| Schedule of Condensed Balance Sheet |
SUPPLEMENTAL CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2015 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | ASSETS | CURRENT ASSETS: | | | | | | | | | | Cash and cash equivalents | $ | — |
| | $ | 2,033 |
| | $ | 1,290 |
| | $ | — |
| | $ | 3,323 |
| Trade receivables, net | — |
| | 20,460 |
| | 675 |
| | — |
| | 21,135 |
| Inventories | — |
| | — |
| | 61 |
| | — |
| | 61 |
| Prepaid expenses and other current assets | — |
| | 22,082 |
| | 1,548 |
| | (5,487 | ) | | 18,143 |
| Total current assets | — |
| | 44,575 |
| | 3,574 |
| | (5,487 | ) | | 42,662 |
| PROPERTY AND EQUIPMENT, NET: | | | | | | | | | | Leasehold improvements | — |
| | 3,660 |
| | — |
| | — |
| | 3,660 |
| Furniture, fixtures and equipment | — |
| | 42,332 |
| | 40 |
| | — |
| | 42,372 |
| Less – accumulated depreciation | — |
| | (33,288 | ) | | (22 | ) | | — |
| | (33,310 | ) | Total property and equipment, net | — |
| | 12,704 |
| | 18 |
| | — |
| | 12,722 |
| OTHER ASSETS: | | | | | | | | | | Deferred debt costs, net | 5,194 |
| | — |
| | — |
| | — |
| | 5,194 |
| Deferred rack costs, net | — |
| | 4,797 |
| | — |
| | — |
| | 4,797 |
| Investments in affiliates | 610,545 |
| | (634 | ) | | — |
| | (608,855 | ) | | 1,056 |
| Other long-term assets | — |
| | 3,074 |
| | — |
| | — |
| | 3,074 |
| Due from affiliates | — |
| | 303,005 |
| | — |
| | (303,005 | ) | | — |
| Total other assets | 615,739 |
| | 310,242 |
| | — |
| | (911,860 | ) | | 14,121 |
| GOODWILL AND OTHER IDENTIFIED INTANGIBLE ASSETS: | | | | | | | Goodwill | — |
| | 149,488 |
| | 4,510 |
| | — |
| | 153,998 |
| Other identified intangibles, net | — |
| | 210,605 |
| | 6,000 |
| | — |
| | 216,605 |
| Total goodwill and other identified intangible assets | — |
| | 360,093 |
| | 10,510 |
| | — |
| | 370,603 |
| TOTAL ASSETS | $ | 615,739 |
| | $ | 727,614 |
| | $ | 14,102 |
| | $ | (917,347 | ) | | $ | 440,108 |
| | | | | | | | | | | LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | Accounts payable | | | | | | | | | | Accounts payable | $ | — |
| | $ | 9,287 |
| | $ | 161 |
| | $ | — |
| | $ | 9,448 |
| Accrued expenses and other liabilities | — |
| | 35,505 |
| | 4,405 |
| | (5,790 | ) | | 34,120 |
| Accrued interest | 10,078 |
| | — |
| | — |
| | — |
| | 10,078 |
| Deferred revenues | — |
| | 23,303 |
| | 285 |
| | — |
| | 23,588 |
| Total current liabilities | 10,078 |
| | 68,095 |
| | 4,851 |
| | (5,790 | ) | | 77,234 |
| NON-CURRENT LIABILITIES: | | | | | | | | | | Senior secured notes | 308,053 |
| | — |
| | — |
| | — |
| | 308,053 |
| Revolving credit facility | 13,800 |
| | — |
| | — |
| | — |
| | 13,800 |
| Other non-current liabilities | — |
| | 8,677 |
| | — |
| | — |
| | 8,677 |
| Deferred income taxes | — |
| | 43,080 |
| | 26 |
| | 303 |
| | 43,409 |
| Due to affiliates | 298,873 |
| | — |
| | 4,132 |
| | (303,005 | ) | | — |
| Total liabilities | 630,804 |
| | 119,852 |
| | 9,009 |
| | (308,492 | ) | | 451,173 |
| COMMITMENTS AND CONTINGENCIES | | | | | | | Redeemable noncontrolling interests | — |
| | — |
| | 4,000 |
| | — |
| | 4,000 |
| STOCKHOLDERS' (DEFICIT) EQUITY: | | | | | | | | | | Total stockholders' (deficit) equity | (15,065 | ) | | 607,762 |
| | 1,093 |
| | (608,855 | ) | | (15,065 | ) | TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | $ | 615,739 |
| | $ | 727,614 |
| | $ | 14,102 |
| | $ | (917,347 | ) | | $ | 440,108 |
|
SUPPLEMENTAL CONDENSED CONSOLIDATING BALANCE SHEET AS OF MARCH 31, 2015 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | ASSETS | CURRENT ASSETS: | | | | | | | | | | Cash and cash equivalents | $ | — |
| | $ | 1,040 |
| | $ | 2,412 |
| | $ | — |
| | $ | 3,452 |
| Trade receivables, net | — |
| | 38,058 |
| | 1,354 |
| | — |
| | 39,412 |
| Inventories | — |
| | 739 |
| | 134 |
| | — |
| | 873 |
| Prepaid expenses and other current assets | — |
| | 16,207 |
| | 636 |
| | (5,487 | ) | | 11,356 |
| Total current assets | — |
| | 56,044 |
| | 4,536 |
| | (5,487 | ) | | 55,093 |
| PROPERTY AND EQUIPMENT, NET: | | | | | | | | | | Leasehold improvements | — |
| | 3,801 |
| | — |
| | — |
| | 3,801 |
| Furniture, fixtures and equipment | — |
| | 43,189 |
| | 790 |
| | — |
| | 43,979 |
| Less – accumulated depreciation | — |
| | (29,465 | ) | | (765 | ) | | — |
| | (30,230 | ) | Total property and equipment, net | — |
| | 17,525 |
| | 25 |
| | — |
| | 17,550 |
| OTHER ASSETS: | | | | | | | | | | Deferred debt costs, net | 6,383 |
| | — |
| | — |
| | — |
| | 6,383 |
| Deferred rack costs, net | — |
| | 4,824 |
| | — |
| | — |
| | 4,824 |
| Investments in affiliates | 587,126 |
| | 224 |
| | — |
| | (586,547 | ) | | 803 |
| Other long-term assets | — |
| | 3,193 |
| | — |
| | — |
| | 3,193 |
| Due from affiliates | — |
| | 300,246 |
| | — |
| | (300,246 | ) | | — |
| Total other assets | 593,509 |
| | 308,487 |
| | — |
| | (886,793 | ) | | 15,203 |
| GOODWILL AND OTHER IDENTIFIED INTANGIBLE ASSETS: | Goodwill | — |
| | 149,488 |
| | 4,510 |
| | — |
| | 153,998 |
| Other identified intangibles, net | — |
| | 218,181 |
| | 6,000 |
| | — |
| | 224,181 |
| Total goodwill and other identified intangible assets | — |
| | 367,669 |
| | 10,510 |
| | — |
| | 378,179 |
| TOTAL ASSETS | $ | 593,509 |
| | $ | 749,725 |
| | $ | 15,071 |
| | $ | (892,280 | ) | | $ | 466,025 |
| LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | CURRENT LIABILITIES: | | | | | | | | | | Accounts payable | $ | — |
| | $ | 15,434 |
| | $ | 347 |
| | $ | — |
| | $ | 15,781 |
| Accrued expenses and other liabilities | — |
| | 104,580 |
| | 5,393 |
| | (65,958 | ) | | 44,015 |
| Accrued interest | 10,075 |
| | — |
| | — |
| | — |
| | 10,075 |
| Deferred revenues | — |
| | 25,718 |
| | 1,016 |
| | — |
| | 26,734 |
| Total current liabilities | 10,075 |
| | 145,732 |
| | 6,756 |
| | (65,958 | ) | | 96,605 |
| NON-CURRENT LIABILITIES: | | | | | | | | | | Senior secured notes | 309,569 |
| | — |
| | — |
| | — |
| | 309,569 |
| Revolving credit facility | 14,700 |
| | — |
| | — |
| | — |
| | 14,700 |
| Other non-current liabilities | — |
| | 8,352 |
| | — |
| | — |
| | 8,352 |
| Deferred income taxes | — |
| | 10,250 |
| | 26 |
| | 60,471 |
| | 70,747 |
| Due to affiliates | 296,113 |
| | — |
| | 4,133 |
| | (300,246 | ) | | — |
| Total liabilities | 630,457 |
| | 164,334 |
| | 10,915 |
| | (305,733 | ) | | 499,973 |
| COMMITMENTS AND CONTINGENCIES | | | | | | | | | | Redeemable noncontrolling interests | — |
| | — |
| | 3,000 |
| | — |
| | 3,000 |
| STOCKHOLDERS' (DEFICIT) EQUITY: | | | | | | | | | | Total stockholders' (deficit) equity | (36,948 | ) | | 585,391 |
| | 1,156 |
| | (586,547 | ) | | (36,948 | ) | TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | $ | 593,509 |
| | $ | 749,725 |
| | $ | 15,071 |
| | $ | (892,280 | ) | | $ | 466,025 |
|
|
| Schedule of Condensed Income and Comprehensive Income Statements |
SUPPLEMENTAL CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2015 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | OPERATING REVENUES: | | | | | | | | | | Circulation | $ | — |
| | $ | 37,961 |
| | $ | 124 |
| | $ | — |
| | $ | 38,085 |
| Advertising | — |
| | 16,023 |
| | — |
| | — |
| | 16,023 |
| Other | — |
| | 1,018 |
| | 6,806 |
| | — |
| | 7,824 |
| Total operating revenues | — |
| | 55,002 |
| | 6,930 |
| | — |
| | 61,932 |
| OPERATING EXPENSES: | | | | | | | | | | Editorial | — |
| | 6,976 |
| | 269 |
| | — |
| | 7,245 |
| Production | — |
| | 12,225 |
| | 3,593 |
| | — |
| | 15,818 |
| Distribution, circulation and other cost of sales | — |
| | 8,606 |
| | 32 |
| | — |
| | 8,638 |
| Selling, general and administrative | — |
| | 14,263 |
| | 374 |
| | — |
| | 14,637 |
| Depreciation and amortization | — |
| | 6,614 |
| | 4 |
| | — |
| | 6,618 |
| Impairment of goodwill and intangible assets | — |
| | — |
| | — |
| | — |
| | — |
| Total operating expenses | — |
| | 48,684 |
| | 4,272 |
| | — |
| | 52,956 |
| OPERATING INCOME | — |
| | 6,318 |
| | 2,658 |
| | — |
| | 8,976 |
| OTHER EXPENSES: | | | | | | | | | | Interest expense | (9,369 | ) | | (880 | ) | | (48 | ) | | — |
| | (10,297 | ) | Amortization of deferred debt costs | (866 | ) | | — |
| | — |
| | — |
| | (866 | ) | Other expenses, net | — |
| | 1 |
| | (40 | ) | | — |
| | (39 | ) | Total other expense, net | (10,235 | ) | | (879 | ) | | (88 | ) | | — |
| | (11,202 | ) | (LOSS) INCOME BEFORE PROVISION (BENEFIT) FOR INCOME TAXES, AND EQUITY IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | (10,235 | ) | | 5,439 |
| | 2,570 |
| | — |
| | (2,226 | ) | PROVISION FOR INCOME TAXES | (7,576 | ) | | 6,513 |
| | 31 |
| | — |
| | (1,032 | ) | EQUITY (LOSSES) IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | 473 |
| | (553 | ) | | — |
| | 80 |
| | — |
| NET INCOME (LOSS) FROM CONTINUING OPERATIONS | (2,186 | ) | | (1,627 | ) | | 2,539 |
| | 80 |
| | (1,194 | ) | INCOME FROM DISCONTINUED OPERATIONS, NET OF INCOME TAXES | — |
| | — |
| | — |
| | — |
| | — |
| NET INCOME (LOSS) | (2,186 | ) | | (1,627 | ) | | 2,539 |
| | 80 |
| | (1,194 | ) | LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS | — |
| | — |
| | (992 | ) | | — |
| | (992 | ) | NET INCOME (LOSS) ATTRIBUTABLE TO AMERICAN MEDIA, INC AND SUBSIDIARIES | $ | (2,186 | ) | | $ | (1,627 | ) | | $ | 1,547 |
| | $ | 80 |
| | $ | (2,186 | ) | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | NET INCOME (LOSS) | $ | (2,186 | ) | | $ | (1,627 | ) | | $ | 2,539 |
| | $ | 80 |
| | $ | (1,194 | ) | Foreign currency translation adjustment | — |
| | — |
| | — |
| | — |
| | — |
| Comprehensive income (loss) | $ | (2,186 | ) | | $ | (1,627 | ) | | $ | 2,539 |
| | $ | 80 |
| | $ | (1,194 | ) | Less: comprehensive loss attributable to noncontrolling interests | — |
| | — |
| | (992 | ) | | — |
| | (992 | ) | COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO AMERICAN MEDIA, INC. AND SUBSIDIARIES | $ | (2,186 | ) | | $ | (1,627 | ) | | $ | 1,547 |
| | $ | 80 |
| | $ | (2,186 | ) |
SUPPLEMENTAL CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2015 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | OPERATING REVENUES: | | | | | | | | | | Circulation | $ | — |
| | $ | 74,101 |
| | $ | 146 |
| | $ | — |
| | $ | 74,247 |
| Advertising | — |
| | 33,885 |
| | — |
| | — |
| | 33,885 |
| Other | — |
| | 3,077 |
| | 6,831 |
| | — |
| | 9,908 |
| Total operating revenues | — |
| | 111,063 |
| | 6,977 |
| | — |
| | 118,040 |
| OPERATING EXPENSES: | | | | | | | | | | Editorial | — |
| | 12,774 |
| | 391 |
| | — |
| | 13,165 |
| Production | — |
| | 26,147 |
| | 3,634 |
| | — |
| | 29,781 |
| Distribution, circulation and other cost of sales | — |
| | 17,585 |
| | 89 |
| | — |
| | 17,674 |
| Selling, general and administrative | — |
| | 29,444 |
| | 610 |
| | — |
| | 30,054 |
| Depreciation and amortization | — |
| | 13,338 |
| | 7 |
| | — |
| | 13,345 |
| Impairment of goodwill and intangible assets | — |
| | — |
| | — |
| | — |
| | — |
| Total operating expenses | — |
| | 99,288 |
| | 4,731 |
| | — |
| | 104,019 |
| OPERATING INCOME | — |
| | 11,775 |
| | 2,246 |
| | — |
| | 14,021 |
| OTHER EXPENSES: | | | | | | | | | | Interest expense | (18,769 | ) | | (883 | ) | | (48 | ) | | — |
| | (19,700 | ) | Amortization of deferred debt costs | (1,716 | ) | | — |
| | — |
| | — |
| | (1,716 | ) | Other expenses, net | — |
| | 1 |
| | (40 | ) | | — |
| | (39 | ) | Total other expense, net | (20,485 | ) | | (882 | ) | | (88 | ) | | — |
| | (21,455 | ) | (LOSS) INCOME BEFORE PROVISION (BENEFIT) FOR INCOME TAXES, AND EQUITY IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | (20,485 | ) | | 10,893 |
| | 2,158 |
| | — |
| | (7,434 | ) | PROVISION FOR INCOME TAXES | (7,576 | ) | | (22,911 | ) | | 183 |
| | — |
| | (30,304 | ) | EQUITY (LOSSES) IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | 34,793 |
| | (1,111 | ) | | — |
| | (33,682 | ) | | — |
| NET INCOME (LOSS) FROM CONTINUING OPERATIONS | 21,884 |
| | 32,693 |
| | 1,975 |
| | (33,682 | ) | | 22,870 |
| INCOME FROM DISCONTINUED OPERATIONS, NET OF INCOME TAXES | — |
| | — |
| | — |
| | — |
| | — |
| NET INCOME (LOSS) | 21,884 |
| | 32,693 |
| | 1,975 |
| | (33,682 | ) | | 22,870 |
| LESS: NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS | — |
| | — |
| | (986 | ) | | — |
| | (986 | ) | NET INCOME (LOSS) ATTRIBUTABLE TO AMERICAN MEDIA, INC AND SUBSIDIARIES | $ | 21,884 |
| | $ | 32,693 |
| | $ | 989 |
| | $ | (33,682 | ) | | $ | 21,884 |
| | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | NET INCOME (LOSS) | $ | 21,884 |
| | $ | 32,693 |
| | $ | 1,975 |
| | $ | (33,682 | ) | | $ | 22,870 |
| Foreign currency translation adjustment | — |
| | — |
| | (1 | ) | | — |
| | (1 | ) | Comprehensive income (loss) | 21,884 |
| | 32,693 |
| | 1,974 |
| | (33,682 | ) | | 22,869 |
| Less: comprehensive loss attributable to noncontrolling interests | — |
| | — |
| | (986 | ) | | — |
| | (986 | ) | COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO AMERICAN MEDIA, INC. AND SUBSIDIARIES | $ | 21,884 |
| | $ | 32,693 |
| | $ | 988 |
| | $ | (33,682 | ) | | $ | 21,883 |
|
SUPPLEMENTAL CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2014 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | OPERATING REVENUES: | | | | | | | | | | Circulation | $ | — |
| | $ | 37,636 |
| | $ | 1,261 |
| | $ | — |
| | $ | 38,897 |
| Advertising | — |
| | 12,742 |
| | 1,407 |
| | — |
| | 14,149 |
| Other | — |
| | 1,837 |
| | 6,589 |
| | — |
| | 8,426 |
| Total operating revenues | — |
| | 52,215 |
| | 9,257 |
| | — |
| | 61,472 |
| OPERATING EXPENSES: | | | | | | | | | | Editorial | — |
| | 7,137 |
| | 331 |
| | — |
| | 7,468 |
| Production | — |
| | 15,691 |
| | 4,505 |
| | — |
| | 20,196 |
| Distribution, circulation and other cost of sales | — |
| | 9,820 |
| | 549 |
| | — |
| | 10,369 |
| Selling, general and administrative | — |
| | 21,836 |
| | 785 |
| | — |
| | 22,621 |
| Depreciation and amortization | — |
| | 2,897 |
| | 20 |
| | — |
| | 2,917 |
| Impairment of goodwill and intangible assets | — |
| | 18,458 |
| | — |
| | — |
| | 18,458 |
| Total operating expenses | — |
| | 75,839 |
| | 6,190 |
| | — |
| | 82,029 |
| OPERATING INCOME | — |
| | (23,624 | ) | | 3,067 |
| | — |
| | (20,557 | ) | OTHER EXPENSES: | | | | | | | | | | Interest expense | (13,784 | ) | | (11 | ) | | (17 | ) | | — |
| | (13,812 | ) | Amortization of deferred debt costs | (1,623 | ) | | — |
| | — |
| | — |
| | (1,623 | ) | Other income | 1 |
| | (16 | ) | | — |
| | — |
| | (15 | ) | Total other income (expenses), net | (15,406 | ) | | (27 | ) | | (17 | ) | | — |
| | (15,450 | ) | (LOSS) INCOME BEFORE PROVISION (BENEFIT) FOR INCOME TAXES, AND EQUITY IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | (15,406 | ) | | (23,651 | ) | | 3,050 |
| | — |
| | (36,007 | ) | PROVISION FOR INCOME TAXES | — |
| | (5,977 | ) | | 98 |
| | — |
| | (5,879 | ) | EQUITY IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | (13,975 | ) | | 374 |
| | — |
| | 13,601 |
| | — |
| NET LOSS FROM CONTINUING OPERATIONS | (29,381 | ) | | (17,300 | ) | | 2,952 |
| | 13,601 |
| | (30,128 | ) | INCOME FROM DISCONTINUED OPERATIONS, NET OF INCOME TAXES | — |
| | 1,351 |
| | — |
| | — |
| | 1,351 |
| NET (LOSS) INCOME | (29,381 | ) | | (15,949 | ) | | 2,952 |
| | 13,601 |
| | (28,777 | ) | LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS | — |
| | — |
| | (1,285 | ) | | — |
| | (1,285 | ) | NET (LOSS) INCOME ATTRIBUTABLE TO AMERICAN MEDIA, INC AND SUBSIDIARIES | $ | (29,381 | ) | | $ | (15,949 | ) | | $ | 1,667 |
| | $ | 13,601 |
| | $ | (30,062 | ) | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | NET (LOSS) INCOME | $ | (29,381 | ) | | $ | (15,949 | ) | | $ | 2,952 |
| | $ | 13,601 |
| | $ | (28,777 | ) | Foreign currency translation adjustment | — |
| | — |
| | (66 | ) | | — |
| | (66 | ) | Comprehensive (loss) income | $ | (29,381 | ) | | $ | (15,949 | ) | | $ | 2,886 |
| | $ | 13,601 |
| | $ | (28,843 | ) | Less: comprehensive income attributable to noncontrolling interests | — |
| | — |
| | (1,285 | ) | | — |
| | (1,285 | ) | COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO AMERICAN MEDIA, INC. AND SUBSIDIARIES | $ | (29,381 | ) | | $ | (15,949 | ) | | $ | 1,601 |
| | $ | 13,601 |
| | $ | (30,128 | ) |
SUPPLEMENTAL CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2014 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | OPERATING REVENUES: | | | | | | | | | | Circulation | $ | — |
| | $ | 80,286 |
| | $ | 2,735 |
| | $ | — |
| | $ | 83,021 |
| Advertising | — |
| | 28,587 |
| | 2,913 |
| | — |
| | 31,500 |
| Other | — |
| | 3,310 |
| | 6,979 |
| | — |
| | 10,289 |
| Total operating revenues | — |
| | 112,183 |
| | 12,627 |
| | — |
| | 124,810 |
| OPERATING EXPENSES: | | | | | | | | | | Editorial | — |
| | 14,052 |
| | 932 |
| | — |
| | 14,984 |
| Production | — |
| | 31,195 |
| | 5,350 |
| | — |
| | 36,545 |
| Distribution, circulation and other cost of sales | — |
| | 18,922 |
| | 1,268 |
| | — |
| | 20,190 |
| Selling, general and administrative | — |
| | 43,422 |
| | 1,574 |
| | — |
| | 44,996 |
| Depreciation and amortization | — |
| | 5,994 |
| | 44 |
| | — |
| | 6,038 |
| Impairment of goodwill and intangible assets | — |
| | 18,458 |
| | — |
| | — |
| | 18,458 |
| Total operating expenses | — |
| | 132,043 |
| | 9,168 |
| | — |
| | 141,211 |
| OPERATING INCOME | — |
| | (19,860 | ) | | 3,459 |
| | — |
| | (16,401 | ) | OTHER EXPENSES: | | | | | | | | | | Interest expense | (27,740 | ) | | (28 | ) | | (31 | ) | | — |
| | (27,799 | ) | Amortization of deferred debt costs | (2,057 | ) | | — |
| | — |
| | — |
| | (2,057 | ) | Other income | 1 |
| | 298 |
| | — |
| | — |
| | 299 |
| Total other income (expenses), net | (29,796 | ) | | 270 |
| | (31 | ) | | — |
| | (29,557 | ) | (LOSS) INCOME BEFORE PROVISION (BENEFIT) FOR INCOME TAXES, AND EQUITY IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | (29,796 | ) | | (19,590 | ) | | 3,428 |
| | — |
| | (45,958 | ) | PROVISION FOR INCOME TAXES | — |
| | (5,367 | ) | | 220 |
| | — |
| | (5,147 | ) | EQUITY IN EARNINGS OF CONSOLIDATED SUBSIDIARIES | (11,553 | ) | | 735 |
| | — |
| | 10,818 |
| | — |
| NET LOSS FROM CONTINUING OPERATIONS | (41,349 | ) | | (13,488 | ) | | 3,208 |
| | 10,818 |
| | (40,811 | ) | INCOME FROM DISCONTINUED OPERATIONS, NET OF INCOME TAXES | — |
| | (4 | ) | | — |
| | — |
| | (4 | ) | NET (LOSS) INCOME | (41,349 | ) | | (13,492 | ) | | 3,208 |
| | 10,818 |
| | (40,815 | ) | LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS | — |
| | — |
| | (1,215 | ) | | — |
| | (1,215 | ) | NET (LOSS) INCOME ATTRIBUTABLE TO AMERICAN MEDIA, INC AND SUBSIDIARIES | $ | (41,349 | ) | | $ | (13,492 | ) | | $ | 1,993 |
| | $ | 10,818 |
| | $ | (42,030 | ) | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | NET (LOSS) INCOME | $ | (41,349 | ) | | $ | (13,492 | ) | | $ | 3,208 |
| | $ | 10,818 |
| | $ | (40,815 | ) | Foreign currency translation adjustment | — |
| | — |
| | (48 | ) | | — |
| | (48 | ) | Comprehensive (loss) income | (41,349 | ) | | (13,492 | ) | | 3,160 |
| | 10,818 |
| | (40,863 | ) | Less: comprehensive income attributable to noncontrolling interests | — |
| | — |
| | (1,215 | ) | | — |
| | (1,215 | ) | COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO AMERICAN MEDIA, INC. AND SUBSIDIARIES | $ | (41,349 | ) | | $ | (13,492 | ) | | $ | 1,945 |
| | $ | 10,818 |
| | $ | (42,078 | ) |
|
| Schedule of Condensed Cash Flow Statement |
SUPPLEMENTAL CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2015 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | Cash Flows from Operating Activities: | | | | | | | | | | Net cash provided by (used in) operating activities | $ | (7,274 | ) | | $ | 12,260 |
| | $ | (1,072 | ) | | $ | — |
| | $ | 3,914 |
| Cash Flows from Investing Activities: | Purchases of property and equipment | — |
| | (90 | ) | | — |
| | — |
| | (90 | ) | Purchase of intangible assets | — |
| | (861 | ) | | — |
| | — |
| | (861 | ) | Due from affiliates | — |
| | (10,335 | ) | | — |
| | 10,335 |
| | — |
| Other | — |
| | 18 |
| | — |
| | — |
| | 18 |
| Net cash provided by (used in) investing activities | — |
| | (11,268 | ) | | — |
| | 10,335 |
| | (933 | ) | Cash Flows from Financing Activities: | Proceeds from revolving credit facility | 33,400 |
| | — |
| | — |
| | — |
| | 33,400 |
| Repayment to revolving credit facility | (34,300 | ) | | — |
| | — |
| | — |
| | (34,300 | ) | Senior secured notes repurchases | (2,000 | ) | | — |
| | — |
| | — |
| | (2,000 | ) | Redemption premium payment | (118 | ) | | — |
| | — |
| | — |
| | (118 | ) | Payment of debt costs | (43 | ) | | — |
| | — |
| | — |
| | (43 | ) | Payments to noncontrolling interest holder of Olympia | — |
| | — |
| | (50 | ) | | — |
| | (50 | ) | Due to affiliates | 10,335 |
| | — |
| | — |
| | (10,335 | ) | | — |
| Net cash provided by (used in) financing activities | 7,274 |
| | — |
| | (50 | ) | | (10,335 | ) | | (3,111 | ) | Effect of exchange rate changes on cash | — |
| | 1 |
| | — |
| | — |
| | 1 |
| Net increase (decrease) in cash and cash equivalents | — |
| | 993 |
| | (1,122 | ) | | — |
| | (129 | ) | Cash and cash equivalents, beginning of period | — |
| | 1,040 |
| | 2,412 |
| | — |
| | 3,452 |
| Cash and cash equivalents, end of period | $ | — |
| | $ | 2,033 |
| | $ | 1,290 |
| | $ | — |
| | $ | 3,323 |
|
SUPPLEMENTAL CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2014 (in thousands) | | | | | | | | | | | | | | | | | | | | | | Parent | | Guarantors | | Non Guarantors | | Eliminations | | Condensed Consolidated | Cash Flows from Operating Activities: | | | | | | | | | | Net cash provided by (used in) operating activities | $ | (18,764 | ) | | $ | 40,332 |
| | $ | 2,902 |
| | $ | — |
| | $ | 24,470 |
| Cash Flows from Investing Activities: | | | | | | | | | | Purchases of property and equipment | — |
| | (5,114 | ) | | — |
| | — |
| | (5,114 | ) | Purchase of intangible assets | — |
| | (2,167 | ) | | — |
| | — |
| | (2,167 | ) | Due from affiliates | — |
| | (31,406 | ) | | — |
| | 31,406 |
| | — |
| Other | — |
| | 9 |
| | — |
| | — |
| | 9 |
| Net cash provided by (used in) investing activities | — |
| | (38,678 | ) | | — |
| | 31,406 |
| | (7,272 | ) | Cash Flows from Financing Activities: |
|
| |
|
| |
|
| |
|
| |
|
| Proceeds from revolving credit facility | 28,300 |
| | — |
| | — |
| | — |
| | 28,300 |
| Repayment to revolving credit facility | (49,700 | ) | | — |
| | — |
| | — |
| | (49,700 | ) | Proceeds from issuance of senior secured notes | 12,500 |
| | — |
| | — |
| | — |
| | 12,500 |
| Capital contribution | 573 |
| | — |
| | — |
| | — |
| | 573 |
| Costs incurred in restructuring | (4,315 | ) | | — |
| | — |
| | — |
| | (4,315 | ) | Due to affiliates | 31,406 |
| | — |
| | — |
| | (31,406 | ) | | — |
| Net cash provided by (used in) financing activities | 18,764 |
| | — |
| | — |
| | (31,406 | ) | | (12,642 | ) | Effect of exchange rate changes on cash | — |
| | (26 | ) | | — |
| | — |
| | (26 | ) | Net increase (decrease) in cash and cash equivalents | — |
| | 1,628 |
| | 2,902 |
| | — |
| | 4,530 |
| Cash and cash equivalents, beginning of period | — |
| | 415 |
| | 2,615 |
| | — |
| | 3,030 |
| Cash and cash equivalents, end of period | $ | — |
| | $ | 2,043 |
| | $ | 5,517 |
| | $ | — |
| | $ | 7,560 |
|
|