CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION

3 Months Ended

Dec. 31, 2013

Consolidating Guarantor And Non Guarantor Financial Information [Abstract]

Consolidating Guarantor And Non Guarantor Financial Information [Text Block]

NOTE 20 — CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION

Griffon’s Senior Notes are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by the domestic assets of Clopay Building Products Company, Inc., Clopay Plastic Products Company, Inc., Telephonics Corporation, Ames True Temper, Inc. and ATT Southern, Inc. In accordance with Rule 3-10 of Regulation S-X promulgated under the Securities Act of 1933, presented below are condensed consolidating financial information as of December 31, 2013 and September 30, 2013 and for the three ended December 31, 2013 and 2012. The financial information may not necessarily be indicative of results of operations or financial position had the guarantor companies or non-guarantor companies operated as independent entities. The guarantor companies and the non-guarantor companies include the consolidated financial results of their wholly-owned subsidiaries accounted for under the equity method.

CONDENSED CONSOLIDATING BALANCE SHEETS

 At December 31, 2013

	Parent Company			Guarantor Companies		Non-Guarantor Companies		Elimination			Consolidation
CURRENT ASSETS
Cash and equivalents	$	32,424		$	21,955	$	40,995	$	—		$	95,374
Accounts receivable, net of allowances		—			198,472		75,489		(28,715	)		245,246
Contract costs and recognized income not yet billed, net of progress payments		—			111,010		343		—			111,353
Inventories, net		—			205,617		61,327		(23	)		266,921
Prepaid and other current assets		(1,180	)		21,424		19,635		10,561			50,440
Assets of discontinued operations		—			—		1,212		—			1,212
Total Current Assets		31,244			558,478		199,001		(18,177	)		770,546
PROPERTY, PLANT AND EQUIPMENT, net		1,213			251,606		102,496		—			355,315
GOODWILL		—			288,147		80,390		—			368,537
INTANGIBLE ASSETS, net		—			159,278		66,801		—			226,079
INTERCOMPANY RECEIVABLE		537,068			883,208		624,044		(2,044,320	)		—
EQUITY INVESTMENTS IN SUBSIDIARIES		2,230,698			545,847		2,720,505		(5,497,050	)		—
OTHER ASSETS		45,329			50,896		7,630		(75,234	)		28,621
ASSETS OF DISCONTINUED OPERATIONS		—			—		3,061		—			3,061
Total Assets	$	2,845,552		$	2,737,460	$	3,803,928	$	(7,634,781	)	$	1,752,159
CURRENT LIABILITIES
Notes payable and current portion of long-term debt	$	1,515		$	1,090	$	15,455	$	—		$	18,060
Accounts payable and accrued liabilities		27,886			169,672		70,051		(19,011	)		248,598
Liabilities of discontinued operations		—			—		3,142		—			3,142
Total Current Liabilities		29,401			170,762		88,648		(19,011	)		269,800
LONG-TERM DEBT, net of debt discounts		678,306			8,578		28,212		—			715,096
INTERCOMPANY PAYABLES		21,197			811,177		1,184,325		(2,016,699	)		—
OTHER LIABILITIES		63,765			152,629		25,534		(74,335	)		167,593
LIABILITIES OF DISCONTINUED OPERATIONS		—			—		4,577		—			4,577
Total Liabilities		792,669			1,143,146		1,331,296		(2,110,045	)		1,157,066
SHAREHOLDERS’ EQUITY		2,052,883			1,594,314		2,472,632		(5,524,736	)		595,093
Total Liabilities and Shareholders’ Equity	$	2,845,552		$	2,737,460	$	3,803,928	$	(7,634,781	)	$	1,752,159

CONDENSED CONSOLIDATING BALANCE SHEETS

At September 30, 2013

	Parent Company			Guarantor Companies		Non-Guarantor Companies		Elimination			Consolidation
CURRENT ASSETS
Cash and equivalents	$	68,994		$	25,343	$	83,793	$	—		$	178,130
Accounts receivable, net of allowances		—			213,506		76,241		(33,532	)		256,215
Contract costs and recognized income not yet billed, net of progress payments		—			109,683		145		—			109,828
Inventories, net		—			173,406		56,723		(9	)		230,120
Prepaid and other current assets		(712	)		21,854		17,330		10,431			48,903
Assets of discontinued operations		—			—		1,214		—			1,214
Total Current Assets		68,282			543,792		235,446		(23,110	)		824,410
PROPERTY, PLANT AND EQUIPMENT, net		972			248,973		103,648		—			353,593
GOODWILL		—			288,146		69,584		—			357,730
INTANGIBLE ASSETS, net		—			160,349		61,042		—			221,391
INTERCOMPANY RECEIVABLE		547,903			911,632		573,269		(2,032,804	)		—
EQUITY INVESTMENTS IN SUBSIDIARIES		2,217,864			533,742		2,718,956		(5,470,562	)		—
OTHER ASSETS		45,968			50,423		7,423		(75,234	)		28,580
ASSETS OF DISCONTINUED OPERATIONS		—			—		3,075		—			3,075
Total Assets	$	2,880,989		$	2,737,057	$	3,772,443	$	(7,601,710	)	$	1,788,779
CURRENT LIABILITIES
Notes payable and current portion of long-term debt	$	1,000		$	1,079	$	8,689	$	—		$	10,768
Accounts payable and accrued liabilities		41,121			182,765		70,427		(23,960	)		270,353
Liabilities of discontinued operations		—			—		3,288		—			3,288
Total Current Liabilities		42,121			183,844		82,404		(23,960	)		284,409
LONG-TERM DEBT, net of debt discounts		656,852			9,006		12,629		—			678,487
INTERCOMPANY PAYABLES		20,607			796,741		1,188,017		(2,005,365	)		—
OTHER LIABILITIES		65,455			153,970		25,578		(74,328	)		170,675
LIABILITIES OF DISCONTINUED OPERATIONS		—			—		4,744		—			4,744
Total Liabilities		785,035			1,143,561		1,313,372		(2,103,653	)		1,138,315
SHAREHOLDERS’ EQUITY		2,095,954			1,593,496		2,459,071		(5,498,057	)		650,464
Total Liabilities and Shareholders’ Equity	$	2,880,989		$	2,737,057	$	3,772,443	$	(7,601,710	)	$	1,788,779

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

For the Three Months Ended December 31, 2013

	Parent Company			Guarantor Companies			Non-Guarantor Companies			Elimination			Consolidation
Revenue	$	—		$	344,644		$	121,752		$	(12,938	)	$	453,458
Cost of goods and services		—			259,983			99,394			(11,422	)		347,955
Gross profit		—			84,661			22,358			(1,516	)		105,503
Selling, general and administrative expenses		6,331			68,381			14,574			(1,606	)		87,680
Restructuring and other related charges		—			764			78			—			842
Total operating expenses		6,331			69,145			14,652			(1,606	)		88,522
Income (loss) from operations		(6,331	)		15,516			7,706			90			16,981
Other income (expense)
Interest income (expense), net		(3,604	)		(6,998	)		(2,499	)		—			(13,101	)
Other, net		112			2,429			(1,173	)		(462	)		906
Total other income (expense)		(3,492	)		(4,569	)		(3,672	)		(462	)		(12,195	)
Income (loss) before taxes		(9,823	)		10,947			4,034			(372	)		4,786
Provision (benefit) for income taxes		(4,534	)		5,727			357			—			1,550
Income (loss) before equity in net income of subsidiaries		(5,289	)		5,220			3,677			(372	)		3,236
Equity in net income (loss) of subsidiaries		8,897			3,765			5,220			(17,882	)		—
Income (loss) from continuing operations	$	3,608		$	8,985		$	8,897		$	(18,254	)	$	3,236
Loss from operations of discontinued businesses		—			—			—			—			—
Benefit from income taxes		—			—			—			—			—
Loss from discontinued operations		—			—			—			—			—
Net income (loss)	$	3,608		$	8,985		$	8,897		$	(18,254	)	$	3,236
Net Income (loss)	$	3,608		$	8,985		$	8,897		$	(18,254	)	$	3,236
Other comprehensive income (loss), net of taxes		170			1,789			(4,780	)		—			(2,821	)
Comprehensive income (loss)	$	3,778		$	10,774		$	4,117		$	(18,254	)	$	415

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

For the Three Months Ended December 31, 2012

	Parent Company			Guarantor Companies			Non-Guarantor Companies			Elimination			Consolidation
Revenue	$	—		$	321,058		$	114,911		$	(12,220	)	$	423,749
Cost of goods and services		—			238,817			98,355			(11,093	)		326,079
Gross profit		—			82,241			16,556			(1,127	)		97,670
Selling, general and administrative expenses		7,456			61,651			14,622			(1,510	)		82,219
Restructuring and other related charges		—			1,108			—			—			1,108
Total operating expenses		7,456			62,759			14,622			(1,510	)		83,327
Income (loss) from operations		(7,456	)		19,482			1,934			383			14,343
Other income (expense)
Interest income (expense), net		(3,611	)		(6,880	)		(2,588	)		—			(13,079	)
Other, net		33			2,300			(1,385	)		(462	)		486
Total other income (expense)		(3,578	)		(4,580	)		(3,973	)		(462	)		(12,593	)
Income (loss) before taxes		(11,034	)		14,902			(2,039	)		(79	)		1,750
Provision (benefit) for income taxes		(5,367	)		6,199			360			—			1,192
Income (loss) before equity in net income of subsidiaries		(5,667	)		8,703			(2,399	)		(79	)		558
Equity in net income (loss) of subsidiaries		6,304			(2,363	)		8,703			(12,644	)		—
Net income (loss)	$	637		$	6,340		$	6,304		$	(12,723	)	$	558
Net Income (loss)	$	637		$	6,340		$	6,304		$	(12,723	)	$	558
Other comprehensive income (loss), net of taxes		1,603			4,423			837			—			6,863
Comprehensive income (loss)	$	2,240		$	10,763		$	7,141		$	(12,723	)	$	7,421

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

For the Three Months Ended December 31, 2013

	Parent Company			Guarantor Companies			Non-Guarantor Companies			Elimination			Consolidation
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	3,608		$	8,985		$	8,897		$	(18,254	)	$	3,236
Net cash provided by (used in) operating activities		(4,051	)		(42,977	)		22,634			—			(24,394	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property, plant and equipment		(320	)		(16,334	)		(1,262	)		—			(17,916	)
Acquired business, net of cash acquired		—			—			(23,666	)		—			(23,666	)
Intercompany distributions		10,000			(10,000	)		—			—			—
Proceeds from sale of assets		—			202			22			—			224
Net cash provided by (used in) investing activities		9,680			(26,132	)		(24,906	)		—			(41,358	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of shares for treasury		(55,189	)		—			—			—			(55,189	)
Proceeds from issuance of long-term debt		42,689			(152	)		15,098			—			57,635
Payments of long-term debt		(21,603	)		(266	)		(3,377	)		—			(25,246	)
Change in short-term borrowings		—			—			9,940			—			9,940
Financing costs		(91	)		—			(590	)		—			(681	)
Purchase of ESOP shares		(1,591	)		—			—			—			(1,591	)
Tax effect from exercise/vesting of equity awards, net		273			—			—			—			273
Dividend		(6,719	)		5,000			—			—			(1,719	)
Other, net		32			61,139			(61,140	)		—			31
Net cash provided by (used in) financing activities		(42,199	)		65,721			(40,069	)		—			(16,547	)
CASH FLOWS FROM DISCONTINUED OPERATIONS:
Net cash used in discontinued operations		—			—			(299	)		—			(299	)
Effect of exchange rate changes on cash and equivalents		—			—			(158	)		—			(158	)
NET DECREASE IN CASH AND EQUIVALENTS		(36,570	)		(3,388	)		(42,798	)		—			(82,756	)
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD		68,994			25,343			83,793			—			178,130
CASH AND EQUIVALENTS AT END OF PERIOD	$	32,424		$	21,955		$	40,995		$	—		$	95,374

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

For the Three Months Ended December 31, 2012

	Parent Company			Guarantor Companies			Non-Guarantor Companies			Elimination			Consolidation
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$	637		$	6,340		$	6,304		$	(12,723	)	$	558
Net cash provided by (used in) operating activities		(37,574	)		(9,117	)		14,189			—			(32,502	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property, plant and equipment		14			(16,663	)		(639	)		—			(17,288	)
Intercompany distributions		10,000			(10,000	)		—			—			—
Proceeds from sale of assets		—			1,055			—			—			1,055
Net cash provided by (used in) investing activities		10,014			(25,608	)		(639	)		—			(16,233	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Purchase of shares for treasury		(7,336	)		—			—			—			(7,336	)
Proceeds from issuance of long-term debt		—			303			—			—			303
Payments of long-term debt		(406	)		(256	)		(3,400	)		—			(4,062	)
Change in short-term borrowings		—			—			1,643			—			1,643
Tax effect from exercise/vesting of equity awards, net		150			—			—			—			150
Dividend		(1,464	)		—			—			—			(1,464	)
Other, net		185			18,601			(18,602	)		—			184
Net cash provided by (used in) financing activities		(8,871	)		18,648			(20,359	)		—			(10,582	)
CASH FLOWS FROM DISCONTINUED OPERATIONS:
Net cash used in discontinued operations		—			—			(463	)		—			(463	)
Effect of exchange rate changes on cash and equivalents		—			—			191			—			191
NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS		(36,431	)		(16,077	)		(7,081	)		—			(59,589	)
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD		125,093			34,782			49,779			—			209,654
CASH AND EQUIVALENTS AT END OF PERIOD	$	88,662		$	18,705		$	42,698		$	—		$	150,065