XML 91 R13.htm IDEA: XBRL DOCUMENT
v2.4.0.8

Acquisitions and Dispositions | 9 Months Ended
--- | ---
Sep. 30, 2013
Acquisitions and Dispositions | 6. Acquisitions and Dispositions Acquisition of Rave Theatres On May 29, 2013, the Company acquired 32 theatres with 483 screens from Rave Real Property Holdco, LLC and certain of its subsidiaries, Rave Cinemas, LLC and RC Processing, LLC (collectively “Rave”) in an asset purchase for approximately $236,875 in cash plus the assumption of certain liabilities (the “Rave Acquisition”). The acquisition resulted in an expansion of the Company’s domestic theatre base into one new state and seven new markets. The transaction was subject to antitrust approval by the Department of Justice or Federal Trade Commission. The Department of Justice required the Company to agree to divest of three of the newly-acquired theatres, which occurred during August 2013 (see discussion below). The Company incurred approximately $500 in transaction costs, which are reflected in general and administrative expenses on the condensed consolidated statements of income for the nine months ended September 30, 2013. The transaction was accounted for by applying the acquisition method. The following table represents the fair value of the identifiable assets acquired and liabilities assumed as of the acquisition date:
Theatre properties and equipment |  | $ | 102,977 |
Tradename |  |  | 25,000 |
Favorable leases |  |  | 17,587 |
Goodwill |  |  | 186,418 |
Unfavorable leases |  |  | (30,718 | )
Deferred revenue |  |  | (6,634 | )
Capital lease liabilities |  |  | (61,651 | )
Other assets, net of other liabilities |  |  | 3,896 |
Total |  | $ | 236,875 |
The weighted average amortization period for the intangible assets acquired was approximately 14 years as of the acquisition date. The goodwill is fully deductible for tax purposes. The following unaudited pro forma information summarizes our results of operations as if the Rave Acquisition had occurred as of January 1, 2012:
|  | Three Months Ended |  |  | Nine Months Ended |
|  | September 30, 2013 |  |  | September 30, 2012 |  |  | September 30, 2013 |  |  | September 30, 2012 |
Total revenues |  | $ | 757,566 |  |  | $ | 694,771 |  |  | $ | 2,125,525 |  |  | $ | 2,042,253 |
Income before income taxes |  | $ | 124,131 |  |  | $ | 85,791 |  |  | $ | 206,947 |  |  | $ | 253,833 |
The Company acquired two additional theatres with 30 screens during April 2013 in two separate transactions for an aggregate purchase price of approximately $22,372 in cash plus the assumption of certain liabilities. The transactions were accounted for by applying the acquisition method. The following table represents the aggregate fair values of identifiable assets acquired and the liabilities assumed as of the acquisition date:
Theatre properties and equipment |  | $ | 17,524 |
Goodwill |  |  | 17,409 |
Capital lease liability |  |  | (12,173 | )
Deferred revenue |  |  | (388 | )
Total |  | $ | 22,372 |
Disposition of Mexico Subsidiaries During February 2013, the Company entered into a stock purchase agreement with Grupo Cinemex, S.A. De C.V. pursuant to which the Company will sell its Mexican subsidiaries, which consist of 31 theatres and 290 screens. The sales price, which will be paid in Mexican pesos and is subject to certain closing date adjustments, will be approximately $123,620, based on the exchange rate at September 30, 2013. The transaction is subject to approval by the Mexican Federal Competition Commission (the “Competition Commission”). During August 2013, the Competition Commission voted three to two to block the transaction and the Company has filed an appeal for the Competition Commission to reconsider the sale. The Company expects the Competition Commission to respond to the appeal during the fourth quarter of 2013. Disposition of Recently Acquired Rave Theatres In conjunction with the Rave Acquisition, the Company was required to divest of three theatres pursuant to a Hold Separate Agreement with the Department of Justice. On July 17, 2013, the Company entered into a definitive agreement to sell these three theatres to Carmike Cinemas, Inc. The transaction was approved by the Department of Justice and closed on August 16, 2013.

X
- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References No definition available. + Details
Name: | us-gaap_MergersAcquisitionsAndDispositionsDisclosuresTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration