|
NOTE 11—CONDENSED CONSOLIDATING FINANCIAL INFORMATION
The accompanying condensed consolidating financial information has been prepared and presented pursuant to SEC Regulation S-X Rule 3-10, Financial statements of guarantors and issuers of guaranteed securities registered or being registered. Each of the subsidiary guarantors are 100% owned by AMCE. The subsidiary guarantees of AMCE's Notes due 2019 and Notes due 2020 are full and unconditional and joint and several. There are significant restrictions on the Company's ability to obtain funds from any of its subsidiaries through dividends, loans or advances. The Company and its subsidiary guarantor's investments in its consolidated subsidiaries are presented under the equity method of accounting.
Successor From Inception on August 31, 2012 through September 27, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Admissions |
|
$ |
— |
|
$ |
76,090 |
|
$ |
266 |
|
$ |
— |
|
$ |
76,356 |
|
|
Concessions |
|
|
— |
|
|
32,264 |
|
|
101 |
|
|
— |
|
|
32,365 |
|
|
Other theatre |
|
|
— |
|
|
5,758 |
|
|
27 |
|
|
— |
|
|
5,785 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
— |
|
|
114,112 |
|
|
394 |
|
|
— |
|
|
114,506 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Film exhibition costs |
|
|
— |
|
|
34,565 |
|
|
94 |
|
|
— |
|
|
34,659 |
|
|
Concession costs |
|
|
— |
|
|
4,755 |
|
|
23 |
|
|
— |
|
|
4,778 |
|
|
Operating expense |
|
|
(11 |
) |
|
45,778 |
|
|
292 |
|
|
— |
|
|
46,059 |
|
|
Rent |
|
|
— |
|
|
33,332 |
|
|
161 |
|
|
— |
|
|
33,493 |
|
|
General and administrative: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger, acquisition and transaction costs |
|
|
— |
|
|
538 |
|
|
— |
|
|
— |
|
|
538 |
|
|
Management fee |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
Other |
|
|
— |
|
|
7,277 |
|
|
(8 |
) |
|
— |
|
|
7,269 |
|
|
Depreciation and amortization |
|
|
— |
|
|
16,598 |
|
|
4 |
|
|
— |
|
|
16,602 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses |
|
|
(11 |
) |
|
142,843 |
|
|
566 |
|
|
— |
|
|
143,398 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) |
|
|
11 |
|
|
(28,731 |
) |
|
(172 |
) |
|
— |
|
|
(28,892 |
) |
|
Other expense (income) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net losses of subsidiaries |
|
|
44,380 |
|
|
289 |
|
|
— |
|
|
(44,669 |
) |
|
— |
|
|
Other expense |
|
|
— |
|
|
49 |
|
|
— |
|
|
— |
|
|
49 |
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate borrowings |
|
|
10,273 |
|
|
11,679 |
|
|
— |
|
|
(11,711 |
) |
|
10,241 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
442 |
|
|
— |
|
|
— |
|
|
442 |
|
|
Equity in losses of non-consolidated entities |
|
|
112 |
|
|
3,253 |
|
|
13 |
|
|
— |
|
|
3,378 |
|
|
Investment income |
|
|
(11,711 |
) |
|
(1 |
) |
|
— |
|
|
11,711 |
|
|
(1 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense |
|
|
43,054 |
|
|
15,711 |
|
|
13 |
|
|
(44,669 |
) |
|
14,109 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations before income taxes |
|
|
(43,043 |
) |
|
(44,442 |
) |
|
(185 |
) |
|
44,669 |
|
|
(43,001 |
) |
|
Income tax provision |
|
|
— |
|
|
100 |
|
|
— |
|
|
— |
|
|
100 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations |
|
|
(43,043 |
) |
|
(44,542 |
) |
|
(185 |
) |
|
44,669 |
|
|
(43,101 |
) |
|
Earnings (loss) from discontinued operations, net of income taxes |
|
|
— |
|
|
162 |
|
|
(104 |
) |
|
— |
|
|
58 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(43,043 |
) |
$ |
(44,380 |
) |
$ |
(289 |
) |
$ |
44,669 |
|
$ |
(43,043 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
Predecessor From June 29, 2012 through August 30, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Admissions |
|
$ |
— |
|
$ |
363,672 |
|
$ |
777 |
|
$ |
— |
|
$ |
364,449 |
|
|
Concessions |
|
|
— |
|
|
153,239 |
|
|
341 |
|
|
— |
|
|
153,580 |
|
|
Other theatre |
|
|
— |
|
|
17,616 |
|
|
56 |
|
|
— |
|
|
17,672 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
— |
|
|
534,527 |
|
|
1,174 |
|
|
— |
|
|
535,701 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Film exhibition costs |
|
|
— |
|
|
193,391 |
|
|
421 |
|
|
— |
|
|
193,812 |
|
|
Concession costs |
|
|
— |
|
|
20,656 |
|
|
71 |
|
|
— |
|
|
20,727 |
|
|
Operating expense |
|
|
(2 |
) |
|
125,957 |
|
|
644 |
|
|
— |
|
|
126,599 |
|
|
Rent |
|
|
— |
|
|
76,713 |
|
|
327 |
|
|
— |
|
|
77,040 |
|
|
General and administrative: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger, acquisition and transaction costs |
|
|
— |
|
|
375 |
|
|
— |
|
|
— |
|
|
375 |
|
|
Management fee |
|
|
— |
|
|
1,250 |
|
|
— |
|
|
— |
|
|
1,250 |
|
|
Other |
|
|
— |
|
|
11,687 |
|
|
12 |
|
|
— |
|
|
11,699 |
|
|
Depreciation and amortization |
|
|
— |
|
|
32,629 |
|
|
8 |
|
|
— |
|
|
32,637 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses |
|
|
(2 |
) |
|
462,658 |
|
|
1,483 |
|
|
— |
|
|
464,139 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) |
|
|
2 |
|
|
71,869 |
|
|
(309 |
) |
|
— |
|
|
71,562 |
|
|
Other expense (income) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net earnings of subsidiaries |
|
|
(73,930 |
) |
|
(14,205 |
) |
|
— |
|
|
88,135 |
|
|
— |
|
|
Other expense |
|
|
— |
|
|
839 |
|
|
— |
|
|
— |
|
|
839 |
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate borrowings |
|
|
27,601 |
|
|
35,662 |
|
|
— |
|
|
(35,408 |
) |
|
27,855 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
972 |
|
|
— |
|
|
— |
|
|
972 |
|
|
Equity in losses of non-consolidated entities |
|
|
14 |
|
|
1,083 |
|
|
111 |
|
|
— |
|
|
1,208 |
|
|
Investment income |
|
|
(29,899 |
) |
|
(5,524 |
) |
|
— |
|
|
35,408 |
|
|
(15 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense |
|
|
(76,214 |
) |
|
18,827 |
|
|
111 |
|
|
88,135 |
|
|
30,859 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations before income taxes |
|
|
76,216 |
|
|
53,042 |
|
|
(420 |
) |
|
(88,135 |
) |
|
40,703 |
|
|
Income tax provision |
|
|
— |
|
|
2,100 |
|
|
— |
|
|
— |
|
|
2,100 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from continuing operations |
|
|
76,216 |
|
|
50,942 |
|
|
(420 |
) |
|
(88,135 |
) |
|
38,603 |
|
|
Earnings from discontinued operations, net of income taxes |
|
|
— |
|
|
22,988 |
|
|
14,625 |
|
|
— |
|
|
37,613 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
$ |
76,216 |
|
$ |
73,930 |
|
$ |
14,205 |
|
$ |
(88,135 |
) |
$ |
76,216 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
Predecessor thirteen weeks ended September 29, 2011:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Admissions |
|
$ |
— |
|
$ |
457,379 |
|
$ |
2,606 |
|
$ |
— |
|
$ |
459,985 |
|
|
Concessions |
|
|
— |
|
|
181,726 |
|
|
791 |
|
|
— |
|
|
182,517 |
|
|
Other theatre |
|
|
— |
|
|
28,013 |
|
|
194 |
|
|
— |
|
|
28,207 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
— |
|
|
667,118 |
|
|
3,591 |
|
|
— |
|
|
670,709 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Film exhibition costs |
|
|
— |
|
|
247,022 |
|
|
1,166 |
|
|
— |
|
|
248,188 |
|
|
Concession costs |
|
|
— |
|
|
24,356 |
|
|
164 |
|
|
— |
|
|
24,520 |
|
|
Operating expense |
|
|
— |
|
|
180,244 |
|
|
1,699 |
|
|
— |
|
|
181,943 |
|
|
Rent |
|
|
— |
|
|
111,581 |
|
|
749 |
|
|
— |
|
|
112,330 |
|
|
General and administrative: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger, acquisition and transaction costs |
|
|
85 |
|
|
639 |
|
|
— |
|
|
— |
|
|
724 |
|
|
Management fee |
|
|
— |
|
|
1,250 |
|
|
— |
|
|
— |
|
|
1,250 |
|
|
Other |
|
|
— |
|
|
13,804 |
|
|
(3 |
) |
|
— |
|
|
13,801 |
|
|
Depreciation and amortization |
|
|
— |
|
|
50,909 |
|
|
82 |
|
|
— |
|
|
50,991 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses |
|
|
85 |
|
|
629,805 |
|
|
3,857 |
|
|
— |
|
|
633,747 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) |
|
|
(85 |
) |
|
37,313 |
|
|
(266 |
) |
|
— |
|
|
36,962 |
|
|
Other expense (income) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net losses of subsidiaries |
|
|
13,920 |
|
|
303 |
|
|
— |
|
|
(14,223 |
) |
|
— |
|
|
Other expense |
|
|
— |
|
|
24 |
|
|
— |
|
|
— |
|
|
24 |
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate borrowings |
|
|
40,165 |
|
|
51,016 |
|
|
— |
|
|
(51,010 |
) |
|
40,171 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
1,493 |
|
|
— |
|
|
— |
|
|
1,493 |
|
|
Equity in (earnings) losses of non-consolidated entities |
|
|
(220 |
) |
|
4,903 |
|
|
118 |
|
|
— |
|
|
4,801 |
|
|
Investment income |
|
|
(43,727 |
) |
|
(7,293 |
) |
|
— |
|
|
51,010 |
|
|
(10 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense |
|
|
10,138 |
|
|
50,446 |
|
|
118 |
|
|
(14,223 |
) |
|
46,479 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations before income taxes |
|
|
(10,223 |
) |
|
(13,133 |
) |
|
(384 |
) |
|
14,223 |
|
|
(9,517 |
) |
|
Income tax provision |
|
|
— |
|
|
545 |
|
|
— |
|
|
— |
|
|
545 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations |
|
|
(10,223 |
) |
|
(13,678 |
) |
|
(384 |
) |
|
14,223 |
|
|
(10,062 |
) |
|
Earnings (loss) from discontinued operations, net of income taxes |
|
|
— |
|
|
(242 |
) |
|
81 |
|
|
— |
|
|
(161 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(10,223 |
) |
$ |
(13,920 |
) |
$ |
(303 |
) |
$ |
14,223 |
|
$ |
(10,223 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
Successor From Inception on August 31, 2012 through September 27, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Admissions |
|
$ |
— |
|
$ |
76,090 |
|
$ |
266 |
|
$ |
— |
|
$ |
76,356 |
|
|
Concessions |
|
|
— |
|
|
32,264 |
|
|
101 |
|
|
— |
|
|
32,365 |
|
|
Other theatre |
|
|
— |
|
|
5,758 |
|
|
27 |
|
|
— |
|
|
5,785 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
— |
|
|
114,112 |
|
|
394 |
|
|
— |
|
|
114,506 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Film exhibition costs |
|
|
— |
|
|
34,565 |
|
|
94 |
|
|
— |
|
|
34,659 |
|
|
Concession costs |
|
|
— |
|
|
4,755 |
|
|
23 |
|
|
— |
|
|
4,778 |
|
|
Operating expense |
|
|
(11 |
) |
|
45,778 |
|
|
292 |
|
|
— |
|
|
46,059 |
|
|
Rent |
|
|
— |
|
|
33,332 |
|
|
161 |
|
|
— |
|
|
33,493 |
|
|
General and administrative: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger, acquisition and transaction costs |
|
|
— |
|
|
538 |
|
|
— |
|
|
— |
|
|
538 |
|
|
Management fee |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
Other |
|
|
— |
|
|
7,277 |
|
|
(8 |
) |
|
— |
|
|
7,269 |
|
|
Depreciation and amortization |
|
|
— |
|
|
16,598 |
|
|
4 |
|
|
— |
|
|
16,602 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses |
|
|
(11 |
) |
|
142,843 |
|
|
566 |
|
|
— |
|
|
143,398 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) |
|
|
11 |
|
|
(28,731 |
) |
|
(172 |
) |
|
— |
|
|
(28,892 |
) |
|
Other expense (income) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net losses of subsidiaries |
|
|
44,380 |
|
|
289 |
|
|
— |
|
|
(44,669 |
) |
|
— |
|
|
Other expense |
|
|
— |
|
|
49 |
|
|
— |
|
|
— |
|
|
49 |
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate borrowings |
|
|
10,273 |
|
|
11,679 |
|
|
— |
|
|
(11,711 |
) |
|
10,241 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
442 |
|
|
— |
|
|
— |
|
|
442 |
|
|
Equity in losses of non-consolidated entities |
|
|
112 |
|
|
3,253 |
|
|
13 |
|
|
— |
|
|
3,378 |
|
|
Investment income |
|
|
(11,711 |
) |
|
(1 |
) |
|
— |
|
|
11,711 |
|
|
(1 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense |
|
|
43,054 |
|
|
15,711 |
|
|
13 |
|
|
(44,669 |
) |
|
14,109 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations before income taxes |
|
|
(43,043 |
) |
|
(44,442 |
) |
|
(185 |
) |
|
44,669 |
|
|
(43,001 |
) |
|
Income tax provision |
|
|
— |
|
|
100 |
|
|
— |
|
|
— |
|
|
100 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations |
|
|
(43,043 |
) |
|
(44,542 |
) |
|
(185 |
) |
|
44,669 |
|
|
(43,101 |
) |
|
Earnings (loss) from discontinued operations, net of income taxes |
|
|
— |
|
|
162 |
|
|
(104 |
) |
|
— |
|
|
58 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(43,043 |
) |
$ |
(44,380 |
) |
$ |
(289 |
) |
$ |
44,669 |
|
$ |
(43,043 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
Predecessor From March 30, 2012 through August 30, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Admissions |
|
$ |
— |
|
$ |
814,034 |
|
$ |
1,997 |
|
$ |
— |
|
$ |
816,031 |
|
|
Concessions |
|
|
— |
|
|
341,260 |
|
|
870 |
|
|
— |
|
|
342,130 |
|
|
Other theatre |
|
|
— |
|
|
47,771 |
|
|
140 |
|
|
— |
|
|
47,911 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
— |
|
|
1,203,065 |
|
|
3,007 |
|
|
— |
|
|
1,206,072 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Film exhibition costs |
|
|
— |
|
|
435,526 |
|
|
1,013 |
|
|
— |
|
|
436,539 |
|
|
Concession costs |
|
|
— |
|
|
47,142 |
|
|
184 |
|
|
— |
|
|
47,326 |
|
|
Operating expense |
|
|
28 |
|
|
295,708 |
|
|
1,592 |
|
|
— |
|
|
297,328 |
|
|
Rent |
|
|
— |
|
|
188,283 |
|
|
803 |
|
|
— |
|
|
189,086 |
|
|
General and administrative: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger, acquisition and transaction costs |
|
|
— |
|
|
683 |
|
|
— |
|
|
— |
|
|
683 |
|
|
Management fee |
|
|
— |
|
|
2,500 |
|
|
— |
|
|
— |
|
|
2,500 |
|
|
Other |
|
|
— |
|
|
27,013 |
|
|
12 |
|
|
— |
|
|
27,025 |
|
|
Depreciation and amortization |
|
|
— |
|
|
80,944 |
|
|
27 |
|
|
— |
|
|
80,971 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses |
|
|
28 |
|
|
1,077,799 |
|
|
3,631 |
|
|
— |
|
|
1,081,458 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) |
|
|
(28 |
) |
|
125,266 |
|
|
(624 |
) |
|
— |
|
|
124,614 |
|
|
Other expense (income) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net earnings of subsidiaries |
|
|
(88,759 |
) |
|
(15,269 |
) |
|
— |
|
|
104,028 |
|
|
— |
|
|
Other expense |
|
|
— |
|
|
960 |
|
|
— |
|
|
— |
|
|
960 |
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate borrowings |
|
|
67,366 |
|
|
87,133 |
|
|
— |
|
|
(86,885 |
) |
|
67,614 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
2,390 |
|
|
— |
|
|
— |
|
|
2,390 |
|
|
Equity in (earnings) losses of non-consolidated entities |
|
|
60 |
|
|
(6,382 |
) |
|
(1,223 |
) |
|
— |
|
|
(7,545 |
) |
|
Investment income |
|
|
(73,095 |
) |
|
(13,831 |
) |
|
— |
|
|
86,885 |
|
|
(41 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense |
|
|
(94,428 |
) |
|
55,001 |
|
|
(1,223 |
) |
|
104,028 |
|
|
63,378 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from continuing operations before income taxes |
|
|
94,400 |
|
|
70,265 |
|
|
599 |
|
|
(104,028 |
) |
|
61,236 |
|
|
Income tax provision |
|
|
— |
|
|
2,500 |
|
|
— |
|
|
— |
|
|
2,500 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Earnings from continuing operations |
|
|
94,400 |
|
|
67,765 |
|
|
599 |
|
|
(104,028 |
) |
|
58,736 |
|
|
Earnings from discontinued operations, net of income taxes |
|
|
— |
|
|
20,994 |
|
|
14,670 |
|
|
— |
|
|
35,664 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings |
|
$ |
94,400 |
|
$ |
88,759 |
|
$ |
15,269 |
|
$ |
(104,028 |
) |
$ |
94,400 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
Predecessor twenty-six weeks ended September 29, 2011:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Admissions |
|
$ |
— |
|
$ |
918,783 |
|
$ |
4,687 |
|
$ |
— |
|
$ |
923,470 |
|
|
Concessions |
|
|
— |
|
|
368,283 |
|
|
1,476 |
|
|
— |
|
|
369,759 |
|
|
Other theatre |
|
|
— |
|
|
49,333 |
|
|
397 |
|
|
— |
|
|
49,730 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
— |
|
|
1,336,399 |
|
|
6,560 |
|
|
— |
|
|
1,342,959 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Film exhibition costs |
|
|
— |
|
|
497,602 |
|
|
2,091 |
|
|
— |
|
|
499,693 |
|
|
Concession costs |
|
|
— |
|
|
49,576 |
|
|
297 |
|
|
— |
|
|
49,873 |
|
|
Operating expense |
|
|
— |
|
|
351,412 |
|
|
3,468 |
|
|
— |
|
|
354,880 |
|
|
Rent |
|
|
— |
|
|
222,402 |
|
|
1,417 |
|
|
— |
|
|
223,819 |
|
|
General and administrative: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger, acquisition and transaction costs |
|
|
85 |
|
|
1,251 |
|
|
— |
|
|
— |
|
|
1,336 |
|
|
Management fee |
|
|
— |
|
|
2,500 |
|
|
— |
|
|
— |
|
|
2,500 |
|
|
Other |
|
|
— |
|
|
28,218 |
|
|
33 |
|
|
— |
|
|
28,251 |
|
|
Depreciation and amortization |
|
|
— |
|
|
102,414 |
|
|
156 |
|
|
— |
|
|
102,570 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses |
|
|
85 |
|
|
1,255,375 |
|
|
7,462 |
|
|
— |
|
|
1,262,922 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) |
|
|
(85 |
) |
|
81,024 |
|
|
(902 |
) |
|
— |
|
|
80,037 |
|
|
Other expense (income) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in net losses of subsidiaries |
|
|
16,866 |
|
|
1,149 |
|
|
— |
|
|
(18,015 |
) |
|
— |
|
|
Other expense |
|
|
— |
|
|
364 |
|
|
— |
|
|
— |
|
|
364 |
|
|
Interest expense: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate borrowings |
|
|
80,039 |
|
|
101,952 |
|
|
— |
|
|
(101,969 |
) |
|
80,022 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
2,991 |
|
|
— |
|
|
— |
|
|
2,991 |
|
|
Equity in (earnings) losses of non-consolidated entities |
|
|
(312 |
) |
|
4,234 |
|
|
383 |
|
|
— |
|
|
4,305 |
|
|
Investment income |
|
|
(87,265 |
) |
|
(14,739 |
) |
|
— |
|
|
101,969 |
|
|
(35 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense |
|
|
9,328 |
|
|
95,951 |
|
|
383 |
|
|
(18,015 |
) |
|
87,647 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations before income taxes |
|
|
(9,413 |
) |
|
(14,927 |
) |
|
(1,285 |
) |
|
18,015 |
|
|
(7,610 |
) |
|
Income tax provision |
|
|
525 |
|
|
545 |
|
|
— |
|
|
— |
|
|
1,070 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Loss from continuing operations |
|
|
(9,938 |
) |
|
(15,472 |
) |
|
(1,285 |
) |
|
18,015 |
|
|
(8,680 |
) |
|
Earnings (loss) from discontinued operations, net of income taxes |
|
|
— |
|
|
(1,394 |
) |
|
136 |
|
|
— |
|
|
(1,258 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(9,938 |
) |
$ |
(16,866 |
) |
$ |
(1,149 |
) |
$ |
18,015 |
|
$ |
(9,938 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
Successor as of September 27, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and equivalents |
|
$ |
300 |
|
$ |
114,901 |
|
$ |
41,473 |
|
$ |
— |
|
$ |
156,674 |
|
|
Receivables, net |
|
|
19 |
|
|
27,289 |
|
|
103 |
|
|
— |
|
|
27,411 |
|
|
Other current assets |
|
|
— |
|
|
79,325 |
|
|
1,490 |
|
|
— |
|
|
80,815 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
319 |
|
|
221,515 |
|
|
43,066 |
|
|
— |
|
|
264,900 |
|
|
Investment in equity of subsidiaries |
|
|
779,003 |
|
|
16,145 |
|
|
— |
|
|
(795,148 |
) |
|
— |
|
|
Property, net |
|
|
— |
|
|
1,059,630 |
|
|
77 |
|
|
— |
|
|
1,059,707 |
|
|
Intangible assets, net |
|
|
— |
|
|
239,314 |
|
|
— |
|
|
— |
|
|
239,314 |
|
|
Intercompany advances |
|
|
2,104,173 |
|
|
(2,104,704 |
) |
|
531 |
|
|
— |
|
|
— |
|
|
Goodwill |
|
|
— |
|
|
2,160,678 |
|
|
— |
|
|
— |
|
|
2,160,678 |
|
|
Other long-term assets |
|
|
2,589 |
|
|
440,540 |
|
|
498 |
|
|
— |
|
|
443,627 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
2,886,084 |
|
$ |
2,033,118 |
|
$ |
44,172 |
|
$ |
(795,148 |
) |
$ |
4,168,226 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholder's Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
— |
|
$ |
147,181 |
|
$ |
419 |
|
$ |
— |
|
$ |
147,600 |
|
|
Accrued expenses and other liabilities |
|
|
42,982 |
|
|
102,145 |
|
|
275 |
|
|
— |
|
|
145,402 |
|
|
Deferred revenues and income |
|
|
— |
|
|
118,316 |
|
|
16 |
|
|
— |
|
|
118,332 |
|
|
Current maturities of corporate borrowings and capital and financing lease obligations |
|
|
8,004 |
|
|
2,768 |
|
|
— |
|
|
— |
|
|
10,772 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
50,986 |
|
|
370,410 |
|
|
710 |
|
|
— |
|
|
422,106 |
|
|
Corporate borrowings |
|
|
2,077,957 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,077,957 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
57,932 |
|
|
— |
|
|
— |
|
|
57,932 |
|
|
Deferred revenues—for exhibitor services agreement |
|
|
— |
|
|
321,504 |
|
|
— |
|
|
— |
|
|
321,504 |
|
|
Other long-term liabilities |
|
|
— |
|
|
504,269 |
|
|
27,317 |
|
|
— |
|
|
531,586 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
2,128,943 |
|
|
1,254,115 |
|
|
28,027 |
|
|
— |
|
|
3,411,085 |
|
|
Stockholder's equity |
|
|
757,141 |
|
|
779,003 |
|
|
16,145 |
|
|
(795,148 |
) |
|
757,141 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholder's equity |
|
$ |
2,886,084 |
|
$ |
2,033,118 |
|
$ |
44,172 |
|
$ |
(795,148 |
) |
$ |
4,168,226 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
Predecessor as of March 29, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and equivalents |
|
$ |
686 |
|
$ |
232,009 |
|
$ |
39,642 |
|
$ |
— |
|
$ |
272,337 |
|
|
Receivables, net |
|
|
552 |
|
|
42,947 |
|
|
51 |
|
|
— |
|
|
43,550 |
|
|
Other current assets |
|
|
— |
|
|
85,681 |
|
|
2,185 |
|
|
— |
|
|
87,866 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
1,238 |
|
|
360,637 |
|
|
41,878 |
|
|
— |
|
|
403,753 |
|
|
Investment in equity of subsidiaries |
|
|
221,951 |
|
|
51,981 |
|
|
— |
|
|
(273,932 |
) |
|
— |
|
|
Property, net |
|
|
— |
|
|
883,219 |
|
|
478 |
|
|
— |
|
|
883,697 |
|
|
Intangible assets, net |
|
|
— |
|
|
135,024 |
|
|
— |
|
|
— |
|
|
135,024 |
|
|
Intercompany advances |
|
|
2,078,742 |
|
|
(2,130,247 |
) |
|
51,505 |
|
|
— |
|
|
— |
|
|
Goodwill |
|
|
— |
|
|
1,923,667 |
|
|
— |
|
|
— |
|
|
1,923,667 |
|
|
Other long-term assets |
|
|
35,064 |
|
|
256,611 |
|
|
176 |
|
|
— |
|
|
291,851 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
2,336,995 |
|
$ |
1,480,892 |
|
$ |
94,037 |
|
$ |
(273,932 |
) |
$ |
3,637,992 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholder's Equity |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
94 |
|
$ |
195,117 |
|
$ |
727 |
|
$ |
— |
|
$ |
195,938 |
|
|
Accrued expenses and other liabilities |
|
|
36,027 |
|
|
112,056 |
|
|
1,251 |
|
|
— |
|
|
149,334 |
|
|
Deferred revenues and income |
|
|
— |
|
|
174,314 |
|
|
41 |
|
|
— |
|
|
174,355 |
|
|
Current maturities of corporate borrowings and capital and financing lease obligations |
|
|
59,039 |
|
|
2,807 |
|
|
— |
|
|
— |
|
|
61,846 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
95,160 |
|
|
484,294 |
|
|
2,019 |
|
|
— |
|
|
581,473 |
|
|
Corporate borrowings |
|
|
2,087,495 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,087,495 |
|
|
Capital and financing lease obligations |
|
|
— |
|
|
59,413 |
|
|
— |
|
|
— |
|
|
59,413 |
|
|
Deferred revenues—for exhibitor services agreement |
|
|
— |
|
|
328,442 |
|
|
— |
|
|
— |
|
|
328,442 |
|
|
Other long-term liabilities |
|
|
— |
|
|
386,792 |
|
|
40,037 |
|
|
— |
|
|
426,829 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
2,182,655 |
|
|
1,258,941 |
|
|
42,056 |
|
|
— |
|
|
3,483,652 |
|
|
Stockholder's equity |
|
|
154,340 |
|
|
221,951 |
|
|
51,981 |
|
|
(273,932 |
) |
|
154,340 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholder's equity |
|
$ |
2,336,995 |
|
$ |
1,480,892 |
|
$ |
94,037 |
|
$ |
(273,932 |
) |
$ |
3,637,992 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
Successor From Inception on August 31, 2012 through September 27, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities |
|
$ |
20,371 |
|
$ |
(4,454 |
) |
$ |
(48,042 |
) |
$ |
— |
|
$ |
(32,125 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
— |
|
|
(10,639 |
) |
|
1 |
|
|
— |
|
|
(10,638 |
) |
|
Merger |
|
|
— |
|
|
3,110 |
|
|
— |
|
|
— |
|
|
3,110 |
|
|
Investments in non-consolidated entities, net |
|
|
— |
|
|
— |
|
|
(13 |
) |
|
— |
|
|
(13 |
) |
|
Proceeds from the disposition of long-term assets |
|
|
— |
|
|
129 |
|
|
(22 |
) |
|
— |
|
|
107 |
|
|
Other, net |
|
|
— |
|
|
(442 |
) |
|
— |
|
|
— |
|
|
(442 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
— |
|
|
(7,842 |
) |
|
(34 |
) |
|
— |
|
|
(7,876 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal payments under capital and financing lease obligations |
|
|
— |
|
|
(222 |
) |
|
— |
|
|
— |
|
|
(222 |
) |
|
Capital contribution |
|
|
100,000 |
|
|
— |
|
|
— |
|
|
— |
|
|
100,000 |
|
|
Change in construction payables |
|
|
— |
|
|
(1,245 |
) |
|
— |
|
|
— |
|
|
(1,245 |
) |
|
Change in intercompany advances |
|
|
(120,362 |
) |
|
69,505 |
|
|
50,857 |
|
|
— |
|
|
— |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities |
|
|
(20,362 |
) |
|
68,038 |
|
|
50,857 |
|
|
— |
|
|
98,533 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and equivalents |
|
|
— |
|
|
3,833 |
|
|
(4,222 |
) |
|
— |
|
|
(389 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash and equivalents |
|
|
9 |
|
|
59,575 |
|
|
(1,441 |
) |
|
— |
|
|
58,143 |
|
|
Cash and equivalents at beginning of period |
|
|
291 |
|
|
55,326 |
|
|
42,914 |
|
|
— |
|
|
98,531 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and equivalents at end of period |
|
$ |
300 |
|
$ |
114,901 |
|
$ |
41,473 |
|
$ |
— |
|
$ |
156,674 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
Predecessor March 30, 2012 through August 30, 2012:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities |
|
$ |
(3,735 |
) |
$ |
82,423 |
|
$ |
809 |
|
$ |
— |
|
$ |
79,497 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
— |
|
|
(40,095 |
) |
|
(21 |
) |
|
— |
|
|
(40,116 |
) |
|
Investments in non-consolidated entities, net |
|
|
— |
|
|
(17 |
) |
|
1,606 |
|
|
— |
|
|
1,589 |
|
|
Proceeds from the disposition of long-term assets |
|
|
— |
|
|
7,134 |
|
|
157 |
|
|
— |
|
|
7,291 |
|
|
Other, net |
|
|
— |
|
|
205 |
|
|
— |
|
|
— |
|
|
205 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities |
|
|
— |
|
|
(32,773 |
) |
|
1,742 |
|
|
— |
|
|
(31,031 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchase of Senior Subordinated Notes due 2014 |
|
|
(191,035 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(191,035 |
) |
|
Deferred financing costs |
|
|
(2,378 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(2,378 |
) |
|
Principal payments under capital and financing lease obligations |
|
|
— |
|
|
(1,298 |
) |
|
— |
|
|
— |
|
|
(1,298 |
) |
|
Principal payments under Term Loan |
|
|
(4,002 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(4,002 |
) |
|
Change in construction payables |
|
|
— |
|
|
(23,575 |
) |
|
— |
|
|
— |
|
|
(23,575 |
) |
|
Change in intercompany advances |
|
|
200,755 |
|
|
(200,872 |
) |
|
117 |
|
|
— |
|
|
— |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities |
|
|
3,340 |
|
|
(225,745 |
) |
|
117 |
|
|
— |
|
|
(222,288 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and equivalents |
|
|
— |
|
|
(588 |
) |
|
604 |
|
|
— |
|
|
16 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and equivalents |
|
|
(395 |
) |
|
(176,683 |
) |
|
3,272 |
|
|
— |
|
|
(173,806 |
) |
|
Cash and equivalents at beginning of period |
|
|
686 |
|
|
232,009 |
|
|
39,642 |
|
|
— |
|
|
272,337 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and equivalents at end of period |
|
$ |
291 |
|
$ |
55,326 |
|
$ |
42,914 |
|
$ |
— |
|
$ |
98,531 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
Predecessor twenty-six weeks ended September 29, 2011:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands) |
|
AMCE |
|
Subsidiary
Guarantors |
|
Subsidiary
Non-Guarantors |
|
Consolidating
Adjustments |
|
Consolidated
AMC Entertainment Inc. |
|
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
$ |
13,470 |
|
$ |
94,603 |
|
$ |
(332 |
) |
$ |
— |
|
$ |
107,741 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
— |
|
|
(56,358 |
) |
|
(150 |
) |
|
— |
|
|
(56,508 |
) |
|
Proceeds from sale/leaseback of digital projection equipment |
|
|
— |
|
|
953 |
|
|
— |
|
|
— |
|
|
953 |
|
|
Investments in non-consolidated entities, net |
|
|
1,049 |
|
|
(22,747 |
) |
|
(1 |
) |
|
— |
|
|
(21,699 |
) |
|
Proceeds from the disposition of long-term assets |
|
|
— |
|
|
801 |
|
|
— |
|
|
— |
|
|
801 |
|
|
Other, net |
|
|
— |
|
|
(237 |
) |
|
— |
|
|
— |
|
|
(237 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing activities |
|
|
1,049 |
|
|
(77,588 |
) |
|
(151 |
) |
|
— |
|
|
(76,690 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred financing costs |
|
|
(585 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(585 |
) |
|
Principal payments under capital and financing lease obligations |
|
|
— |
|
|
(1,869 |
) |
|
— |
|
|
— |
|
|
(1,869 |
) |
|
Principal payments under Term Loan |
|
|
(1,625 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(1,625 |
) |
|
Change in construction payables |
|
|
— |
|
|
(4,194 |
) |
|
— |
|
|
— |
|
|
(4,194 |
) |
|
Change in intercompany advances |
|
|
(12,309 |
) |
|
12,067 |
|
|
242 |
|
|
— |
|
|
— |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities |
|
|
(14,519 |
) |
|
6,004 |
|
|
242 |
|
|
— |
|
|
(8,273 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash and equivalents |
|
|
— |
|
|
759 |
|
|
94 |
|
|
— |
|
|
853 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash and equivalents |
|
|
— |
|
|
23,778 |
|
|
(147 |
) |
|
— |
|
|
23,631 |
|
|
Cash and equivalents at beginning of period |
|
|
— |
|
|
261,096 |
|
|
40,062 |
|
|
— |
|
|
301,158 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and equivalents at end of period |
|
$ |
— |
|
$ |
284,874 |
|
$ |
39,915 |
|
$ |
— |
|
$ |
324,789 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|