CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF THE COMPANY AND SUBSIDIARIES (Tables)

9 Months Ended

Sep. 30, 2014

CONDENSED CONSOLIDATING BALANCE SHEET

As of September 30, 2014

(in thousands)


	Parent		Combined Subsidiary Guarantors		Consolidating Adjustments and Other			Total Consolidated Amounts
ASSETS
Cash and cash equivalents	$	10,334	$	38,513	$	—		$	48,847
Accounts receivable, net of allowance		184,445		240,877		(132,856	)		292,466
Current deferred tax assets		—		11,443		(13	)		11,430
Prepaid expenses and other current assets		74,107		31,423		(78,605	)		26,925
Assets held for sale		4,145		—		—			4,145

Total current assets		273,031		322,256		(211,474	)		383,813
Property and equipment, net		2,458,764		155,500		—			2,614,264
Restricted cash		1,116		1,591		—			2,707
Investment in direct financing lease		3,811		—		—			3,811
Goodwill		—		16,110		—			16,110
Non-current deferred tax assets		—		5,055		(518	)		4,537
Other assets		261,040		47,451		(232,583	)		75,908

Total assets	$	2,997,762	$	547,963	$	(444,575	)	$	3,101,150

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable and accrued expenses	$	253,266	$	135,422	$	(140,926	)	$	247,762
Income taxes payable		84		805		—			889
Current deferred tax liabilities		13		—		(13	)		—
Note payable to an affiliate		—		70,500		(70,500	)		—
Current liabilities of discontinued operations		—		53		—			53

Total current liabilities		253,363		206,780		(211,439	)		248,704
Long-term debt		1,240,000		115,000		(115,000	)		1,240,000
Non-current deferred tax liabilities		518		—		(518	)		—
Other liabilities		1,588		108,565		—			110,153

Total liabilities		1,495,469		430,345		(326,957	)		1,598,857

Total stockholders’ equity		1,502,293		117,618		(117,618	)		1,502,293

Total liabilities and stockholders’ equity	$	2,997,762	$	547,963	$	(444,575	)	$	3,101,150

CONDENSED CONSOLIDATING BALANCE SHEET

As of December 31, 2013

(in thousands)


	Parent		Combined Subsidiary Guarantors		Consolidating Adjustments and Other			Total Consolidated Amounts
ASSETS
Cash and cash equivalents	$	31,647	$	46,262	$	—		$	77,909
Accounts receivable, net of allowance		203,018		178,894		(136,955	)		244,957
Current deferred tax assets		2		9,239		—			9,241
Prepaid expenses and other current assets		7,580		22,856		(9,824	)		20,612
Current assets of discontinued operations		—		15		—			15

Total current assets		242,247		257,266		(146,779	)		352,734
Property and equipment, net		2,450,028		96,585		—			2,546,613
Restricted cash		1,016		4,573		—			5,589
Investment in direct financing lease		5,473		—		—			5,473
Goodwill		—		16,110		—			16,110
Non-current deferred tax assets		—		3,633		(555	)		3,078
Other assets		245,028		45,149		(212,349	)		77,828

Total assets	$	2,943,792	$	423,316	$	(359,683	)	$	3,007,425

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable and accrued expenses	$	234,277	$	164,745	$	(146,745	)	$	252,277
Income taxes payable		—		1,243		—			1,243
Current liabilities of discontinued operations		—		886		—			886

Total current liabilities		234,277		166,874		(146,745	)		254,406
Long-term debt		1,205,000		115,000		(115,000	)		1,205,000
Deferred tax liabilities		555		—		(555	)		—
Other liabilities		1,453		44,059		—			45,512

Total liabilities		1,441,285		325,933		(262,300	)		1,504,918

Total stockholders’ equity		1,502,507		97,383		(97,383	)		1,502,507

Total liabilities and stockholders’ equity	$	2,943,792	$	423,316	$	(359,683	)	$	3,007,425

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

For the three months ended September 30, 2014

(in thousands)

Parent

Combined
Subsidiary
Guarantors

Consolidating
Adjustments
and Other

Total
Consolidated
Amounts

REVENUES

319,127

310,597

(221,250

)

408,474

EXPENSES:

Operating

226,820

277,142

(221,250

)

282,712

General and administrative

8,719

18,916

—

27,635

Depreciation and amortization

20,389

7,888

—

28,277

255,928

303,946

(221,250

)

338,624

OPERATING INCOME

63,199

6,651

—

69,850

OTHER (INCOME) EXPENSE:

Interest expense, net

8,821

1,555

—

10,376

Other (income) expense

250

(61

)

(332

)

(143

)

9,071

1,494

(332

)

10,233

INCOME FROM CONTINUING

OPERATIONS BEFORE INCOME TAXES

54,128

5,157

332

59,617

Income tax expense

(208

)

(1,863

)

—

(2,071

)

INCOME FROM CONTINUING OPERATIONS

53,920

3,294

332

57,546

Income from equity in subsidiaries

3,626

—

(3,626

)

—

NET INCOME

57,546

3,294

(3,294

)

57,546

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

For the three months ended September 30, 2013

(in thousands)


	Parent			Combined Subsidiary Guarantors			Consolidating Adjustments and Other			Total Consolidated Amounts
REVENUES	$	312,837		$	337,548		$	(228,919	)	$	421,466

EXPENSES:
Operating		232,380			298,028			(228,919	)		301,489
General and administrative		6,954			16,616			—			23,570
Depreciation and amortization		19,268			8,883			—			28,151
Asset impairments		—			985			—			985

		258,602			324,512			(228,919	)		354,195

OPERATING INCOME		54,235			13,036			—			67,271

OTHER (INCOME) EXPENSE:
Interest expense, net		8,877			1,501			—			10,378
Other (income) expense		(275	)		111			(20	)		(184	)

		8,602			1,612			(20	)		10,194

INCOME FROM CONTINUING
OPERATIONS BEFORE INCOME TAXES		45,633			11,424			20			57,077
Income tax expense		(217	)		(4,354	)		—			(4,571	)

INCOME FROM CONTINUING OPERATIONS		45,416			7,070			20			52,506
Income from equity in subsidiaries		6,427			—			(6,427	)		—
Loss from discontinued operations, net of taxes		—			(663	)		—			(663	)

NET INCOME	$	51,843		$	6,407		$	(6,407	)	$	51,843

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

For the nine months ended September 30, 2014

(in thousands)

Parent

Combined
Subsidiary
Guarantors

Consolidating
Adjustments
and Other

Total
Consolidated
Amounts

REVENUES

939,686

936,352

(652,648

)

1,223,390

EXPENSES:

Operating

671,914

838,436

(652,648

)

857,702

General and administrative

25,648

53,938

—

79,586

Depreciation and amortization

60,266

25,147

—

85,413

Asset impairments

2,238

—

2,238

760,066

917,521

(652,648

)

1,024,939

OPERATING INCOME

179,620

18,831

—

198,451

OTHER (INCOME) EXPENSE:

Interest expense, net

26,232

2,856

—

29,088

Other (income) expense

(589

)

(641

)

(1,143

)

26,319

2,267

(641

)

27,945

INCOME FROM CONTINUING

OPERATIONS BEFORE INCOME TAXES

153,301

16,564

641

170,506

Income tax expense

(342

)

(5,148

)

—

(5,490

)

INCOME FROM CONTINUING OPERATIONS

152,959

11,416

641

165,016

Income from equity in subsidiaries

12,057

—

(12,057

)

—

NET INCOME

165,016

11,416

(11,416

)

165,016

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

For the nine months ended September 30, 2013

(in thousands)


	Parent		Combined Subsidiary Guarantors			Consolidating Adjustments and Other			Total Consolidated Amounts
REVENUES	$	945,213	$	1,007,279		$	(689,298	)	$	1,263,194

EXPENSES:
Operating		704,221		888,789			(689,298	)		903,712
General and administrative		24,649		55,513			—			80,162
Depreciation and amortization		56,855		26,348			—			83,203
Asset impairments		—		985			—			985

		785,725		971,635			(689,298	)		1,068,062

OPERATING INCOME		159,488		35,644			—			195,132

OTHER (INCOME) EXPENSE:
Interest expense, net		29,593		5,263			—			34,856
Expenses associated with debt refinancing transactions		28,563		7,965			—			36,528
Other (income) expense		45		(107	)		(58	)		(120	)

		58,201		13,121			(58	)		71,264

INCOME FROM CONTINUING
OPERATIONS BEFORE INCOME TAXES		101,287		22,523			58			123,868
Income tax benefit (expense)		137,981		(4,728	)		—			133,253

INCOME FROM CONTINUING OPERATIONS		239,268		17,795			58			257,121
Income from equity in subsidiaries		14,096		—			(14,096	)		—
Loss from discontinued operations, net of taxes		—		(3,757	)		—			(3,757	)

NET INCOME	$	253,364	$	14,038		$	(14,038	)	$	253,364

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the nine months ended September 30, 2014

(in thousands)

Parent

Combined
Subsidiary
Guarantors

Consolidating
Adjustments
And Other

Total
Consolidated
Amounts

Net cash provided by (used in) operating activities

253,232

(4,543

)

—

248,689

Net cash used in investing activities

(130,102

)

(81,892

)

70,500

(141,494

)

Net cash provided by (used in) financing activities

(144,443

)

78,676

(70,500

)

(136,267

)

Net decrease in cash and cash equivalents

(21,313

)

(7,759

)

—

(29,072

)

CASH AND CASH EQUIVALENTS, beginning of period

31,647

46,272

—

77,919

CASH AND CASH EQUIVALENTS, end of period

10,334

38,513

—

48,847

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the nine months ended September 30, 2013

(in thousands)


	Parent			Combined Subsidiary Guarantors			Consolidating Adjustments And Other			Total Consolidated Amounts
Net cash provided by operating activities	$	165,603		$	118,001		$	—		$	283,604
Net cash provided by (used in) investing activities		(52,887	)		(44,681	)		15,000			(82,568	)
Net cash used in financing activities		(61,708	)		(117,002	)		(15,000	)		(193,710	)

Net increase (decrease) in cash and cash equivalents		51,008			(43,682	)		—			7,326
CASH AND CASH EQUIVALENTS, beginning of period		—			62,897			—			62,897

CASH AND CASH EQUIVALENTS, end of period	$	51,008		$	19,215		$	—		$	70,223