Supplemental Condensed Consolidating Financial Statements (Tables)

12 Months Ended

Jan. 04, 2014

Unaudited Supplemental Consolidating Financial Statements [Abstract]

Schedule of condensed consolidating statement of operations

The condensed consolidating statement of operations for BlueLinx Holdings Inc. for the fiscal year ended January 4, 2014 follows (in thousands):

	BlueLinx Holdings			BlueLinx Corporation and Subsidiaries			LLC Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,151,972		$	27,363		$	(27,363	)	$	2,151,972
Cost of sales		—			1,923,489			—			—			1,923,489
Gross profit		—			228,483			27,363			(27,363	)		228,483
Operating expenses (income):
Selling, general and administrative		5,913			267,232			(5,115	)		(27,363	)		240,667
Depreciation and amortization		—			5,700			3,417			—			9,117
Total operating expenses (income)		5,913			272,932			(1,698	)		(27,363	)		249,784
Operating (loss) income		(5,913	)		(44,449	)		29,061			—			(21,301	)
Non-operating expenses:
Interest expense		—			13,686			14,338			—			28,024
Other expense (income), net		—			318			(12	)		—			306
(Loss) income before provision for (benefit from) income taxes		(5,913	)		(58,453	)		14,735			—			(49,631	)
Provision for (benefit from) income taxes		(157	)		(9,248	)		392			—			(9,013	)
Equity in (loss) income of subsidiaries		(34,862	)		—			—			34,862			—
Net (loss) income	$	(40,618	)	$	(49,205	)	$	14,343		$	34,862		$	(40,618	)

The condensed consolidating statement of operations for BlueLinx Holdings Inc. for the fiscal year ended December 29, 2012 follows (in thousands):

	BlueLinx Holdings			BlueLinx Corporation and Subsidiaries			LLC Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	1,907,842		$	28,330		$	(28,330	)	$	1,907,842
Cost of sales		—			1,677,772			—			—			1,677,772
Gross profit		—			230,070			28,330			(28,330	)		230,070
Operating expenses (income):
Selling, general and administrative		3,940			250,098			(9,712	)		(28,330	)		215,996
Depreciation and amortization		—			5,040			3,525			—			8,565
Total operating expenses (income)		3,940			255,138			(6,187	)		(28,330	)		224,561
Operating (loss) income		(3,940	)		(25,068	)		34,517			—			5,509
Non-operating expenses:
Interest expense		—			12,159			15,998			—			28,157
Other expense (income), net		—			10			(17	)		—			(7	)
(Loss) income before provision for income taxes		(3,940	)		(37,237	)		18,536			—			(22,641	)
Provision for income taxes		386						—			—			386
Equity in (loss) income of subsidiaries		(18,701	)		—			—			18,701			—
Net (loss) income	$	(23,027	)	$	(37,237	)	$	18,536		$	18,701		$	(23,027	)

The condensed consolidating statement of operations for BlueLinx Holdings Inc. for the fiscal year ended December 31, 2011 follows (in thousands):

	BlueLinx Holdings			BlueLinx Corporation and Subsidiaries			LLC Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	1,755,431		$	29,665		$	(29,665	)	$	1,755,431
Cost of sales		—			1,545,282			—			—			1,545,282
Gross profit		—			210,149			29,665			(29,665	)		210,149
Operating expenses (income):
Selling, general and administrative		3,728			244,398			(10,604	)		(29,665	)		207,857
Depreciation and amortization		—			6,790			3,772			—			10,562
Total operating expenses (income)		3,728			251,188			(6,832	)		(29,665	)		218,419
Operating (loss) income		(3,728	)		(41,039	)		36,497			—			(8,270	)
Non-operating expenses:
Interest expense		—			12,528			17,982			—			30,510
Changes associated with ineffective interest rate swap		—			(1,676	)		—			—			(1,676	)
Other expense (income), net		—			516			(15	)		—			501
(Loss) income before provision for income taxes		(3,728	)		(52,407	)		18,530			—			(37,605	)
Provision for income taxes		459			503			—			—			962
Equity in (loss) income of subsidiaries		(34,380	)		—			—			34,380			—
Net (loss) income	$	(38,567	)	$	(52,910	)	$	18,530		$	34,380		$	(38,567	)

Schedule of condensed consolidating balance sheet

The condensed consolidating balance sheet for BlueLinx Holdings Inc. as of January 4, 2014 follows (in thousands):

	BlueLinx Holdings Inc.			BlueLinx Corporation and Subsidiaries			LLC Subsidiaries			Eliminations			Consolidated
Assets:
Current assets:
Cash	$	47		$	4,987		$	—		$	—		$	5,034
Receivables		—			150,297			—			—			150,297
Inventories		—			223,580			—			—			223,580
Deferred income tax asset, net		—			—			397			(397	)		—
Other current assets		790			20,208			1,816			—			22,814
Intercompany receivable		68,454			26,374			—			(94,828	)		—
Total current assets		69,291			425,446			2,213			(95,225	)		401,725
Property and equipment:
Land and land improvements		—			4,040			37,136			—			41,176
Buildings		—			10,839			79,243			—			90,082
Machinery and equipment		—			73,004			—			—			73,004
Construction in progress		—			3,028			—			—			3,028
Property and equipment, at cost		—			90,911			116,379			—			207,290
Accumulated depreciation		—			(64,557	)		(31,614	)		—			(96,171	)
Property and equipment, net		—			26,354			84,765			—			111,119
Investment in subsidiaries		(47,735	)		—			—			47,735			—
Non-current deferred income tax assets, net		—			1,221			—			(397	)		824
Other non-current assets		—			11,768			4,810			—			16,578
Total assets	$	21,556		$	464,789		$	91,788		$	(47,887	)	$	530,246
Liabilities:
Current liabilities:
Accounts payable	$	1,080		$	59,283		$	—		$	—			60,363
Bank overdrafts		—			19,377			—			—			19,377
Accrued compensation		—			4,173			—			—			4,173
Current maturities of long-term debt		—			—			9,141			—			9,141
Deferred income tax liabilities, net		—			1,220			—			(397	)		823
Other current liabilities		—			11,727			1,222			—			12,949
Intercompany payable		26,374			68,454			—			(94,828	)		—
Total current liabilities		27,454			164,234			10,363			(95,225	)		106,826
Non-current liabilities:
Long-term debt		—			211,193			177,802			—			388,995
Non-current deferred income taxes		—			—			397			(397	)		—
Other non-current liabilities		—			40,323			—			—			40,323
Total liabilities		27,454			415,750			188,562			(95,622	)		536,144
Stockholders’ (deficit) equity/Parent’s Investment		(5,898	)		49,039			(96,774	)		47,735			(5,898	)
Total liabilities and (deficit) equity	$	21,556		$	464,789		$	91,788		$	(47,887	)	$	530,246

The condensed consolidating balance sheet for BlueLinx Holdings Inc. as of December 29, 2012 follows (in thousands):

	BlueLinx Holdings Inc.			BlueLinx Corporation and Subsidiaries			LLC Subsidiaries			Eliminations			Consolidated
Assets:
Current assets:
Cash	$	28		$	5,160		$	—		$	—		$	5,188
Receivables		—			157,465			—			—			157,465
Inventories		—			230,059			—			—			230,059
Other current assets		1,596			17,790			41			—			19,427
Intercompany receivable		73,981			28,814			—			(102,795	)		—
Total current assets		75,605			439,288			41			(102,795	)		412,139
Property and equipment:
Land and land improvements		—			3,250			39,870			—			43,120
Buildings		—			10,213			83,857			—			94,070
Machinery and equipment		—			78,674			—			—			78,674
Construction in progress		—			1,173			—			—			1,173
Property and equipment, at cost		—			93,310			123,727			—			217,037
Accumulated depreciation		—			(71,583	)		(30,101	)		—			(101,684	)
Property and equipment, net		—			21,727			93,626			—			115,353
Investment in subsidiaries		(67,053	)		—			—			67,053			—
Non-current deferred income tax assets, net		—			445			—			—			445
Other non-current assets		—			10,646			6,153			—			16,799
Total assets	$	8,552		$	472,106		$	99,820		$	(35,742	)	$	544,736
Liabilities:
Current liabilities:
Accounts payable	$	203		$	77,257		$	390		$	—			77,850
Bank overdrafts		—			35,384			—			—			35,384
Accrued compensation		127			6,043			—			—			6,170
Current maturities of long-term debt		—			—			8,946			—			8,946
Deferred income tax liabilities, net		—			449			—			—			449
Other current liabilities		—			9,831			1,106			—			10,937
Intercompany payable		28,814			73,981			—			(102,795	)		—
Total current liabilities		29,144			202,945			10,442			(102,795	)		139,736
Non-current liabilities:
Long-term debt		—			171,412			197,034			—			368,446
Other non-current liabilities		—			57,146			—			—			57,146
Total liabilities		29,144			431,503			207,476			(102,795	)		565,328
Stockholders’ (deficit) equity/Parent’s Investment		(20,592	)		40,603			(107,656	)		67,053			(20,592	)
Total liabilities and (deficit) equity	$	8,552		$	472,106		$	99,820		$	(35,742	)	$	544,736

Schedule of condensed consolidating statement of cash flows

The condensed consolidating statement of cash flows for BlueLinx Holdings Inc. for the fiscal year ended January 4, 2014 follows (in thousands):

	BlueLinx Holdings Inc.			BlueLinx Corporation			LLC Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Net (loss) income	$	(40,618	)	$	(49,205	)	$	14,343		$	34,862		$	(40,618	)
Adjustments to reconcile net (loss) income to cash (used in) provided by operating activities:
Depreciation and amortization		—			5,700			3,417			—			9,117
Amortization of debt issue costs		—			1,841			1,343			—			3,184
Write-off of debt issuance costs		—			119			—			—			119
Loss (gain) from sale of properties		—			554			(5,774	)		—			(5,220	)
Gain from property insurance settlement		—			—			—			—			—
Vacant property charges, net		—			1,321			—			—			1,321
Severance charges		—			5,607			—			—			5,607
Payments on modification of lease agreement		—			(300	)		—			—			(300	)
Deferred income tax benefit		—			(5	)		(397)			397			(5	)
Intraperiod income tax allocation related to the hourly pension plan		—			(8,894	)		—			—			(8,894	)
Pension expense		—			4,591			—			—			4,591
Share-based compensation, excluding restructuring related		904			2,318			—			—			3,222
Share-based compensation, restructuring related		—			2,895			—			—			2,895
Increase in restricted cash related to insurance and other		—			(1,810	)		—			—			(1,810	)
Accrued compensation and other		684			(10,064	)		625			(397)			(9,152	)
Equity (deficit) in earnings of subsidiaries		34,862			—			—			(34,862	)		—
Intercompany receivable		5,527			2,440			—			(7,967	)		—
Intercompany payable		(2,440	)		(5,527	)		—			7,967			—
		(1,081	)		(48,419	)		13,557			—			(35,943	)
Changes in primary working capital components:
Receivables		—			7,168			—			—			7,168
Inventories		—			6,479			—			—			6,479
Accounts payable		779			(17,973	)		(391	)		—			(17,585	)
Net cash (used in) provided by operating activities		(302	)		(52,745	)		13,166			—			(39,881	)
Cash flows from investing activities:
Investment in subsidiaries		(35,202	)		38,663			(3,461	)		—			—
Property, plant and equipment investments		—			(4,912	)		—			—			(4,912	)
Proceeds from disposition of assets		—			1,072			9,293			—			10,365
Net cash provided by (used in) investing activities		(35,202	)		34,823			5,832			—			5,453
Cash flows from financing activities:
Excess tax benefits from share-based compensation arrangements		—			16			—			—			16
Repurchase of shares to satisfy employee tax withholdings		(3,192	)		—			—			—			(3,192	)
Repayments on revolving credit facilities		—			(560,186	)		—			—			(560,186	)
Borrowings on revolving credit facilities		—			599,968			—			—			599,968
Payments of principal on mortgage		—			—			(19,038	)		—			(19,038	)
Payments on capital lease obligations		—			(3,142	)		—			—			(3,142	)
(Decrease) increase in bank overdrafts		—			(16,007	)		—			—			(16,007	)
Increase in restricted cash related to the mortgage		—			—			40			—			40
Proceeds from rights offering, less expenses paid		38,715			—			—			—			38,715
Debt issuance costs		—			(2,900	)		—			—			(2,900	)
Net cash provided by (used in) financing activities		35,523			17,749			(18,998	)		—			34,274
Increase (decrease) in cash		19			(173	)		—			—			(154	)
Balance, beginning of period		28			5,160			—			—			5,188
Balance, end of period	$	47		$	4,987		$	—		$	—		$	5,034
Supplemental cash flow information:
Net income tax refunds (income taxes paid) during the period	$	—		$	(61	)	$	(271	)	$	—		$	(332	)
Interest paid during the period	$	13,480		$	11,226		$	—		$	—		$	24,706

Noncash transactions:
Capital leases	$	—		$	5,069		$	—		$	—		$	5,069

The condensed consolidating statement of cash flows for BlueLinx Holdings Inc. for the fiscal year ended December 29, 2012 follows (in thousands):

	BlueLinx Holdings Inc.			BlueLinx Corporation			LLC Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Net (loss) income	$	(23,027	)	$	(37,237	)	$	18,536		$	18,701		$	(23,027	)
Adjustments to reconcile net (loss) income to cash (used in) provided by operations:
Depreciation and amortization		—			5,040			3,525			—			8,565
Amortization of debt issue costs		—			2,471			1,275			—			3,746
Write-off of debt issuance costs		—			—			—			—			—
Gain from sale of properties		—			—			(9,885	)		—			(9,885	)
Gain from property insurance settlement		—			—			(476	)		—			(476	)
Vacant property charges, net		—			(30	)		—			—			(30	)
Severance charges		—			—			—			—			—
Payments on modification of lease agreement		—			(5,875	)		—			—			(5,875	)
Deferred income tax benefit		—			(20	)		—			—			(20	)
Pension expense		—			3,942			—			—			3,942
Share-based compensation, excluding restructuring related		528			2,269			—			—			2,797
Share-based compensation, restructuring related		—			—			—			—			—
Decrease in restricted cash related to the ineffective interest swap, insurance, and other		—			695			—			—			695
Accrued compensation and other		(971	)		875			(561	)		—			(657	)
Equity (deficit) in earnings of subsidiaries		18,701			—			—			(18,701	)		—
Intercompany receivable		(6,940	)		(10,332	)		—			17,272			—
Intercompany payable		10,332			6,940			—			(17,272	)		—
		(1,377	)		(31,262	)		12,414			—			(20,225	)
Changes in primary working capital components:
Receivables		—			(18,593	)		—			—			(18,593	)
Inventories		—			(44,482	)		—			—			(44,482	)
Accounts payable		42			8,619			389			—			9,050
Net cash (used in) provided by operating activities		(1,335	)		(85,718	)		12,803			—			(74,250	)
Cash flows from investing activities:
Investment in subsidiaries		1,862			154			(2,016	)		—			—
Property, plant and equipment investments		—			(2,826	)					—			(2,826	)
Proceeds from disposition of assets		—			997			18,198			—			19,195
Net cash provided by (used in) investing activities		1,862			(1,675	)		16,182			—			16,369
Cash flows from financing activities:
Excess tax benefits from share-based compensation arrangements		—			—			—			—			—
Repurchase of shares to satisfy employee tax withholdings		(526	)		—			—			—			(526	)
Repayments on revolving credit facilities		—			(473,349	)		—			—			(473,349	)
Borrowings on revolving credit facilities		—			550,270			—			—			550,270
Principal payments on mortgage		—			—			(37,272	)		—			(37,272	)
Payments on capital lease obligations		—			(2,259	)		—			—			(2,259	)
Increase in bank overdrafts		—			13,020			—			—			13,020
Decrease in restricted cash related to the mortgage		—			—			9,970			—			9,970
Debt financing costs		—			—			(1,683	)		—			(1,683	)
Net cash (used in) provided by financing activities		(526	)		87,682			(28,985	)		—			58,171
Increase in cash		1			289			—			—			290
Cash and cash equivalents balance, beginning of period		27			4,871			—			—			4,898
Cash and cash equivalents balance, end of period	$	28		$	5,160		$	—		$	—		$	5,188
Supplemental cash flow information:
Net income tax refunds (income taxes paid) during the period	$	—		$	37		$	(545	)	$	—		$	(508	)
Interest paid during the period	$	—		$	9,309		$	14,979		$	—		$	24,288

Noncash transactions:
Capital leases	$	—		$	5,238		$	—		$	—		$	5,238

The condensed consolidating statement of cash flows for BlueLinx Holdings Inc. for the fiscal year ended December 31, 2011 follows (in thousands):

	BlueLinx Holdings Inc.			BlueLinx Corporation			LLC Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Net (loss) income	$	(38,567	)	$	(52,910	)	$	18,530		$	34,380		$	(38,567	)
Adjustments to reconcile net (loss) income to cash (used in) provided by operations:
Depreciation and amortization		—			6,790			3,772			—			10,562
Amortization of debt issue costs		—			1,983			957			—			2,940
Write-off of debt issuance costs		—			—			—			—			—
Gain from sale of properties		—			—			(10,604	)		—			(10,604	)
Gain from property insurance settlement		—			—			(1,230	)		—			(1,230	)
Changes associated with ineffective interest rate swap		—			(1,676	)		—			—			(1,676	)
Vacant property charges, net		—			(291	)		—			—			(291	)
Severance charges		—			—			—			—			—
Gain on modification of lease agreement		—			(1,971	)		—			—			(1,971	)
Deferred income tax benefit		—			(25	)		—			—			(25	)
Pension expense		—			1,774			—			—			1,774
Share-based compensation, excluding restructuring related		—			1,602			372			—			1,974
Share-based compensation, restructuring related		—			—			—			—			—
Decrease in restricted cash related to the ineffective interest swap, insurance, and other		—			987			—			—			987
Accrued compensation and other		167			—			(2,104	)		(1,244	)		(3,181	)
Equity in earnings of subsidiaries		34,380			—			—			(34,380	)		—
Intercompany receivable		(9,829	)		(9,727	)		—			19,556			—
Intercompany payable		9,218			9,094			—			(18,312	)		—
		(4,631	)		(44,370	)		9,693			—			(39,308	)
Changes in assets and liabilities:
Receivables		—			(19,670	)		—			—			(19,670	)
Inventories		—			2,673			—			—			2,673
Accounts payable		102			5,871			—			—			5,973
Net cash (used in) provided by operating activities		(4,529	)		(55,496	)		9,693			—			(50,332	)
Cash flows from investing activities:
Investment in subsidiaries		(54,349	)		55,209			(860	)		—			—
Property, plant and equipment investments		—			(3,203	)		(3,330	)		—			(6,533	)
Proceeds from sale of assets		—			504			17,851			—			18,355
Net cash (used in) provided by investing activities		(54,349	)		52,510			13,661			—			11,822
Cash flows from financing activities:
Excess tax benefits from share-based compensation arrangements		—			—			—			—			—
Repayments on revolving credit facilities		—			(478,630	)		—			—			(478,630	)
Borrowings on revolving credit facilities		—			475,918			—			—			475,918
Principal payments on mortgage		—			—			(42,416	)		—			(42,416	)
Payments on capital lease obligations		—			(1,440	)		—			—			(1,440	)
Decrease in bank overdrafts		—			(725	)		—			—			(725	)
Decrease in restricted cash related to the mortgage		—			—			20,604			—			20,604
Debt financing costs		—			(1,179	)		(1,542	)		—			(2,721	)
Proceeds from stock offering less expenses paid		58,521			—			—			—			58,521
Net cash provided by (used in) financing activities		58,521			(6,056	)		(23,354	)		—			29,111
Decrease in cash		(357	)		(9,042	)		—			—			(9,399	)
Cash and cash equivalents balance, beginning of period		384			13,913			—			—			14,297
Cash and cash equivalents balance, end of period	$	27		$	4,871		$	—		$	—		$	4,898
Supplemental cash flow information:
Net income tax refunds (income taxes paid) during the period	$	—		$	231		$	(253	)	$	—		$	(22	)
Interest paid during the period	$	—		$	10,783		$	17,315		$	—		$	28,098

Noncash transactions:
Capital leases	$	—		$	3,131		$	—		$	—		$	3,131

Schedule of condensed consolidating statement of stockholders' equity (deficit)

	BlueLinx Holdings Inc.			BlueLinx Corporation and Subsidiaries			LLC Subsidiaries			Eliminations			Consolidated
Balance, January 1, 2011	$	991		$	94,273		$	(140,314	)	$	46,041		$	991
Net (loss) income		(38,567	)		(52,910	)		18,530			34.380			(38,567	)
Foreign currency translation adjustment, net of tax		(92	)		(92	)		—			92			(92	)
Unrealized (loss) income from pension plan, net of tax		(14,969	)		(14,969	)		—			14,969			(14,969	)
Unrealized gain (loss) from cash flow hedge, net of tax		519			519			—			(519	)		519
Issuance of restricted stock, net of forfeitures		7			—			—			—			7
Issuance of stock related to the rights offering, net of expenses		58,521			—			—			—			58,521
Compensation related to share-based grants		2,158			—			—			—			2,158
Impact of net settled shares for vested grants		(194	)		—			—			—			(194	)

Net transactions with the Parent		—			56,805			(2,391	)		(54,414	)		—
Balance, December 31, 2011	$	8,374		$	83,626		$	(124,175	)	$	40,549		$	8,374
Net (loss) income		(23,027	)		(37,237	)		18,536			18,701			(23,027	)
Foreign currency translation adjustment, net of tax		103			103			—			(103	)		103
Unrealized loss (income) from pension plan, net of tax		(8,245	)		(8,245	)		—			8,245			(8,245	)
Issuance of restricted stock, net of forfeitures		19			19			—			(19	)		19
Compensation related to share-based grants		2,730			—			—			—			2,730
Impact of net settled shares for vested grants		(526	)		—			—			—			(526	)
Other		(20	)		—			—			—			(20	)

Net transactions with the Parent		—			2,337			(2,017	)		(320	)		—
Balance, December 29, 2012	$	(20,592	)	$	40,603		$	(107,656	)	$	67,053		$	(20,592	)
Net (loss) income		(40,618	)		(49,205	)		14,343			34,862			(40,618	)
Foreign currency translation adjustment, net of tax		(161	)		(161	)		—			161			(161	)
Unrealized income (loss) from pension plan, net of tax		13,910			13,910			—			(13,910	)		13,910
Issuance of restricted stock, net of forfeitures		6			6			—			(6	)		6
Issuance of performance shares		6			6			—			(6	)		6
Issuance of stock related to the rights offering, net of expenses		38,613			—			—			—			38,613
Compensation related to share-based grants		6,117			—			—			—			6,117
Impact of net settled shares for vested grants		(3,193	)		—			—			—			(3,193	)
Excess tax benefits from share-based compensation arrangements		16			—			—			—			16
Other		(2	)		—			—			—			(2	)

Net transactions with the Parent		—			43,880			(3,461	)		(40,419	)		—

Balance, January 4, 2014	$	(5,898	)	$	49,039		$	(96,774	)	$	47,735		$	(5,898	)