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CONDENSED FINANCIAL INFORMATION OF REGISTRANT | 12 Months Ended
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Dec. 31, 2012
CONDENSED FINANCIAL INFORMATION OF REGISTRANT | SCHEDULE 1 — CONDENSED FINANCIAL INFORMATION OF REGISTRANT CINEMARK HOLDINGS, INC. PARENT COMPANY BALANCE SHEETS (In thousands, except share data)
|  | December 31, 2011 |  |  | December 31, 2012 |
Assets |  |  |  |  |  |  |  |
Cash and cash equivalents |  | $ | 156 |  |  | $ | 569 |
Investment in subsidiaries |  |  | 1,014,532 |  |  |  | 1,085,783 |
Total assets |  | $ | 1,014,688 |  |  | $ | 1,086,352 |
Liabilities and equity |  |  |  |  |  |  |  |
Liabilities |  |  |  |  |  |  |  |
Accrued other current liabilities |  | $ | 780 |  |  | $ | 1,258 |
Other long-term liabilities |  |  | 1,031 |  |  |  | 1,029 |
Total liabilities |  |  | 1,811 |  |  |  | 2,287 |
Commitments and contingencies |  |  |  |  |  |  |  |
Equity |  |  |  |  |  |  |  |
Common stock, $0.001 par value: 300,000,000 shares authorized; |  |  |  |  |  |  |  |
117,593,329 shares issued and 114,201,737 shares outstanding at December 31, 2011 and 118,502,752 shares issued and 114,949,667 shares outstanding at December 31, 2012 |  |  | 118 |  |  |  | 118 |
Additional paid-in-capital |  |  | 1,047,237 |  |  |  | 1,064,016 |
Treasury stock, 3,391,592 and 3,553,085 common shares at cost at December 31, 2011 and 2012, respectively |  |  | (45,219 | ) |  |  | (48,482 | )
Retained earnings |  |  | 34,423 |  |  |  | 106,111 |
Accumulated other comprehensive loss |  |  | (23,682 | ) |  |  | (37,698 | )
Total equity |  |  | 1,012,877 |  |  |  | 1,084,065 |
Total liabilities and equity |  | $ | 1,014,688 |  |  | $ | 1,086,352 |
The accompanying notes are an integral part of the consolidated financial statements. CINEMARK HOLDINGS, INC. PARENT COMPANY STATEMENTS OF INCOME YEARS ENDED DECEMBER 31, 2010, 2011 and 2012 (in thousands)
|  | Year Ended December 31, |
|  | 2010 |  |  | 2011 |  |  | 2012 |
Revenues |  | $ | — |  |  | $ | — |  |  | $ | — |
Cost of operations |  |  | 2,030 |  |  |  | 2,193 |  |  |  | 2,182 |
Operating loss |  |  | (2,030 | ) |  |  | (2,193 | ) |  |  | (2,182 | )
Other income |  |  | 1 |  |  |  | — |  |  |  | — |
Loss before income taxes and equity in income of subsidiaries |  |  | (2,029 | ) |  |  | (2,193 | ) |  |  | (2,182 | )
Income taxes |  |  | 762 |  |  |  | 823 |  |  |  | 818 |
Equity in income of subsidiaries, net of taxes |  |  | 147,387 |  |  |  | 131,927 |  |  |  | 170,313 |
Net income |  | $ | 146,120 |  |  | $ | 130,557 |  |  | $ | 168,949 |
The accompanying notes are an integral part of the consolidated financial statements. CINEMARK HOLDINGS, INC. PARENT COMPANY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2010, 2011 AND 2012 (In thousands)
|  | 2010 |  |  | 2011 |  |  | 2012 |
Net income |  | $ | 146,120 |  |  | $ | 130,557 |  |  | $ | 168,949 |
Other comprehensive income (loss), net of tax |  |  |  |  |  |  |  |  |  |  |  |
Unrealized gain (loss) due to fair value adjustments on interest rate swap agreements, net of taxes of $4,339, $3,786 and $557 |  |  | 7,170 |  |  |  | (2,830 | ) |  |  | 1,020 |
Unrealized gain (loss) due to fair value adjustments on available-for-sale securities, net of taxes of $3,425, $8,128 and $1,499 |  |  | 5,659 |  |  |  | (13,566 | ) |  |  | 2,499 |
Amortization of accumulated other comprehensive loss on terminated swap agreement |  |  | 4,633 |  |  |  | 4,236 |  |  |  | 2,470 |
Foreign currency translation adjustment |  |  | 19,432 |  |  |  | (46,280 | ) |  |  | (20,232 | )
Total other comprehensive income (loss), net of tax |  |  | 36,894 |  |  |  | (58,440 | ) |  |  | (14,243 | )
Total comprehensive income, net of tax |  |  | 183,014 |  |  |  | 72,117 |  |  |  | 154,706 |
Comprehensive income attributable to noncontrolling interests |  |  | (3,711 | ) |  |  | (1,803 | ) |  |  | (2,244 | )
Comprehensive income attributable to Cinemark Holdings, Inc. |  | $ | 179,303 |  |  | $ | 70,314 |  |  | $ | 152,462 |
The accompanying notes are an integral part of the consolidated financial statements. CINEMARK HOLDINGS, INC. PARENT COMPANY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2010, 2011 and 2012 (in thousands)
|  | Year Ended December 31, |
|  | 2010 |  |  | 2011 |  |  | 2012 |
Operating Activities |  |  |  |  |  |  |  |  |  |  |  |
Net income |  | $ | 146,120 |  |  | $ | 130,557 |  |  | $ | 168,949 |
Adjustments to reconcile net income to cash provided by (used for) operating activities: |  |  |  |  |  |  |  |  |  |  |  |
Share based awards compensation expense |  |  | 765 |  |  |  | 666 |  |  |  | 750 |
Equity in income of subsidiaries |  |  | (147,387 | ) |  |  | (131,927 | ) |  |  | (170,313 | )
Changes in other assets and liabilities |  |  | (561 | ) |  |  | 1,516 |  |  |  | 4,448 |
Net cash provided by (used for) operating activities |  |  | (1,063 | ) |  |  | 812 |  |  |  | 3,834 |
Investing Activities |  |  |  |  |  |  |  |  |  |  |  |
Dividends received from subsidiaries |  |  | 78,100 |  |  |  | 95,000 |  |  |  | 95,750 |
Net cash provided by investing activities |  |  | 78,100 |  |  |  | 95,000 |  |  |  | 95,750 |
Financing Activities |  |  |  |  |  |  |  |  |  |  |  |
Proceeds from stock option exercises |  |  | 7,914 |  |  |  | 444 |  |  |  | 459 |
Payroll taxes paid as a result of noncash stock option exercises and restricted stock withholdings |  |  | (416 | ) |  |  | (494 | ) |  |  | (3,263 | )
Dividends paid to stockholders |  |  | (84,502 | ) |  |  | (95,838 | ) |  |  | (96,367 | )
Net cash used for financing activities |  |  | (77,004 | ) |  |  | (95,888 | ) |  |  | (99,171 | )
Increase (decrease) in cash and cash equivalents |  |  | 33 |  |  |  | (76 | ) |  |  | 413 |
Cash and cash equivalents: |  |  |  |  |  |  |  |  |  |  |  |
Beginning of period |  |  | 199 |  |  |  | 232 |  |  |  | 156 |
End of period |  | $ | 232 |  |  | $ | 156 |  |  | $ | 569 |
The accompanying notes are an integral part of the consolidated financial statements. CINEMARK HOLDINGS, INC. NOTES TO PARENT COMPANY FINANCIAL STATEMENTS In thousands, except share and per share data
1. | BASIS OF PRESENTATION
Cinemark Holdings, Inc. conducts substantially all of its operations through its subsidiaries. These statements should be read in conjunction with the Company’s consolidated statements and notes included elsewhere in this annual report on Form 10-K. There are significant restrictions over Cinemark Holdings, Inc.’s ability to obtain funds from its subsidiaries through dividends, loans or advances as contained in Cinemark USA, Inc.’s senior secured credit facility and the indentures to each of the 8.625% Senior Notes, the 5.125% Senior Notes and the 7.375% Senior Subordinated Notes (collectively referred to herein as the “Notes”). These condensed parent company financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of Cinemark Holdings, Inc.’s subsidiaries under each of the debt agreements previously noted exceeds 25 percent of the consolidated net assets of Cinemark Holdings, Inc. As of December 31, 2012, the restricted net assets totaled approximately $824,862 and $1,036,509 under the senior secured credit facility and the Notes, respectively. See Note 13 to the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.
2. | DIVIDEND PAYMENTS
In August 2007, Cinemark Holdings, Inc. initiated a quarterly dividend policy, which was amended in November 2010. Below is a summary of dividends declared for the fiscal periods indicated.
Date Declared |  | Date of Record |  | Date Paid |  | Amount per Common Share (2) |  | Total Dividends (1)
02/25/10 |  | 03/05/10 |  | 03/19/10 |  | $0.18 |  | $20,104
05/13/10 |  | 06/04/10 |  | 06/18/10 |  | $0.18 |  | 20,313
07/29/10 |  | 08/17/10 |  | 09/01/10 |  | $0.18 |  | 20,519
11/02/10 |  | 11/22/10 |  | 12/07/10 |  | $0.21 |  | 24,201
Total — Year ended December 31, 2010 |  | $85,137
02/24/11 |  | 03/04/11 |  | 03/16/11 |  | $0.21 |  | $24,056
05/12/11 |  | 06/06/11 |  | 06/17/11 |  | $0.21 |  | 24,152
08/04/11 |  | 08/17/11 |  | 09/01/11 |  | $0.21 |  | 24,157
11/03/11 |  | 11/18/11 |  | 12/07/11 |  | $0.21 |  | 24,157
Total — Year ended December 31, 2011 |  | $96,522
02/03/12 |  | 03/02/12 |  | 03/16/12 |  | $0.21 |  | $24,141
05/11/12 |  | 06/04/12 |  | 06/19/12 |  | $0.21 |  | 24,274
08/08/12 |  | 08/21/12 |  | 09/05/12 |  | $0.21 |  | 24,281
11/06/12 |  | 11/21/12 |  | 12/07/12 |  | $0.21 |  | 24,565
Total — Year ended December 31, 2012 |  | $97,261
(1) | Of the dividends recorded during 2010, 2011 and 2012, $635, $684 and $894, respectively, were related to outstanding restricted stock units and will not be paid until such units vest. See Notes 19 and 20 to the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.
(2) | Beginning with the dividend declared on November 2, 2010, the Company’s board of directors raised the quarterly dividend to $0.21 per common share.
3. | DIVIDENDS RECEIVED FROM SUBSIDIARIES
During the years ended December 31, 2010, 2011 and 2012, Cinemark Holdings, Inc. received cash dividends of $78,100, $95,000 and $95,750, respectively, from its subsidiary, Cinemark USA, Inc. Cinemark USA, Inc. also declared a noncash distribution to Cinemark Holdings, Inc. during the year ended December 31, 2012 of approximately $5,356.
4. | LONG-TERM DEBT
Cinemark Holdings, Inc. has no direct outstanding debt obligations, but its subsidiaries do. For a discussion of the debt obligations of Cinemark Holdings, Inc.’s subsidiaries, see Note 13 to the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.
5. | CAPITAL STOCK
Cinemark Holdings, Inc.’s capital stock along with its long-term incentive plan and related activity are discussed in Note 19 of the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.
6. | COMMITMENTS AND CONTINGENCIES
Cinemark Holdings, Inc. has no direct commitments and contingencies, but its subsidiaries do. See Note 22 of the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.

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