Central Garden & Pet Company Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Consolidating Condensed Financial Information of Guarantor Subsidiaries (Tables)

Consolidating Condensed Financial Information of Guarantor Subsidiaries (Tables)

9 Months Ended

Jun. 28, 2014

Condensed Financial Information Of Parent Company Only Disclosure [Abstract]

Consolidating Condensed Statement of Operations Based on Company's Understanding of SEC's Interpretation


	CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS Three Months Ended June 28, 2014 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	147,331		$	303,377		$	(12,721	)	$	437,987
Cost of products sold and occupancy		127,478			204,099			(12,721	)		318,856

Gross profit		19,853			99,278			0			119,131
Selling, general and administrative expenses		30,301			70,404			0			100,705

Income from operations		(10,448	)		28,874			0			18,426
Interest – net		(10,396	)		(19	)		0			(10,415	)
Other income (loss )		(2,588	)		3,044			0			456

Income (loss) before income taxes		(23,432	)		31,899			0			8,467
Income taxes (tax benefit)		(8,897	)		12,030			0			3,133

Income (loss) including noncontrolling interest		(14,535	)		19,869						5,334
Income attributable to noncontrolling interest		647			0			0			647

Income (loss) attributable to Central Garden & Pet Co. before equity in undistributed income of guarantor subsidiaries		(15,182	)		19,869			0			4,687

Equity in undistributed income of guarantor subsidiaries		19,869			0			(19,869	)		0

Net income attributable to Central Garden & Pet Co.	$	4,687		$	19,869		$	(19,869	)	$	4,687


	CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS Three Months Ended June 29, 2013 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	145,836		$	361,067		$	(12,773	)	$	494,130
Cost of products sold and occupancy		107,459			246,978			(12,773	)		341,664

Gross profit		38,377			114,089			0			152,466
Selling, general and administrative expenses		42,959			76,615			0			119,574

Income from operations		(4,582	)		37,474			0			32,892
Interest – net		(11,220	)		(99	)		0			(11,319	)
Other income (loss)		(2,722	)		3,075			0			353

Income (loss) before income taxes		(18,524	)		40,450			0			21,926
Income taxes (tax benefit)		(7,007	)		14,527			0			7,520

Income (loss) including noncontrolling interest		(11,517	)		25,923						14,406
Income attributable to noncontrolling interest		681			0			0			681

Income (loss) attributable to Central Garden & Pet Co. before equity in undistributed income of guarantor subsidiaries		(12,198	)		25,923			0			13,725

Equity in undistributed income of guarantor subsidiaries		25,923			0			(25,923	)		0

Net income attributable to Central Garden & Pet Co.	$	13,725		$	25,923		$	(25,923	)	$	13,725


	CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS Nine Months Ended June 28, 2014 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	413,897		$	853,573		$	(37,351	)	$	1,230,119
Cost of products sold and occupancy		329,674			591,328			(37,351	)		883,651

Gross profit		84,223			262,245			0			346,468
Selling, general and administrative expenses		93,519			198,109			0			291,628

Income from operations		(9,296	)		64,136			0			54,840
Interest – net		(32,964	)		(44	)		0			(33,008	)
Other income (loss)		(4,549	)		4,945			0			396

Income (loss) before income taxes		(46,809	)		69,037			0			22,228
Income taxes (tax benefit)		(17,543	)		25,760			0			8,217

Income (loss) including noncontrolling interest		(29,266	)		43,277						14,011
Income attributable to noncontrolling interest		1,137			0			0			1,137

Income (loss) attributable to Central Garden & Pet Co. before equity in undistributed income of guarantor subsidiaries		(30,403	)		43,277			0			12,874

Equity in undistributed income of guarantor subsidiaries		43,277			0			(43,277	)		0

Net income attributable to Central Garden & Pet Co.	$	12,874		$	43,277		$	(43,277	)	$	12,874


	CONSOLIDATING CONDENSED STATEMENT OF OPERATIONS Nine Months Ended June 29, 2013 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	400,778		$	921,693		$	(37,675	)	$	1,284,796
Cost of products sold and occupancy		298,861			641,015			(37,675	)		902,201

Gross profit		101,917			280,678			0			382,595
Selling, general and administrative expenses		108,405			207,646			0			316,051

Income (loss) from operations		(6,488	)		73,032			0			66,544
Interest – net		(32,441	)		(38	)		0			(32,479	)
Other income (loss)		(5,539	)		4,863			0			(676	)

Income (loss) before income taxes		(44,468	)		77,857			0			33,389
Income taxes (tax benefit)		(15,995	)		27,365			0			11,370

Income (loss) including noncontrolling interest		(28,473	)		50,492						22,019
Income attributable to noncontrolling interest		1,367			0			0			1,367

Income (loss) attributable to Central Garden & Pet Co. before equity in undistributed income of guarantor subsidiaries		(29,840	)		50,492			0			20,652

Equity in undistributed income of guarantor subsidiaries		50,492			0			(50,492	)		0

Net income attributable to Central Garden & Pet Co.	$	20,652		$	50,492		$	(50,492	)	$	20,652

Consolidating Condensed Statements of Comprehensive Income Based on Company's Understanding of SEC's Interpretation

	CONSOLIDATING CONDENSED STATEMENTS OF COMPREHENSIVE INCOME Three Months Ended June 28, 2014 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries		Eliminations		Consolidated
Net income (loss)	$	(14,535	)	$	19,869	$	0	$	5,334
Other comprehensive income:
Foreign currency translation		339			0		0		339

Total comprehensive income (loss)		(14,196	)		19,869		0		5,673
Comprehensive income attributable to noncontrolling interests		647			0		0		647

Comprehensive income (loss) attributable to Central Garden & Pet Company	$	(14,843	)	$	19,869	$	0	$	5,026



	CONSOLIDATING CONDENSED STATEMENTS OF COMPREHENSIVE INCOME Three Months Ended June 29, 2013 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries		Eliminations		Consolidated
Net income (loss)	$	(11,517	)	$	25,923	$	0	$	14,406
Other comprehensive loss:
Foreign currency translation		(92	)		0		0		(92	)

Total comprehensive income (loss)		(11,609	)		25,923		0		14,314
Comprehensive income attributable to noncontrolling interests		681			0		0		681

Comprehensive income (loss) attributable to Central Garden & Pet Company	$	(12,290	)	$	25,923	$	0	$	13,633


	CONSOLIDATING CONDENSED STATEMENTS OF COMPREHENSIVE INCOME Nine Months Ended June 28, 2014 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries		Eliminations		Consolidated
Net income (loss)	$	(29,266	)	$	43,277	$	0	$	14,011
Other comprehensive income:
Foreign currency translation		426			0		0		426

Total comprehensive income (loss)		(28,840	)		43,277		0		14,437
Comprehensive income attributable to noncontrolling interests		1,137			0		0		1,137

Comprehensive income (loss) attributable to Central Garden & Pet Company	$	(29,977	)	$	43,277	$	0	$	13,300



	CONSOLIDATING CONDENSED STATEMENTS OF COMPREHENSIVE INCOME Nine Months Ended June 29, 2013 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries		Eliminations		Consolidated
Net income (loss)	$	(28,473	)	$	50,492	$	0	$	22,019
Other comprehensive income:
Foreign currency translation		(699	)		0		0		(699	)

Total comprehensive income (loss)		(29,172	)		50,492		0		21,320
Comprehensive income attributable to noncontrolling interests		1,367			0		0		1,367

Comprehensive income (loss) attributable to Central Garden & Pet Company	$	(30,539	)	$	50,492	$	0	$	19,953

Consolidating Condensed Balance Sheet Based on Company's Understanding of SEC's Interpretation

	CONSOLIDATING CONDENSED BALANCE SHEET June 28, 2014 (in thousands) (unaudited)
	Parent		Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	29,045	$	2,801	$	0		$	31,846
Short term investments		14,220		0		0			14,220
Accounts receivable, net		63,829		153,411		(3,120	)		214,120
Inventories		106,595		258,440		0			365,035
Prepaid expenses and other assets		26,419		27,270		0			53,689

Total current assets		240,108		441,922		(3,120	)		678,910
Land, buildings, improvements and equipment, net		75,452		102,208		0			177,660
Goodwill		0		205,756		0			205,756
Investment in guarantors		694,076		0		(694,076	)		0
Deferred income taxes and other assets		56,572		47,040		0			103,612

Total	$	1,066,208	$	796,926	$	(697,196	)	$	1,165,938

LIABILITIES AND EQUITY
Accounts payable	$	39,423	$	53,656	$	(3,120	)	$	89,959
Accrued expenses and other current liabilities		45,790		44,027		0			89,817

Total current liabilities		85,213		97,683		(3,120	)		179,776
Long-term debt		449,887		107		0			449,994
Other long-term obligations		38,176		5,060		0			43,236
Shareholders’ equity attributable to Central Garden & Pet Co.		491,082		694,076		(694,076	)		491,082
Noncontrolling interest		1,850		0		0			1,850

Total equity		492,932		694,076		(694,076	)		492,932

Total	$	1,066,208	$	796,926	$	(697,196	)	$	1,165,938


	CONSOLIDATING CONDENSED BALANCE SHEET September 28, 2013 (in thousands)
	Parent		Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	12,441	$	2,715	$	0		$	15,156
Short term investments		17,820		0		0			17,820
Accounts receivable, net		43,660		153,734		(3,134	)		194,260
Inventories		114,662		277,272		0			391,934
Prepaid expenses and other assets		24,747		28,737		0			53,484

Total current assets		213,330		462,458		(3,134	)		672,654
Land, buildings, improvements and equipment, net		78,662		110,251		0			188,913
Goodwill		0		205,756		0			205,756
Investment in guarantors		693,615		0		(693,615	)		0
Other assets		57,255		36,582		0			93,837

Total	$	1,042,862	$	815,047	$	(696,749	)	$	1,161,160

LIABILITIES AND EQUITY
Accounts payable	$	36,869	$	69,834	$	(3,134	)	$	103,569
Accrued expenses and other liabilities		33,664		45,096		0			78,760

Total current liabilities		70,533		114,930		(3,134	)		182,329
Long-term debt		472,418		27		0			472,445
Other long-term obligations		29,887		6,475		0			36,362
Shareholders’ equity attributable to Central Garden & Pet		468,678		693,615		(693,615	)		468,678
Noncontrolling interest		1,346		0		0			1,346

Total equity		470,024		693,615		(693,615	)		470,024

Total	$	1,042,862	$	815,047	$	(696,749	)	$	1,161,160


	CONSOLIDATING CONDENSED BALANCE SHEET June 29, 2013 (in thousands) (unaudited)
	Parent		Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Cash and cash equivalents	$	18,109	$	2,373	$	0		$	20,482
Short term investments		17,820		0		0			17,820
Accounts receivable, net		69,602		178,236		(4,188	)		243,650
Inventories		135,301		277,769		0			413,070
Prepaid expenses and other assets		24,040		29,711		0			53,751

Total current assets		264,872		488,089		(4,188	)		748,773
Land, buildings, improvements and equipment, net		82,107		108,814		0			190,921
Goodwill		0		210,223		0			210,223
Investment in guarantors		733,748		0		(733,748	)		0
Deferred income taxes and other assets		53,049		41,670		0			94,719

Total	$	1,133,776	$	848,796	$	(737,936	)	$	1,244,636

LIABILITIES AND EQUITY
Accounts payable	$	46,305	$	70,196	$	(4,188	)	$	112,313
Accrued expenses and other current liabilities		50,276		43,142		0			93,418

Total current liabilities		96,581		113,338		(4,188	)		205,731
Long-term debt		509,397		33		0			509,430
Other long-term obligations		36,168		1,677		0			37,845
Shareholders’ equity attributable to Central Garden & Pet Co.		489,946		733,748		(733,748	)		489,946
Noncontrolling interest		1,684		0		0			1,684

Total equity		491,630		733,748		(733,748	)		491,630

Total	$	1,133,776	$	848,796	$	(737,936	)	$	1,244,636

Consolidating Condensed Statement of Cash Flows Based on Company's Understanding of SEC's Interpretation

	CONSOLIDATING CONDENSED STATEMENT OF CASH FLOWS Nine Months Ended June 28, 2014 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries			Eliminations			Consolidated
Net cash provided (used) by operating activities	$	47,393		$	64,735		$	(43,277	)	$	68,851

Additions to property and equipment		(7,210	)		(6,497	)		0			(13,707	)
Proceeds from sale of property and equipment		0			5,171			0			5,171
Proceeds from short term investments		3,600			0			0			3,600
Payments to acquire companies		0			(20,262	)		0			(20,262	)
Investment in guarantor subsidiaries		(461	)		(42,816	)		43,277			0

Net cash provided (used) by investing activities		(4,071	)		(64,404	)		43,277			(25,198	)

Repayments of long-term debt		(172	)		(110	)		0			(282	)
Borrowings under revolving line of credit		278,000			0			0			278,000
Repayments under revolving line of credit		(301,000	)		0			0			(301,000	)
Repurchase of common stock		(1,190	)		0			0			(1,190	)
Proceeds from issuance of common stock		594			0			0			594
Payment of deferred financing costs		(3,090	)		0			0			(3,090	)
Distribution to minority interest		(633	)		0			0			(633	)
Excess tax benefits from stock-based awards		422			0			0			422

Net cash provided (used) by financing activities		(27,069	)		(110	)		0			(27,179	)
Effect of exchange rate changes on cash		351			(135	)		0			216

Net increase (decrease) in cash and cash equivalents		16,604			86			0			16,690
Cash and cash equivalents at beginning of period		12,441			2,715			0			15,156

Cash and cash equivalents at end of period	$	29,045		$	2,801		$	0		$	31,846



	CONSOLIDATING CONDENSED STATEMENT OF CASH FLOWS Nine Months Ended June 29, 2013 (in thousands) (unaudited)
	Parent			Guarantor Subsidiaries			Eliminations			Consolidated
Net cash provided (used) by operating activities	$	11		$	(14,977	)	$	(50,492	)	$	(65,458	)

Additions to property and equipment		(8,965	)		(10,569	)		0			(19,534	)
Proceeds from short term investments		4,885			0			0			4,885
Payment to acquire companies		0			(4,835	)		0			(4,835	)
Investment in guarantor subsidiaries		(79,386	)		28,894			50,492			0

Net cash provided (used) by investing activities		(83,466	)		13,490			50,492			(19,484	)

Repayments of long-term debt		(161	)		(96	)		0			(257	)
Borrowings under revolving line of credit		281,000			0			0			281,000
Repayments under revolving line of credit		(221,000	)		0			0			(221,000	)
Repurchase of common stock		(2,625	)		0			0			(2,625	)
Proceeds from issuance of common stock		560			0			0			560
Distribution to minority interest		(629	)		0			0			(629	)
Excess tax benefits from stock-based awards		345			0			0			345

Net cash provided (used) by financing activities		57,490			(96	)		0			57,394
Effect of exchange rate changes on cash		(588	)		143			0			(445	)

Net increase (decrease) in cash and cash equivalents		(26,553	)		(1,440	)		0			(27,993	)
Cash and cash equivalents at beginning of period		44,662			3,813			0			48,475

Cash and cash equivalents at end of period	$	18,109		$	2,373		$	0		$	20,482