) before depreciation, amortization, loss (gain) on sale of operating assets and non-cash compensation expense) was $27.0 million in the second quarter of 2006, compared to $30.6 million in the second quarter of 2005. OIBDAN is a non-GAAP financial measure. A reconciliation of OIBDAN to operating income (loss) and net income (loss), its most directly comparable GAAP financial measures, is included at the end of this press release.
“During the quarter we continued to make significant progress in the implementation of our strategic plan,” said Michael Rapino, Live Nation’s Chief Executive Officer. “An environment of transformation has begun in 2006 as we execute against our newly defined core business. We have a clear strategic focus which has resulted in an expansion of our core live music business and the divestiture of a number of non-core businesses. We are implementing a range of programs to drive revenues and cash flows and have added strategic acquisitions that expand our fan and artist relationships. We remain driven by our focus on vertically integrating our business toward the fan by expanding and improving upon the services we provide to our customers before, during and after the events we promote or produce each year. We are pleased with the trends we are seeing in the third quarter, which is the most important season in our industry, and we are optimistic that we will gradually begin to witness the benefits of our investments as the year progresses.”
The company’s reportable operating segments are Events, Venues and Sponsorship, and Digital Distribution. The Events segment principally involves the promotion or production of live music shows, theatrical performances and specialized motor sports events, along with providing various services to artists. The Venues and Sponsorship segment principally involves the operation of venues and the sale of premium seats, national and local sponsorships and placement of advertising, including signage, promotional programs and naming of subscription series and venues. The Digital Distribution segment principally involves the management of the company’s on-line and wireless distribution activities, including the development of the company’s website and managing the company’s in-house ticketing operations and third-party ticketing relationships. Included in the Digital Distribution revenue are ticket rebates earned on tickets sold by phone, outlet and over the internet, for events promoted by the Events segment.

1


 

Following Live Nation’s spin-off from Clear Channel Communications, Inc. in December 2005, the company reorganized its business units and the way in which these businesses are assessed, as described above, beginning in 2006. The company has reclassified all periods presented to conform to the current year presentation. Revenue and expenses earned and charged between segments are eliminated in consolidation.
Segment Financial Information (unaudited)
                                                         
            Venues and     Digital                             Consolidated  
(in thousands)   Events     Sponsorship     Distribution     Other     Corporate     Eliminations     and Combined  
 
                                                       
Three Months Ended
June 30, 2006
                                                       
Revenue
  $ 594,122     $ 146,772     $ 20,567     $ 9,735     $     $ (2,966 )   $ 768,230  
Direct operating expenses
    559,283       46,269       678       1,514             (2,965 )     604,779  
Selling, general and administrative expenses
    56,587       61,516       2,584       8,501             (1 )     129,187  
Depreciation and amortization
    2,523       12,588       114       234       847             16,306  
Loss (gain) on sale of operating assets
    (1,780 )     73             (36 )     61             (1,682 )
Corporate expenses
                            7,958             7,958  
 
                                         
Operating income (loss)
  $ (22,491 )   $ 26,326     $ 17,191     $ (478 )   $ (8,866 )   $     $ 11,682  
 
                                         
 
                                                       
Three Months Ended
June 30, 2005
                                                       
Revenue
  $ 576,174     $ 138,733     $ 17,705     $ 11,635     $     $ (2,556 )   $ 741,691  
Direct operating expenses
    543,237       39,897       708       2,001             (2,525 )     583,318  
Selling, general and administrative expenses
    51,782       57,331       734       10,411             (31 )     120,227  
Depreciation and amortization
    2,187       11,288       87       623       1,097             15,282  
Loss (gain) on sale of operating assets
    (68 )     (174 )           7       (25 )           (260 )
Corporate expenses
                            7,866             7,866  
 
                                         
Operating income (loss)
  $ (20,964 )   $ 30,391     $ 16,176     $ (1,407 )   $ (8,938 )   $     $ 15,258  
 
                                         
 
                                                       
Six Months Ended
June 30, 2006
                                                       
Revenue
  $ 1,016,382     $ 224,331     $ 31,155     $ 18,741     $     $ (5,812 )   $ 1,284,797  
Direct operating expenses
    912,366       72,945       927       2,185             (5,812 )     982,611  
Selling, general and administrative expenses
    109,974       114,577       4,882       15,770                   245,203  
Depreciation and amortization
    4,519       24,800       180       469       1,343             31,311  
Loss (gain) on sale of operating assets
    (1,793 )     77             (7,687 )     (7 )           (9,410 )
Corporate expenses
                            15,337             15,337  
 
                                         
Operating income (loss)
  $ (8,684 )   $ 11,932     $ 25,166     $ 8,004     $ (16,673 )   $     $ 19,745  
 
                                         

2


 

                                                         
Six Months Ended
June 30, 2005
                                                       
Revenue
  $ 920,542     $ 213,346     $ 27,567     $ 32,132     $     $ (7,413 )   $ 1,186,174  
Direct operating expenses
    828,844       66,385       1,101       8,961             (7,339 )     897,952  
Selling, general and administrative expenses
    118,078       102,969       1,483       20,774             (46 )     243,258  
Depreciation and amortization
    4,511       22,595       163       1,264       2,226             30,759  
Loss (gain) on sale of operating assets
    (110 )     (303 )           (176 )     (28 )           (617 )
Corporate expenses
                            27,090             27,090  
 
                                         
Operating income (loss)
  $ (30,781 )   $ 21,700     $ 24,820     $ 1,309     $ (29,288 )   $ (28 )   $ (12,268 )
 
                                         
Events
Events revenue increased $17.9 million, or 3%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to the timing of the Werchter festival in Belgium which took place earlier in 2006, an increase in the number of, and attendance at, our amphitheater events and an increase in the number of events presented by global theater in the second quarter of 2006 as compared to the second quarter of 2005. Partially offsetting this increase was a decline in the number of domestic music events held in third-party theaters and a decline in domestic festival revenues following our exit from a number of unprofitable festivals in 2005.
Events direct operating expenses increased $16.0 million, or 3%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to the timing of the Werchter festival and the increase in global theater events as discussed above. In addition, direct operating expenses increased due to the pre-opening costs related to our production of Phantom of the Opera in Las Vegas during the second quarter of 2006. Partially offsetting this increase was a decline in direct operating expenses due primarily to the decline in the number of domestic music theater events and our exit from a number of domestic music festivals.
Events selling, general and administrative expenses increased $4.8 million, or 9%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to an increase in reserves recorded against receivables due to a vendor bankruptcy, as well as increased consulting expenses related to music marketing. In addition, due to our acquisition of a 50.1% interest in Mean Fiddler during the third quarter of 2005, we are incurring selling, general and administrative expenses related to this business that we did not have in the prior year.
Events gain on sale of operating assets increased $1.7 million during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to a gain recorded related to theatrical production assets that were sold during 2006.
Overall, the $1.5 million decline in operating income for Events in the second quarter of 2006 as compared to the same period of 2005 is due primarily to the increased receivable reserve arising from a vendor bankruptcy, increased costs related to improving our marketing function and incremental selling, general and administrative expenses due to the 2005 Mean Fiddler acquisition whose principal events occur in the third quarter. These decreases were partially offset by an increase in operating income due to the timing of the Werchter festival in Belgium in 2006 and the gain on sale of operating assets.

3


 

Venues and Sponsorship
Venues and Sponsorship revenue increased $8.0 million, or 6%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to incremental revenue related to the Mean Fiddler venues acquired during the third quarter of 2005 and the commencement of the operating agreement for Wembley Arena in London during the second quarter of 2006. We also experienced an increase in our owned and/or operated amphitheater results and merchandise revenue resulting primarily from an increase in attendance. However, this increase was partially offset by a decline in revenues from several of our larger domestic and international theatrical venues and one of our international arenas due to a decline in activity during 2006. In addition, sponsorship revenues declined due to the timing of completion of sponsorship sales in the second quarter of 2006, which we expect to realize in the third quarter.
Venues and Sponsorship direct operating expenses increased $6.4 million, or 16%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to incremental direct operating expenses related to the Mean Fiddler acquisition and Wembley Arena noted above. In addition, direct operating expenses increased related to the increase in merchandise revenues.
Venues and Sponsorship selling, general and administrative expenses increased $4.2 million, or 7%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to an increase in salary, rent and property tax expense related to the acquisitions of Historic Theater Group and Mean Fiddler and the commencement of the Wembley Arena operating agreement. We also incurred higher selling, general and administrative expenses related to building our venue management team in 2006.
Venues and Sponsorship depreciation and amortization expense increased $1.3 million, or 12%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to increased depreciation related to capital expenditures to improve the audience experience at our owned and/or operated amphitheaters.
Overall, the $4.1 million decrease in operating income for Venues and Sponsorship in the second quarter of 2006 as compared to the same period of 2005 is due primarily to reduced activity in several of our larger theatrical venues and one of our international arenas, a reduction in sponsorship sales in the quarter, increased costs related to building the venue management team and higher depreciation expense for our domestic venues. Offsetting this decline were the improved operating results from our owned and/or operated amphitheaters.
Digital Distribution
Digital Distribution revenues increased $2.9 million, or 16%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to additional ticket service charge rebates resulting from the increase in the number of events and attendance within our Events segment. The increase in these revenues exceeds the growth for our Events segment during the same period due to the type of events and the related service charges.
Digital Distribution direct operating expenses remained relatively flat during the three months ended June 30, 2006 as compared to the same period of the prior year due to the small amount of direct operating expenses that are required for this segment.
Digital Distribution selling, general and administrative expenses increased $1.8 million, or 252%, during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to increases in salary for new staff and consultant expenses related to the development of our website and internet strategy.
Overall, operating income for Digital Distribution increased slightly in the second quarter of 2006 as compared to the same period of 2005 primarily due to additional ticket service charge rebates, partially offset by the increased costs related to building the digital distribution management team and developing our on-line presence.

4


 

Other Operations
We sold a portion of our sports representation business assets in Los Angeles early in 2006. Primarily as a result of that sale, during the three months ended June 30, 2006 as compared to the same period of the prior year, other revenues decreased $1.9 million, or 16%; other selling, general and administrative expenses decreased $1.9 million, or 18%; and we experienced an overall $.9 million decrease in operating loss for our other operations.
Interest
Total interest expense decreased $3.4 million during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to repayment or capitalization of our debt with Clear Channel Communications in December 2005. This decrease was partially offset by an increase in interest expense related to our term loan and redeemable preferred stock, which did not exist in the second quarter of 2005.
Interest income increased $4.0 million during the three months ended June 30, 2006 as compared to the same period of the prior year primarily due to interest income earned on excess cash invested in money market funds and other short-term investments.
Free Cash Flow
Free cash flow for the three months ended June 30, 2006 totaled $152.7 million as compared to $33.1 million for the same period of the prior year. This increase was driven by the improvement in net income and timing of the receipt and the amount of advance ticket sales. Free cash flow (defined by the company as cash flow from operations less maintenance capital expenditures) is a non-GAAP financial measure. A reconciliation of free cash flow to net cash provided by operating activities, its most directly comparable GAAP financial measure, is included at the end of this press release.
Cash and Debt
Cash and cash equivalents at June 30, 2006 totaled $603.4 million, an increase of $199.7 million over the balance at December 31, 2005. This increase was largely driven by the increase in advance ticket sales for events to be held in the third and fourth quarters of 2006.
Total debt, including preferred stock, at June 30, 2006 totaled $406.9 million, which represents no change compared to the balance at December 31, 2005.
Share Repurchase
On December 22, 2005, our board of directors authorized a $150 million share repurchase program, effective through December 31, 2006. As of June 30, 2006, we have repurchased 3.4 million shares under this program for an aggregate purchase price of $42.7 million, including commissions and fees, at an average price of $12.65 per share. We did not repurchase any shares during the second quarter of 2006.
We will continue to base our decisions on amounts of repurchases and their timing on such factors as the stock price, general economic and market conditions and the company’s debt levels. The repurchase program may be suspended or discontinued at any time. Shares of stock repurchased under the plan will be held as treasury shares.

5


 

Other Significant Events During and Subsequent to the Second Quarter
    In April 2006, we sold our entire interest in the Planet Hollywood venue project in Las Vegas, as well as 49.9% of our interest in the Phantom of the Opera project in Las Vegas. We received $22.9 million in proceeds from this sale.
 
    In May 2006, we acquired a controlling interest in the touring division of a commonly owned group of companies operating under the name of Concert Productions International, or CPI, for a total purchase price of $47.2 million. CPI provides full service global touring, having produced tours for top acts such as the Rolling Stones, Pink Floyd and U2. CPI has also developed additional revenue streams around the tours that it produces, such as VIP ticketing, fan clubs, merchandising and DVDs. CPI’s Chief Executive Officer, Michael Cohl, has joined our board of directors.
 
    In June 2006, we acquired a controlling interest in Cinq Group, LLC, which operates under the name TRUNK Ltd. TRUNK Ltd. is a specialty merchandise company that acquires licenses, primarily from music artists, to design, manufacture and sell merchandise through various distribution channels.
 
    In June 2006, we also agreed to acquire HOB Entertainment, Inc., or HOB, for $350 million in cash. HOB owns and/or operates 10 mid-size venues under the House of Blues brand in cities such as Las Vegas, Los Angeles, Chicago and Orlando, and eight amphitheaters in cities including Atlanta, Toronto, San Diego and Dallas. We expect this acquisition, which is subject to customary closing conditions, to close by the end of 2006.
 
    In July 2006, we announced that we have agreed to acquire a majority interest in Musictoday, a leader in connecting artists directly to their fans through on-line fan clubs, artist e-commerce and fulfillment and artist fan club ticketing.
 
    We have now completed the sale of substantially all of the assets of the golf, football and tennis divisions of our sports representation business to various parties.
Conference Call
The company will host a teleconference to discuss its second quarter 2006 financial results today, Friday, August 4th at 11:00 a.m. Eastern Daylight Time/8:00 a.m. Pacific Daylight Time. To access the teleconference, please dial 973-633-6740 ten minutes prior to the start time. The teleconference will also be available via live webcast under the “About Us” portion of the company’s website located at www.livenation.com.
If you cannot listen to the teleconference at its scheduled time, there will be a replay available through Friday, August 11, 2006, which can be accessed by dialing 877-519-4471 (U.S.) or 973-341-3080 (Int’l), passcode 7600092. The webcast will also be archived on the company’s website for 30 days.
About Live Nation
Live Nation is a leading live event and venue management company focused on creating superior experiences for artists, performers, corporations and fans. Live Nation owns, operates and/or has booking rights for more than 150 venues worldwide and produced over 29,500 events in 2005. Headquartered in Los Angeles, California, Live Nation is listed on the New York Stock Exchange, trading under the symbol “LYV”. For more information regarding Live Nation and its businesses, please visit the company’s website at www.livenation.com.
# # #
Contacts:
     
Investors:
  Press:
Mike Smargiassi/Jonathan Lesko
  John Vlautin
Brainerd Communicators
  Live Nation
212-986-6667
  310-867-7127

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Certain statements in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Live Nation to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The words or phrases “believe”, “expect”, “anticipate”, “plans”, and “estimates”, and similar words or expressions are intended to identify such forward-looking statements. In addition, any statements that refer to expectations or other characterizations of future events or circumstances are forward-looking statements. Various risks that could cause future results to differ from those expressed by forward-looking statements include, but are not limited to, those described in Live Nation’s Form 10-K for the year ended December 31, 2005 and in the company’s other filings with the SEC. Other unknown or unpredictable factors could have material adverse effects on Live Nation’s future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed herein may not occur. You are cautioned not to place undue reliance on these forward-looking statements. Live Nation does not undertake any obligation to publicly update or revise any forward-looking statements because of new information, future events or otherwise.
(See attached financial statements)

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CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS (UNAUDITED)
                                 
    Three months ended June 30,     Six months ended June 30,  
    2006     2005     2006     2005  
    (in thousands except share and per share data)  
 
                               
Revenue
  $ 768,230     $ 741,691     $ 1,284,797     $ 1,186,174  
Operating expenses:
                               
Direct operating expenses
    604,779       583,318       982,611       897,952  
Selling, general and administrative expenses
    129,187       120,227       245,203       243,258  
Depreciation and amortization
    16,306       15,282       31,311       30,759  
Gain on sale of operating assets
    (1,682 )     (260 )     (9,410 )     (617 )
Corporate expenses
    7,958       7,866       15,337       27,090  
 
                       
Operating income (loss)
    11,682       15,258       19,745       (12,268 )
Interest expense
    8,348       875       16,161       1,494  
Interest expense with Clear Channel Communications
          10,827             22,015  
Interest income
    4,496       459       5,976       944  
Equity in earnings (loss) of nonconsolidated affiliates
    1,478       (2,129 )     3,302       (1,619 )
Other income (expense) — net
    5,728       (269 )     4,009       190  
 
                       
Income (loss) before income taxes
    15,036       1,617       16,871       (36,262 )
Income tax benefit (expense):
                               
Current
    (5,884 )     5,370       (6,051 )     17,521  
Deferred
    530       (6,017 )     (21 )     (3,016 )
 
                       
Net income (loss)
    9,682       970       10,799       (21,757 )
Other comprehensive income, net of tax:
                               
Unrealized holding gain on cash flow derivatives
    1,377             1,869        
Foreign currency translation adjustments
    11,919       10,319       15,597       19,903  
 
                       
Comprehensive income (loss)
  $ 22,978     $ 11,289     $ 28,265     $ (1,854 )
 
                       
Net income (loss) per common share:
                               
Basic
  $ .15             $ .17          
 
                           
Diluted
  $ .15             $ .17          
 
                           
Weighted average common shares outstanding:
                               
Basic
    64,462,679               64,218,450          
 
                           
Diluted
    65,329,597               64,919,415          
 
                           

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CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS (UNAUDITED)
                 
    Six months ended  
    June 30,  
    2006     2005  
    (in thousands)  
CASH FLOWS FROM OPERATING ACTIVITIES
               
Net income (loss)
  $ 10,799     $ (21,757 )
Reconciling items:
               
Depreciation
    30,375       29,380  
Amortization of intangibles
    936       1,379  
Deferred income tax expense
    21       3,016  
Amortization of debt issuance costs
    292        
Current tax benefit dividends to owner
          (27,807 )
Non-cash compensation expense
    1,570       703  
Gain on sale of operating assets
    (9,410 )     (617 )
Loss on sale of other investments
    2,051        
Loss (equity) in earnings of nonconsolidated affiliates
    (3,302 )     1,619  
Minority interest expense (income)
    (684 )     571  
Decrease in other — net
    (39 )     (96 )
Changes in operating assets and liabilities, net of effects of acquisitions:
               
Increase in accounts receivable
    (63,170 )     (68,517 )
Increase in prepaid expenses
    (199,189 )     (202,060 )
Increase in other assets
    (13,828 )     (69,338 )
Increase in accounts payable, accrued expenses and other liabilities
    56,519       96,622  
Increase in deferred income
    383,508       333,202  
Increase (decrease) in minority interest liability
    7,690       (953 )
 
           
Net cash provided by operating activities
    204,139       75,347  
 
               
CASH FLOWS FROM INVESTING ACTIVITIES
               
Decrease in notes receivable, net
    938       1,119  
Increase in investments in, and advances to, nonconsolidated affiliates — net
    (1,179 )     (173 )
Contribution from minority interest partner
    15,343        
Proceeds from disposal of other investments
    1,743        
Purchases of property, plant and equipment
    (31,967 )     (49,891 )
Proceeds from disposal of operating assets
    36,655       337  
Acquisition of operating assets
    (4,022 )     (1,226 )
Decrease (increase) in other — net
    (621 )     49  
 
           
Net cash provided by (used in) investing activities
    16,890       (49,785 )
 
               
CASH FLOWS FROM FINANCING ACTIVITIES
               
Proceeds from debt with Clear Channel Communications
          42,719  
Proceeds from long-term debt, net of debt issuance costs
    1,228       444  
Payments on long-term debt
    (6,351 )     (508 )
Payments for purchase of common stock
    (24,717 )      
 
           
Net cash provided by (used in) financing activities
    (29,840 )     42,655  
Effect of exchange rate changes on cash
    8,527       4,595  
Net increase in cash and cash equivalents
    199,716       72,812  
Cash and cash equivalents at beginning of period
    403,716       179,137  
 
           
Cash and cash equivalents at end of period
  $ 603,432     $ 251,949  
 
           

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CONSOLIDATED BALANCE SHEETS
                 
    June 30,     December 31,  
    2006     2005  
    (unaudited)     (audited)  
    (in thousands)  
ASSETS
CURRENT ASSETS
               
Cash and cash equivalents
  $ 603,432     $ 403,716  
Accounts receivable, less allowance of $11,121 as of June 30, 2006 and $9,518 as of December 31, 2005
    291,509       190,207  
Prepaid expenses
    322,889       115,055  
Other current assets
    49,929       46,714  
 
           
Total Current Assets
    1,267,759       755,692  
PROPERTY, PLANT AND EQUIPMENT
               
Land, buildings and improvements
    934,335       910,926  
Furniture and other equipment
    178,463       166,004  
Construction in progress
    40,947       39,856  
 
           
 
    1,153,745       1,116,786  
Less accumulated depreciation
    340,544       307,867  
 
           
 
    813,201       808,919  
INTANGIBLE ASSETS
               
Definite-lived intangibles — net
    37,536       12,351  
Goodwill
    157,864       137,110  
OTHER ASSETS
               
Notes receivable, less allowance of $745 as of June 30, 2006 and December 31, 2005
    3,195       4,720  
Investments in, and advances to, nonconsolidated affiliates
    38,880       30,660  
Other assets
    34,691       27,132  
 
           
Total Assets
  $ 2,353,126     $ 1,776,584  
 
           
 
               
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES
               
Accounts payable
  $ 70,995     $ 37,654  
Deferred income
    622,200       232,754  
Accrued expenses
    464,672       405,507  
Current portion of long-term debt
    28,045       25,705  
 
           
Total Current Liabilities
    1,185,912       701,620  
Long-term debt
    338,840       341,136  
Other long-term liabilities
    41,436       30,766  
Minority interest liability
    65,932       26,362  
Series A and Series B redeemable preferred stock
    40,000       40,000  
Commitments and contingent liabilities
               
SHAREHOLDERS’ EQUITY
               
Common stock
    672       672  
Additional paid-in capital
    767,521       748,011  
Retained deficit
    (76,763 )     (87,563 )
Cost of shares held in treasury
    (21,473 )     (18,003 )
Accumulated other comprehensive income (loss)
    11,049       (6,417 )
 
           
Total Shareholders’ Equity
    681,006       636,700  
 
           
Total Liabilities and Shareholders’ Equity
  $ 2,353,126     $ 1,776,584  
 
           

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RECONCILIATIONS OF NON-GAAP MEASURES TO THEIR MOST DIRECTLY
COMPARABLE GAAP MEASURES (UNAUDITED)
                                 
Reconciliation of OIBDAN to operating income (loss) and net            
     income (loss) — Consolidated and Combined   Three months ended     Six months ended  
    June 30,     June 30,  
    2006     2005     2006     2005  
    (in thousands)     (in thousands)  
 
                               
OIBDAN
  $ 27,015     $ 30,640     $ 43,216     $ 18,577  
Depreciation and amortization
    16,306       15,282       31,311       30,759  
Gain on sale of operating assets
    (1,682 )     (260 )     (9,410 )     (617 )
Non-cash compensation expense
    709       360       1,570       703  
 
                       
Operating income (loss)
    11,682       15,258       19,745       (12,268 )
Interest expense
    8,348       875       16,161       1,494  
Interest expense with Clear Channel Communications
          10,827             22,015  
Interest income
    4,496       459       5,976       944  
Equity in earnings of nonconsolidated affiliates
    1,478       (2,129 )     3,302       (1,619 )
Other income (expense) — net
    5,728       (269 )     4,009       190  
 
                       
Income (loss) before income taxes
    15,036       1,617       16,871       (36,262 )
Income tax benefit (expense):
                               
Current
    (5,884 )     5,370       (6,051 )     17,521  
Deferred
    530       (6,017 )     (21 )     (3,016 )
 
                       
Net income (loss)
  $ 9,682     $ 970     $ 10,799     $ (21,757 )
 
                       
                                 
Reconciliation of free cash flow to net cash provided by            
     operating activities — Consolidated and Combined   Three months ended     Six months ended  
    June 30,     June 30,  
    2006     2005     2006     2005  
    (in thousands)     (in thousands)  
 
                               
Free cash flow
  $ 152,730     $ 33,110     $ 180,452     $ 49,034  
Maintenance capital expenditures
    12,252       18,779       23,687       26,313  
 
                       
Net cash provided by operating activities
  $ 164,982     $ 51,889     $ 204,139     $ 75,347  
 
                       
Definitions and Use of Non-GAAP Measures
OIBDAN is a non-GAAP financial measure that the company defines as operating income (loss) before depreciation, amortization, loss (gain) on sale of operating assets and non-cash compensation expense. The company uses OIBDAN to evaluate the performance of its operating segments. The company believes that information about OIBDAN assists investors by allowing them to evaluate changes in the operating results of the company’s portfolio of businesses separate from non-operational factors that affect net income, thus providing insights into both operations and the other factors that affect reported results. OIBDAN is not calculated or presented in accordance with U.S. generally accepted accounting principles. A limitation of the use of OIBDAN as a performance measure is that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in the company’s business. Accordingly, OIBDAN should be considered in addition to, and not as a substitute for, operating income (loss), net income (loss), and other measures of financial performance reported in accordance with U.S. GAAP. Furthermore, this measure may vary among other companies; thus, OIBDAN as presented above may not be comparable to similarly titled measures of other companies.
Free cash flow is a non-GAAP financial measure that the company defines as cash flow from operations less maintenance capital expenditures. The company uses free cash flow, among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than maintenance capital expenditures. The company believes that information about free cash flow provides investors with an important perspective on the cash available to service debt, make acquisitions and repurchase shares. Free cash flow is not calculated or presented in accordance with U.S. generally accepted accounting principles. A limitation of the use of free cash flow as a performance measure is that it does not necessarily represent funds available for operations and it is not necessarily a measure of our ability to fund our cash needs. Accordingly, free cash flow should be considered in addition to, and not as a substitute for, net cash provided by operating activities and other measures of financial performance reported in accordance with U.S. GAAP. Furthermore, this measure may vary among other companies; thus, free cash flow as presented above may not be comparable to similarly titled measures of other companies.

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