| SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION |
SUPPLEMENTAL CONDENSED CONSOLIDATING FINANCIAL INFORMATION
On December 7, 2012, Era Group issued the 7.750% Senior Notes. Era Group’s payment obligations under the 7.750% Senior Notes are jointly and severally guaranteed by all of its existing 100% owned U.S. subsidiaries that guarantee the Revolving Credit Facility and its future U.S. subsidiaries that guarantee the Revolving Credit Facility or other material indebtedness Era Group may incur in the future (the “Guarantors”). All the Guarantors currently guarantee the Revolving Credit Facility, and the guarantees of the Guarantors are full and unconditional and joint and several.
As a result of the agreement by these subsidiaries to guarantee the 7.750% Senior Notes, the Company is presenting the following condensed consolidating balance sheets and statements of operations, comprehensive income and cash flows for Era Group (“Parent”), the Guarantors, and the Company’s other subsidiaries (“Non-guarantors”). These statements should be read in conjunction with the unaudited condensed consolidated financial statements of the Company. The supplemental condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include all disclosures included in annual financial statements.
Supplemental Condensed Consolidating Balance Sheet as of March 31, 2015
|
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|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands, except share data) |
ASSETS |
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
$ |
14,964 |
|
|
$ |
16,528 |
|
|
$ |
2,199 |
|
|
$ |
— |
|
|
$ |
33,691 |
|
Receivables: |
|
|
|
|
|
|
|
|
|
Trade, net of allowance for doubtful accounts of $1,926 |
39 |
|
|
38,910 |
|
|
— |
|
|
— |
|
|
38,949 |
|
Other, net of allowance for doubtful accounts of $437 |
66 |
|
|
2,501 |
|
|
— |
|
|
— |
|
|
2,567 |
|
Inventories, net |
— |
|
|
26,189 |
|
|
— |
|
|
— |
|
|
26,189 |
|
Deferred income taxes |
7,986 |
|
|
— |
|
|
— |
|
|
(5,819 |
) |
|
2,167 |
|
Prepaid expenses and other |
739 |
|
|
3,342 |
|
|
— |
|
|
— |
|
|
4,081 |
|
Escrow deposits |
— |
|
|
2,800 |
|
|
— |
|
|
— |
|
|
2,800 |
|
Total current assets |
23,794 |
|
|
90,270 |
|
|
2,199 |
|
|
(5,819 |
) |
|
110,444 |
|
Property and equipment |
— |
|
|
1,161,611 |
|
|
9,937 |
|
|
— |
|
|
1,171,548 |
|
Accumulated depreciation |
— |
|
|
(313,122 |
) |
|
(2,277 |
) |
|
— |
|
|
(315,399 |
) |
Net property and equipment |
— |
|
|
848,489 |
|
|
7,660 |
|
|
— |
|
|
856,149 |
|
Equity investments and advances |
— |
|
|
31,397 |
|
|
— |
|
|
— |
|
|
31,397 |
|
Investments in consolidated subsidiaries |
184,685 |
|
|
— |
|
|
— |
|
|
(184,685 |
) |
|
— |
|
Goodwill |
— |
|
|
352 |
|
|
— |
|
|
— |
|
|
352 |
|
Intercompany receivables |
627,077 |
|
|
12,420 |
|
|
1,391 |
|
|
(640,888 |
) |
|
— |
|
Other assets |
6,445 |
|
|
8,711 |
|
|
— |
|
|
— |
|
|
15,156 |
|
Total assets |
$ |
842,001 |
|
|
$ |
991,639 |
|
|
$ |
11,250 |
|
|
$ |
(831,392 |
) |
|
$ |
1,013,498 |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
$ |
144 |
|
|
$ |
13,672 |
|
|
$ |
88 |
|
|
$ |
— |
|
|
$ |
13,904 |
|
Accrued wages and benefits |
— |
|
|
6,822 |
|
|
— |
|
|
— |
|
|
6,822 |
|
Accrued interest |
4,772 |
|
|
19 |
|
|
— |
|
|
— |
|
|
4,791 |
|
Current portion of long-term debt |
— |
|
|
26,729 |
|
|
— |
|
|
— |
|
|
26,729 |
|
Derivative instruments |
— |
|
|
275 |
|
|
— |
|
|
— |
|
|
275 |
|
Accrued income taxes |
— |
|
|
37 |
|
|
— |
|
|
— |
|
|
37 |
|
Other current liabilities |
610 |
|
|
2,511 |
|
|
— |
|
|
— |
|
|
3,121 |
|
Total current liabilities |
5,526 |
|
|
50,065 |
|
|
88 |
|
|
— |
|
|
55,679 |
|
Long-term debt |
277,424 |
|
|
— |
|
|
— |
|
|
— |
|
|
277,424 |
|
Deferred income taxes |
— |
|
|
223,019 |
|
|
— |
|
|
(5,819 |
) |
|
217,200 |
|
Intercompany payables |
97,399 |
|
|
531,069 |
|
|
12,420 |
|
|
(640,888 |
) |
|
— |
|
Other liabilities |
— |
|
|
1,937 |
|
|
— |
|
|
— |
|
|
1,937 |
|
Total liabilities |
380,349 |
|
|
806,090 |
|
|
12,508 |
|
|
(646,707 |
) |
|
552,240 |
|
Equity: |
|
|
|
|
|
|
|
|
|
Era Group Inc. stockholders’ equity: |
|
|
|
|
|
|
|
|
|
Common stock, $0.01 par value, 60,000,000 shares authorized; 20,582,841 outstanding, exclusive of treasury shares |
206 |
|
|
— |
|
|
— |
|
|
— |
|
|
206 |
|
Additional paid-in capital |
430,251 |
|
|
99,845 |
|
|
496 |
|
|
(100,341 |
) |
|
430,251 |
|
Retained earnings |
31,755 |
|
|
86,098 |
|
|
(1,754 |
) |
|
(84,344 |
) |
|
31,755 |
|
Treasury shares, at cost, 19,059 shares |
(560 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(560 |
) |
Accumulated other comprehensive income, net of tax |
— |
|
|
93 |
|
|
— |
|
|
— |
|
|
93 |
|
Total Era Group Inc. stockholders’ equity |
461,652 |
|
|
186,036 |
|
|
(1,258 |
) |
|
(184,685 |
) |
|
461,745 |
|
Noncontrolling interest in subsidiary |
— |
|
|
(487 |
) |
|
— |
|
|
— |
|
|
(487 |
) |
Total equity |
461,652 |
|
|
185,549 |
|
|
(1,258 |
) |
|
(184,685 |
) |
|
461,258 |
|
Total liabilities and stockholders’ equity |
$ |
842,001 |
|
|
$ |
991,639 |
|
|
$ |
11,250 |
|
|
$ |
(831,392 |
) |
|
$ |
1,013,498 |
|
Supplemental Condensed Consolidating Balance Sheet as of December 31, 2014
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|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands, except share data) |
ASSETS |
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
$ |
16,481 |
|
|
$ |
22,188 |
|
|
$ |
2,198 |
|
|
$ |
— |
|
|
$ |
40,867 |
|
Receivables: |
|
|
|
|
|
|
|
|
|
Trade, net of allowance for doubtful accounts of $1,955 |
39 |
|
|
33,351 |
|
|
— |
|
|
— |
|
|
33,390 |
|
Other, net of allowance for doubtful accounts of $437 |
65 |
|
|
1,997 |
|
|
— |
|
|
— |
|
|
2,062 |
|
Inventories, net |
— |
|
|
26,869 |
|
|
— |
|
|
— |
|
|
26,869 |
|
Deferred income taxes |
4,083 |
|
|
— |
|
|
— |
|
|
(2,087 |
) |
|
1,996 |
|
Prepaid expenses and other |
424 |
|
|
2,237 |
|
|
— |
|
|
— |
|
|
2,661 |
|
Escrow deposits |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Total current assets |
21,092 |
|
|
86,642 |
|
|
2,198 |
|
|
(2,087 |
) |
|
107,845 |
|
Property and equipment |
— |
|
|
1,161,330 |
|
|
9,937 |
|
|
— |
|
|
1,171,267 |
|
Accumulated depreciation |
— |
|
|
(306,010 |
) |
|
(2,131 |
) |
|
— |
|
|
(308,141 |
) |
Net property and equipment |
— |
|
|
855,320 |
|
|
7,806 |
|
|
— |
|
|
863,126 |
|
Equity investments and advances |
— |
|
|
31,753 |
|
|
— |
|
|
— |
|
|
31,753 |
|
Investments in consolidated subsidiaries |
182,294 |
|
|
— |
|
|
— |
|
|
(182,294 |
) |
|
— |
|
Goodwill |
— |
|
|
352 |
|
|
— |
|
|
— |
|
|
352 |
|
Intercompany receivables |
616,932 |
|
|
12,258 |
|
|
1,395 |
|
|
(630,585 |
) |
|
— |
|
Other assets |
6,914 |
|
|
7,184 |
|
|
— |
|
|
— |
|
|
14,098 |
|
Total assets |
$ |
827,232 |
|
|
$ |
993,509 |
|
|
$ |
11,399 |
|
|
$ |
(814,966 |
) |
|
$ |
1,017,174 |
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
$ |
299 |
|
|
$ |
14,817 |
|
|
$ |
4 |
|
|
$ |
— |
|
|
$ |
15,120 |
|
Accrued wages and benefits |
— |
|
|
7,521 |
|
|
— |
|
|
— |
|
|
7,521 |
|
Accrued interest |
930 |
|
|
19 |
|
|
— |
|
|
— |
|
|
949 |
|
Current portion of long-term debt |
— |
|
|
27,426 |
|
|
— |
|
|
— |
|
|
27,426 |
|
Derivative instruments |
784 |
|
|
325 |
|
|
— |
|
|
— |
|
|
1,109 |
|
Accrued income taxes |
— |
|
|
267 |
|
|
— |
|
|
— |
|
|
267 |
|
Other current liabilities |
556 |
|
|
2,606 |
|
|
— |
|
|
— |
|
|
3,162 |
|
Total current liabilities |
2,569 |
|
|
52,981 |
|
|
4 |
|
|
— |
|
|
55,554 |
|
Long-term debt |
282,118 |
|
|
— |
|
|
— |
|
|
— |
|
|
282,118 |
|
Deferred income taxes |
— |
|
|
219,114 |
|
|
— |
|
|
(2,087 |
) |
|
217,027 |
|
Intercompany payables |
81,986 |
|
|
536,341 |
|
|
12,258 |
|
|
(630,585 |
) |
|
— |
|
Other liabilities |
— |
|
|
2,111 |
|
|
— |
|
|
— |
|
|
2,111 |
|
Total liabilities |
366,673 |
|
|
810,547 |
|
|
12,262 |
|
|
(632,672 |
) |
|
556,810 |
|
Equity: |
|
|
|
|
|
|
|
|
|
Era Group Inc. stockholders’ equity: |
|
|
|
|
|
|
|
|
|
Common stock, $0.01 par value, 60,000,000 shares authorized; 20,371,672 outstanding, exclusive of treasury shares |
204 |
|
|
— |
|
|
— |
|
|
— |
|
|
204 |
|
Additional paid-in capital |
429,109 |
|
|
99,845 |
|
|
496 |
|
|
(100,341 |
) |
|
429,109 |
|
Retained earnings |
31,797 |
|
|
83,312 |
|
|
(1,359 |
) |
|
(81,953 |
) |
|
31,797 |
|
Treasury shares, at cost, 18,609 shares |
(551 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(551 |
) |
Accumulated other comprehensive income, net of tax |
— |
|
|
95 |
|
|
— |
|
|
— |
|
|
95 |
|
Total Era Group Inc. stockholders’ equity |
460,559 |
|
|
183,252 |
|
|
(863 |
) |
|
(182,294 |
) |
|
460,654 |
|
Noncontrolling interest in subsidiary |
— |
|
|
(290 |
) |
|
— |
|
|
— |
|
|
(290 |
) |
Total equity |
460,559 |
|
|
182,962 |
|
|
(863 |
) |
|
(182,294 |
) |
|
460,364 |
|
Total liabilities and stockholders’ equity |
$ |
827,232 |
|
|
$ |
993,509 |
|
|
$ |
11,399 |
|
|
$ |
(814,966 |
) |
|
$ |
1,017,174 |
|
Supplemental Condensed Consolidating Statements of Operations for the Three Months Ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands) |
Operating revenues |
$ |
— |
|
|
$ |
67,415 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
67,415 |
|
Costs and expenses: |
|
|
|
|
|
|
|
|
|
Operating |
— |
|
|
43,517 |
|
|
88 |
|
|
— |
|
|
43,605 |
|
Administrative and general |
1,374 |
|
|
8,369 |
|
|
— |
|
|
— |
|
|
9,743 |
|
Depreciation |
— |
|
|
11,456 |
|
|
146 |
|
|
— |
|
|
11,602 |
|
Total costs and expenses |
1,374 |
|
|
63,342 |
|
|
234 |
|
|
— |
|
|
64,950 |
|
Gains on asset dispositions, net |
— |
|
|
3,388 |
|
|
— |
|
|
— |
|
|
3,388 |
|
Operating income (loss) |
(1,374 |
) |
|
7,461 |
|
|
(234 |
) |
|
— |
|
|
5,853 |
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
Interest income |
5 |
|
|
245 |
|
|
1 |
|
|
— |
|
|
251 |
|
Interest expense |
(3,352 |
) |
|
(193 |
) |
|
— |
|
|
— |
|
|
(3,545 |
) |
Intercompany interest income (expense) |
— |
|
|
162 |
|
|
(162 |
) |
|
— |
|
|
— |
|
Gain on debt extinguishment |
264 |
|
|
— |
|
|
— |
|
|
— |
|
|
264 |
|
Derivative losses, net |
— |
|
|
(12 |
) |
|
— |
|
|
— |
|
|
(12 |
) |
Foreign currency gains (losses), net |
542 |
|
|
(3,502 |
) |
|
— |
|
|
— |
|
|
(2,960 |
) |
Total other income (expense) |
(2,541 |
) |
|
(3,300 |
) |
|
(161 |
) |
|
— |
|
|
(6,002 |
) |
Income (loss) before income taxes and equity earnings |
(3,915 |
) |
|
4,161 |
|
|
(395 |
) |
|
— |
|
|
(149 |
) |
Income tax expense (benefit) |
(1,482 |
) |
|
1,427 |
|
|
— |
|
|
— |
|
|
(55 |
) |
Income (loss) before equity earnings |
(2,433 |
) |
|
2,734 |
|
|
(395 |
) |
|
— |
|
|
(94 |
) |
Equity losses, net of tax |
— |
|
|
(145 |
) |
|
— |
|
|
— |
|
|
(145 |
) |
Equity in earnings (losses) of subsidiaries |
2,391 |
|
|
— |
|
|
— |
|
|
(2,391 |
) |
|
— |
|
Net income (loss) |
(42 |
) |
|
2,589 |
|
|
(395 |
) |
|
(2,391 |
) |
|
(239 |
) |
Net loss attributable to non-controlling interest in subsidiary |
— |
|
|
197 |
|
|
— |
|
|
— |
|
|
197 |
|
Net income (loss) attributable to Era Group Inc. |
$ |
(42 |
) |
|
$ |
2,786 |
|
|
$ |
(395 |
) |
|
$ |
(2,391 |
) |
|
$ |
(42 |
) |
Supplemental Condensed Consolidating Statements of Operations for the Three Months Ended March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands) |
Operating revenues |
$ |
— |
|
|
$ |
79,231 |
|
|
$ |
212 |
|
|
$ |
— |
|
|
$ |
79,443 |
|
Costs and expenses: |
|
|
|
|
|
|
|
|
|
Operating |
— |
|
|
49,583 |
|
|
57 |
|
|
— |
|
|
49,640 |
|
Administrative and general |
1,767 |
|
|
9,567 |
|
|
— |
|
|
— |
|
|
11,334 |
|
Depreciation |
— |
|
|
11,141 |
|
|
146 |
|
|
— |
|
|
11,287 |
|
Total costs and expenses |
1,767 |
|
|
70,291 |
|
|
203 |
|
|
— |
|
|
72,261 |
|
Gains on asset dispositions, net |
— |
|
|
2,891 |
|
|
— |
|
|
— |
|
|
2,891 |
|
Operating income |
(1,767 |
) |
|
11,831 |
|
|
9 |
|
|
— |
|
|
10,073 |
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
Interest income |
24 |
|
|
120 |
|
|
1 |
|
|
— |
|
|
145 |
|
Interest expense |
(3,541 |
) |
|
(212 |
) |
|
— |
|
|
— |
|
|
(3,753 |
) |
Intercompany interest income (expense) |
— |
|
|
153 |
|
|
(153 |
) |
|
— |
|
|
— |
|
Derivative losses, net |
— |
|
|
(30 |
) |
|
— |
|
|
— |
|
|
(30 |
) |
Foreign currency losses, net |
— |
|
|
(57 |
) |
|
— |
|
|
— |
|
|
(57 |
) |
Total other income (expense) |
(3,517 |
) |
|
(26 |
) |
|
(152 |
) |
|
— |
|
|
(3,695 |
) |
Income (loss) before income taxes and equity earnings |
(5,284 |
) |
|
11,805 |
|
|
(143 |
) |
|
— |
|
|
6,378 |
|
Income tax expense (benefit) |
(2,057 |
) |
|
4,560 |
|
|
— |
|
|
— |
|
|
2,503 |
|
Income (loss) before equity earnings |
(3,227 |
) |
|
7,245 |
|
|
(143 |
) |
|
— |
|
|
3,875 |
|
Equity earnings, net of tax |
— |
|
|
499 |
|
|
— |
|
|
— |
|
|
499 |
|
Equity in earnings (losses) of subsidiaries |
7,672 |
|
|
— |
|
|
— |
|
|
(7,672 |
) |
|
— |
|
Net income (loss) |
4,445 |
|
|
7,744 |
|
|
(143 |
) |
|
(7,672 |
) |
|
4,374 |
|
Net loss attributable to non-controlling interest in subsidiary |
— |
|
|
71 |
|
|
— |
|
|
— |
|
|
71 |
|
Net income (loss) attributable to Era Group Inc. |
$ |
4,445 |
|
|
$ |
7,815 |
|
|
$ |
(143 |
) |
|
$ |
(7,672 |
) |
|
$ |
4,445 |
|
Supplemental Condensed Consolidating Statements of Comprehensive Income for the Three Months Ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands) |
Net income (loss) |
(42 |
) |
|
2,589 |
|
|
(395 |
) |
|
(2,391 |
) |
|
$ |
(239 |
) |
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustments |
— |
|
|
(3 |
) |
|
— |
|
|
— |
|
|
(3 |
) |
Income tax benefit |
— |
|
|
1 |
|
|
— |
|
|
— |
|
|
1 |
|
Total other comprehensive loss |
— |
|
|
(2 |
) |
|
— |
|
|
— |
|
|
(2 |
) |
Comprehensive income (loss) |
(42 |
) |
|
2,587 |
|
|
(395 |
) |
|
(2,391 |
) |
|
(241 |
) |
Comprehensive loss attributable to non-controlling interest in subsidiary |
— |
|
|
197 |
|
|
— |
|
|
— |
|
|
197 |
|
Comprehensive income (loss) attributable to Era Group Inc. |
$ |
(42 |
) |
|
$ |
2,784 |
|
|
$ |
(395 |
) |
|
$ |
(2,391 |
) |
|
$ |
(44 |
) |
Supplemental Condensed Consolidating Statements of Comprehensive Income for the Three Months Ended March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands) |
Net income (loss) |
4,445 |
|
|
7,744 |
|
|
(143 |
) |
|
(7,672 |
) |
|
$ |
4,374 |
|
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustments |
— |
|
|
(2 |
) |
|
— |
|
|
— |
|
|
(2 |
) |
Income tax benefit |
— |
|
|
1 |
|
|
— |
|
|
— |
|
|
1 |
|
Total other comprehensive loss |
— |
|
|
(1 |
) |
|
— |
|
|
— |
|
|
(1 |
) |
Comprehensive income (loss) |
4,445 |
|
|
7,743 |
|
|
(143 |
) |
|
(7,672 |
) |
|
4,373 |
|
Comprehensive loss attributable to non-controlling interest in subsidiary |
— |
|
|
71 |
|
|
— |
|
|
— |
|
|
71 |
|
Comprehensive income (loss) attributable to Era Group Inc. |
$ |
4,445 |
|
|
$ |
7,814 |
|
|
$ |
(143 |
) |
|
$ |
(7,672 |
) |
|
$ |
4,444 |
|
Supplemental Condensed Consolidating Statements of Cash Flows for the Three Months Ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands) |
Net cash provided by (used in) operating activities |
$ |
(1,517 |
) |
|
$ |
8,304 |
|
|
$ |
1 |
|
|
$ |
— |
|
|
$ |
6,788 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
— |
|
|
(8,866 |
) |
|
— |
|
|
— |
|
|
(8,866 |
) |
Proceeds from disposition of property and equipment |
— |
|
|
5,379 |
|
|
— |
|
|
— |
|
|
5,379 |
|
Cash settlements on forward contracts, net |
— |
|
|
— |
|
|
— |
|
|
(1,103 |
) |
|
(1,103 |
) |
Principal payments on notes due from equity investees |
— |
|
|
169 |
|
|
— |
|
|
— |
|
|
169 |
|
Principal payments on third party notes receivable |
— |
|
|
25 |
|
|
— |
|
|
— |
|
|
25 |
|
Escrow deposits, net |
— |
|
|
(2,800 |
) |
|
— |
|
|
— |
|
|
(2,800 |
) |
Repayment of intercompany debt |
— |
|
|
(1,103 |
) |
|
— |
|
|
1,103 |
|
|
— |
|
Net cash used in investing activities |
— |
|
|
(7,196 |
) |
|
— |
|
|
— |
|
|
(7,196 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Payments on long-term debt |
— |
|
|
(697 |
) |
|
— |
|
|
(15,000 |
) |
|
(15,697 |
) |
Proceeds from Revolving Credit Facility |
— |
|
|
— |
|
|
— |
|
|
20,000 |
|
|
20,000 |
|
Extinguishment of long-term debt |
— |
|
|
— |
|
|
— |
|
|
(9,297 |
) |
|
(9,297 |
) |
Proceeds from share award plans |
— |
|
|
— |
|
|
— |
|
|
612 |
|
|
612 |
|
Repayment of intercompany debt |
— |
|
|
(3,685 |
) |
|
— |
|
|
3,685 |
|
|
— |
|
Net cash used in financing activities |
— |
|
|
(4,382 |
) |
|
— |
|
|
— |
|
|
(4,382 |
) |
Effects of exchange rate changes on cash and cash equivalents |
— |
|
|
(2,386 |
) |
|
— |
|
|
— |
|
|
(2,386 |
) |
Net increase (decrease) in cash and cash equivalents |
(1,517 |
) |
|
(5,660 |
) |
|
1 |
|
|
— |
|
|
(7,176 |
) |
Cash and cash equivalents, beginning of period |
16,481 |
|
|
22,188 |
|
|
2,198 |
|
|
— |
|
|
40,867 |
|
Cash and cash equivalents, end of period |
$ |
14,964 |
|
|
$ |
16,528 |
|
|
$ |
2,199 |
|
|
$ |
— |
|
|
$ |
33,691 |
|
Supplemental Condensed Consolidating Statements of Cash Flows for the Three Months Ended March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Parent |
|
Guarantors |
|
Non-guarantors |
|
Eliminations |
|
Consolidated |
|
(in thousands) |
Net cash provided by (used in) operating activities |
$ |
(5,717 |
) |
|
$ |
16,806 |
|
|
$ |
188 |
|
|
$ |
— |
|
|
$ |
11,277 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
— |
|
|
(18,751 |
) |
|
— |
|
|
— |
|
|
(18,751 |
) |
Proceeds from disposition of property and equipment |
— |
|
|
3,566 |
|
|
— |
|
|
— |
|
|
3,566 |
|
Principal payments on notes due from equity investees |
— |
|
|
161 |
|
|
— |
|
|
— |
|
|
161 |
|
Principal payments on third party notes receivable |
— |
|
|
36 |
|
|
— |
|
|
— |
|
|
36 |
|
Escrow deposits, net |
— |
|
|
(3,048 |
) |
|
— |
|
|
— |
|
|
(3,048 |
) |
Net cash used in investing activities |
— |
|
|
(18,036 |
) |
|
— |
|
|
— |
|
|
(18,036 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Payments on long-term debt |
— |
|
|
(697 |
) |
|
— |
|
|
— |
|
|
(697 |
) |
Revolving Credit Facility issuance costs |
— |
|
|
— |
|
|
— |
|
|
(2,115 |
) |
|
(2,115 |
) |
Proceeds from share award plans |
— |
|
|
— |
|
|
— |
|
|
529 |
|
|
529 |
|
Repayment of intercompany debt |
— |
|
|
(1,586 |
) |
|
— |
|
|
1,586 |
|
|
— |
|
Net cash used in financing activities |
— |
|
|
(2,283 |
) |
|
— |
|
|
— |
|
|
(2,283 |
) |
Effects of exchange rate changes on cash and cash equivalents |
— |
|
|
(3 |
) |
|
— |
|
|
— |
|
|
(3 |
) |
Net decrease in cash and cash equivalents |
(5,717 |
) |
|
(3,516 |
) |
|
188 |
|
|
— |
|
|
(9,045 |
) |
Cash and cash equivalents, beginning of period |
24,635 |
|
|
5,403 |
|
|
1,297 |
|
|
— |
|
|
31,335 |
|
Cash and cash equivalents, end of period |
$ |
18,918 |
|
|
$ |
1,887 |
|
|
$ |
1,485 |
|
|
$ |
— |
|
|
$ |
22,290 |
|
|