Condensed Consolidating Financial Statements of Guarantors of the Notes (Tables)

12 Months Ended

Sep. 30, 2012

Condensed Consolidating Financial Statements of Guarantors of the Notes

Schedule of condensed consolidating balance sheet

Successor
Condensed Consolidating Balance Sheet
As of September 30, 2012

	Parent Company			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	183,661		$	14,589	$	116,886		$	—		$	315,136
Accounts receivable, net		—			130,281		29,814			—			160,095
Intercompany		1,106,055			—		257,151			(1,363,206	)		—
Inventories		—			546,032		173,564			—			719,596
Deferred income taxes		—			25,609		633			—			26,242
Other current assets		6,000			28,997		29,329			—			64,326
Total current assets		1,295,716			745,508		607,377			(1,363,206	)		1,285,395
Property, plant and equipment, net		61,640			297,009		154,030			—			512,679
Goodwill		—			813,187		407,128			—			1,220,315
Intangible assets, net		—			1,605,290		346,514			—			1,951,804
Other assets		—			85,860		1,194			—			87,054
Intercompany loan receivable		355,141			40,734		—			(395,875	)		—
Investments in subsidiaries		2,913,403			—		—			(2,913,403	)		—
Total assets	$	4,625,900		$	3,587,588	$	1,516,243		$	(4,672,484	)	$	5,057,247
Liabilities and Stockholder's Equity
Current liabilities:
Current portion of long-term debt	$	—		$	—	$	—		$	—		$	—
Accounts payable		—			154,374		58,174			—			212,548
Intercompany		—			1,363,211		—			(1,363,211	)		—
Accrued expenses and other current liabilities		13,751			111,489		65,112			—			190,352
Total current liabilities		13,751			1,629,074		123,286			(1,363,211	)		402,900
Intercompany loan payable		—			—		395,870			(395,870	)		—
Long-term debt, net of current portion		2,157,500			—		—			—			2,157,500
Deferred income taxes		717,959			—		8,447			—			726,406
Other liabilities		31,458			9,576		24,175			—			65,209
Total liabilities		2,920,668			1,638,650		551,778			(1,759,081	)		3,352,015
Commitments and contingencies
Stockholder's Equity:
Common stock		—			—		—			—			—
Capital in excess of par		1,554,883			352,019		301,271			(653,290	)		1,554,883
Retained earnings		168,943			1,596,919		664,157			(2,261,076	)		168,943
Accumulated other comprehensive (loss)/income		(18,594	)		—		(963	)		963			(18,594	)
Total stockholder's equity		1,705,232			1,948,938		964,465			(2,913,403	)		1,705,232
Total liabilities and stockholder's equity	$	4,625,900		$	3,587,588	$	1,516,243		$	(4,672,484	)	$	5,057,247

Successor
Condensed Consolidating Balance Sheet
As of September 30, 2011

	Parent Company			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	261,098		$	3,288	$	128,949		$	—		$	393,335
Accounts receivable, net		—			112,841		25,190			—			138,031
Intercompany		1,454,068			—		111,471			(1,565,539	)		—
Inventories		—			517,121		150,262			—			667,383
Deferred income taxes		—			23,706		634			—			24,340
Other current assets		—			31,615		24,523			—			56,138
Current assets of discontinued operations		—			—		15,018			—			15,018
Total current assets		1,715,166			688,571		456,047			(1,565,539	)		1,294,245
Property, plant and equipment, net		46,507			287,356		140,709			—			474,572
Goodwill		—			813,315		398,884			—			1,212,199
Intangible assets, net		—			1,645,970		340,431			—			1,986,401
Other assets		—			106,622		58			—			106,680
Intercompany loan receivable		325,985			40,734		—			(366,719	)		—
Investments in subsidiaries		2,609,651			—		—			(2,609,651	)		—
Noncurrent assets of discontinued operations		—			—		25,173			—			25,173
Total assets	$	4,697,309		$	3,582,568	$	1,361,302		$	(4,541,909	)	$	5,099,270
Liabilities and Stockholder's Equity
Current liabilities:
Current portion of long-term debt	$	17,500		$	—	$	—		$	—		$	17,500
Accounts payable		—			131,307		54,848			—			186,155
Intercompany		—			1,565,539		—			(1,565,539	)		—
Accrued expenses and other current liabilities		11,262			123,242		51,673			—			186,177
Current liabilities of discontinued operations		—			—		4,714			—			4,714
Total current liabilities		28,762			1,820,088		111,235			(1,565,539	)		394,546
Intercompany loan payable		—			—		366,718			(366,718	)		—
Long-term debt, net of current portion		2,369,375			—		—			—			2,369,375
Deferred income taxes		742,968			—		7,630			—			750,598
Other liabilities		19,309			12,936		15,225			—			47,470
Noncurrent liabilities of discontinued operations		—			—		386			—			386
Total liabilities		3,160,414			1,833,024		501,194			(1,932,257	)		3,562,375
Commitments and contingencies
Stockholder's Equity:
Common stock		—			—		—			—			—
Capital in excess of par		1,552,188			352,020		301,271			(653,291	)		1,552,188
Retained earnings		22,472			1,397,524		572,993			(1,970,517	)		22,472
Accumulated other comprehensive (loss)/income		(37,765	)		—		(14,156	)		14,156			(37,765	)
Total stockholder's equity		1,536,895			1,749,544		860,108			(2,609,652	)		1,536,895
Total liabilities and stockholder's equity	$	4,697,309		$	3,582,568	$	1,361,302		$	(4,541,909	)	$	5,099,270

Schedule of condensed consolidating statement of income

Successor
Condensed Consolidating Statement of Income
Year Ended September 30, 2012

	Parent Company			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,173,443	$	947,941		$	(121,651	)	$	2,999,733
Costs and expenses:
Cost of sales		—			1,303,122		426,965			(121,651	)		1,608,436
Advertising, promotion and catalog		—			134,076		30,222			—			164,298
Selling, general and administrative		77,156			431,047		324,426			—			832,629
		77,156			1,868,245		781,613			(121,651	)		2,605,363
Income/(loss) from operations		(77,156	)		305,198		166,328			—			394,370
Other income (expense):
Equity in income of subsidiaries		290,559			—		—			(290,559	)		—
Intercompany interest		4,769			—		(4,769	)		—			—
Interest		(158,584	)		—		—			—			(158,584	)
Miscellaneous, net		365			1,564		(2,932	)		—			(1,003	)
		137,109			1,564		(7,701	)		(290,559	)		(159,587	)
Income from continuing operations before income taxes		59,953			306,762		158,627			(290,559	)		234,783
(Benefit)/provision for income taxes		(86,518	)		107,367		44,415			—			65,264
Income before discontinued operations		146,471			199,395		114,212			(290,559	)		169,519
Loss from discontinued operations, net of income taxes		—			—		(23,048	)		—			(23,048	)
Net income	$	146,471		$	199,395	$	91,164		$	(290,559	)	$	146,471

Successor
Condensed Consolidating Statement of Income
Year Ended September 30, 2011

	Parent Company			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,129,211	$	867,339		$	(132,123	)	$	2,864,427
Costs and expenses:
Cost of sales		—			1,349,302		424,708			(132,123	)		1,641,887
Advertising, promotion and catalog		—			120,882		31,139			—			152,021
Selling, general and administrative		73,315			404,659		310,745			—			788,719
Merger expenses		43,857			—		622			—			44,479
		117,172			1,874,843		767,214			(132,123	)		2,627,106
Income/(loss) from operations		(117,172	)		254,368		100,125			—			237,321
Other income (expense):
Equity in income of subsidiaries		227,054			—		—			(227,054	)		—
Intercompany interest		10,608			—		(10,608	)		—			—
Interest		(195,527	)		—		(39	)		—			(195,566	)
Miscellaneous, net		(33	)		4,977		(3,011	)		—			1,933
		42,102			4,977		(13,658	)		(227,054	)		(193,633	)
Income/(loss) from continuing operations before income taxes		(75,070	)		259,345		86,467			(227,054	)		43,688
(Benefit)/provision for income taxes		(104,989	)		90,769		25,209			—			10,989
Income before discontinued operations		29,919			168,576		61,258			(227,054	)		32,699
Loss from discontinued operations, net of income taxes		—			—		(2,780	)		—			(2,780	)
Net income	$	29,919		$	168,576	$	58,478		$	(227,054	)	$	29,919

Predecessor
Condensed Consolidating Statement of Income
Year Ended September 30, 2010

	Parent Company			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,067,065	$	712,495		$	(73,723	)	$	2,705,837
Costs and expenses:
Cost of sales		—			1,225,826		320,992			(73,723	)		1,473,095
Advertising, promotion and catalog		—			112,827		23,936			—			136,763
Selling, general and administrative		74,129			355,011		265,663			—			694,803
Merger expenses		45,903			—		—			—			45,903
		120,032			1,693,664		610,591			(73,723	)		2,350,564
Income/(loss) from operations		(120,032	)		373,401		101,904			—			355,273
Other income (expense):
Equity in income of subsidiaries		308,889			—		—			(308,889	)		—
Intercompany interest		8,754			—		(8,754	)		—			—
Interest		(29,388	)		—		(720	)		—			(30,108	)
Miscellaneous, net		123			4,445		(441	)		—			4,127
		288,378			4,445		(9,915	)		(308,889	)		(25,981	)
Income from continuing operations before income taxes		168,346			377,846		91,989			(308,889	)		329,292
(Benefit)/provision for income taxes		(45,324	)		132,245		27,349			—			114,270
Income before discontinued operations		213,670			245,601		64,640			(308,889	)		215,022
Loss from discontinued operations, net of income taxes		—			—		(1,352	)		—			(1,352	)
Net income	$	213,670		$	245,601	$	63,288		$	(308,889	)	$	213,670

Schedule of consolidating statement of cash flows

Successor
Condensed Consolidating Statement of Cash Flows
Fiscal Year Ended September 30, 2012

	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Income from continuing operations	$	146,471		$	199,395		$	91,164		$	(290,559	)	$	146,471
Adjustments to reconcile net income to net cash and cash equivalents provided by operating activities:
Equity in earnings of subsidiaries		(290,559	)		—			—			290,559			—
Impairments and disposals of assets, net		—			266			498			—			764
Loss from discontinued operations		—			—			23,048			—			23,048
Depreciation of property, plant and equipment		5,275			37,603			15,433			—			58,311
Amortization of intangible assets		—			40,680			3,280			—			43,960
Foreign currency translation gain		(12	)		—			(277	)		—			(289	)
Stock-based compensation		2,482			72			126			—			2,680
Amortization of financing fees		14,411			—			—			—			14,411
Write off of financing fees		9,289			—			—			—			9,289
Allowance for doubtful accounts		—			297			—			—			297
Inventory reserves		—			(2,652	)		—			—			(2,652	)
Deferred income taxes		—			(23,852	)		6,795			—			(17,057	)
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable		—			(18,843	)		(3,537	)		—			(22,380	)
Inventories		—			(28,139	)		(16,651	)		—			(44,790	)
Other assets		—			2,066			(4,213	)		—			(2,147	)
Accounts payable		—			14,220			1,877			—			16,097
Accrued expenses and other liabilities		—			(14,924	)		20,415			—			5,491
Intercompany accounts		279,288			(153,706	)		(125,582	)		—			—
Cash provided by operating activities of continuing operations		166,645			52,483			12,376			—			231,504
Cash provided by operating activities of discontinued operations		—			—			2,546			—			2,546
Net cash provided by operating activities		166,645			52,483			14,922			—			234,050
Cash flows from investing activities:
Purchase of property, plant and equipment		(20,287	)		(41,182	)		(24,845	)		—			(86,314	)
Net proceeds from sale of discontinued operations		515			—			—			—			515
Net cash used in investing activities of continuing operations		(19,772	)		(41,182	)		(24,845	)		—			(85,799	)
Cash flows from financing activities:
Principal payments under long-term debt agreements and capital leases		(224,325	)		—			(5,050	)		—			(229,375	)
Proceeds from stock options exercised		15			—			—			—			15
Net cash used in financing activities		(224,310	)		—			(5,050	)		—			(229,360	)
Effect of exchange rate changes on cash and cash equivalents		—			—			1,839			—			1,839
Net (decrease) increase in cash and cash equivalents		(77,437	)		11,301			(13,134	)		—			(79,270	)
Change in cash for discontinued operations		—			—			1,071			—			1,071
Cash and cash equivalents at beginning of year		261,098			3,288			128,949			—			393,335
Cash and cash equivalents at end of year	$	183,661		$	14,589		$	116,886		$	—		$	315,136

Successor
Condensed Consolidating Statement of Cash Flows
Fiscal Year Ended September 30, 2011

	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Income from continuing operations	$	29,919		$	168,576		$	58,478		$	(227,054	)	$	29,919
Adjustments to reconcile net income to net cash and cash equivalents provided by operating activities:
Equity in earnings of subsidiaries		(227,054	)		—			—			227,054			—
Impairments and disposals of assets, net		—			1,555			549			—			2,104
Loss from discontinued operations		—			—			2,780			—			2,780
Depreciation of property, plant and equipment		4,840			36,211			14,538			—			55,589
Amortization of intangible assets		—			40,405			3,681			—			44,086
Foreign currency translation loss/(gain)		(331	)		—			395			—			64
Stock-based compensation		1,506			179			103			—			1,788
Amortization of financing fees		15,076			—			—			—			15,076
Write off of financing fees		20,824			—			—			—			20,824
Allowance for doubtful accounts		—			5,468			—			—			5,468
Amortization of incremental inventory fair value		—			83,952			38,152			—			122,104
Inventory reserves		—			22,364			—			—			22,364
Deferred income taxes		—			(30,934	)		—			—			(30,934	)
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable		—			(10,132	)		440			—			(9,692	)
Inventories		—			(10,887	)		(28,047	)		—			(38,934	)
Other assets		—			4,303			4,640			—			8,943
Accounts payable		—			25,261			2,840			—			28,101
Accrued expenses and other liabilities		—			(14,936	)		18,018			—			3,082
Intercompany accounts		321,271			(297,364	)		(23,907	)		—			—
Cash provided by operating activities of continuing operations		166,051			24,021			92,660			—			282,732
Cash provided by operating activities of discontinued operations		—			—			1,905			—			1,905
Net cash provided by operating activities		166,051			24,021			94,565			—			284,637
Cash flows from investing activities:
Purchase of property, plant and equipment		(1,652	)		(17,443	)		(24,904	)		—			(43,999	)
Cash paid for acquisitions		(3,983,806	)		(3,196	)		(807	)		—			(3,987,809	)
Cash used in investing activities of continuing operations		(3,985,458	)		(20,639	)		(25,711	)		—			(4,031,808	)
Cash used in investing activities of discontinued operations		—			—			(235	)		—			(235	)
Net cash used in investing activities		(3,985,458	)		(20,639	)		(25,946	)		—			(4,032,043	)
Cash flows from financing activities:
Principal payments under long-term debt agreements and capital leases		(13,125	)		(429	)		—			—			(13,554	)
Payments for financing fees		(138,227	)		—			—			—			(138,227	)
Proceeds from borrowings		2,400,000			—			—			—			2,400,000
Capital contribution		1,550,400			—			—			—			1,550,400
Cash provided by (used in) financing activities of continuing operations		3,799,048			(429	)		—			—			3,798,619
Cash used in financing activities of disontinued operations		—			—			(381	)		—			(381	)
Net cash provided by (used in) financing activities		3,799,048			(429	)		(381	)		—			3,798,238
Effect of exchange rate changes on cash and cash equivalents		—			335			(3,244	)		—			(2,909	)
Net (decrease) increase in cash and cash equivalents		(20,359	)		3,288			64,994			—			47,923
Change in cash for discontinued operations		—			—			3,734			—			3,734
Cash and cash equivalents at beginning of year		281,457			—			60,221			—			341,678
Cash and cash equivalents at end of year	$	261,098		$	3,288		$	128,949		$	—		$	393,335

Predecessor
Condensed Consolidating Statement of Cash Flows
Fiscal Year Ended September 30, 2010

	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Cash flows from operating activities:
Income from continuing operations	$	213,670		$	245,601		$	63,288		$	(308,889	)	$	213,670
Adjustments to reconcile net income to net cash and cash equivalents provided by operating activities:
Equity in earnings of subsidiaries		(308,889	)		—			—			308,889			—
Impairments and disposals of assets, net		—			10,033			384			—			10,417
Loss from discontinued operations		—			—			1,352						1,352
Depreciation of property, plant and equipment		4,909			30,548			12,048			—			47,505
Amortization of intangible assets		—			14,324			1,517						15,841
Foreign currency translation loss/(gain)		1,234			—			(192	)		—			1,042
Stock-based compensation		21,865			617			627			—			23,109
Amortization of financing fees		1,412			—			—			—			1,412
Allowance for doubtful accounts		—			1,256			—			—			1,256
Inventory reserves		—			934			—			—			934
Deferred income taxes		—			(17,751	)		4,751			—			(13,000	)
Excess income tax benefit from exercise of stock options		(6,646	)		—			—			—			(6,646	)
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable		—			21,759			1,229			—			22,988
Inventories		—			(5,106	)		(13,267	)		—			(18,373	)
Other assets		—			2,890			(6,645	)		—			(3,755	)
Accounts payable		—			(4,959	)		22,109			—			17,150
Accrued expenses and other liabilities		—			39,131			12,977			—			52,108
Intercompany accounts		353,896			(317,852	)		(36,044	)		—			—
Cash provided by operating activities of continuing operations		281,451			21,425			64,134			—			367,010
Cash provided by operating activities of discontinued operations		—			—			4,742			—			4,742
Net cash provided by operating activities		281,451			21,425			68,876			—			371,752
Cash flows from investing activities:
Purchase of property, plant and equipment		(1,829	)		(21,279	)		(46,346	)		—			(69,454	)
Proceeds from sale of investments		2,000			—			—			—			2,000
Cash paid for acquisitions, net of cash acquired		—			—			(14,200	)		—			(14,200	)
Cash provided by (used in) investing activities of continuing operations		171			(21,279	)		(60,546	)		—			(81,654	)
Cash provided by investing activities of discontinued operations								(449	)					(449	)
Net cash provided by (used in) investing activities		171			(21,279	)		(60,995	)		—			(82,103	)
Cash flows from financing activities:
Principal payments under long-term debt agreements and capital leases		(56,264	)		(146	)		—			—			(56,410	)
Termination of interest rate swaps		(5,813	)		—			—			—			(5,813	)
Payments for financing fees		(1,524	)		—			—			—			(1,524	)
Excess income tax benefit from exercise of stock options		6,646			—			—			—			6,646
Proceeds from stock options exercised		10,621			—			—			—			10,621
Cash used in financing activities of continuing operations		(46,334	)		(146	)		—			—			(46,480	)
Cash used in financing activities of discontinued operations		—			—			(747	)		—			(747	)
Net cash used in financing activities		(46,334	)		(146	)		(747	)		—			(47,227	)
Effect of exchange rate changes on cash and cash equivalents		—			—			(1,940	)		—			(1,940	)
Net increase in cash and cash equivalents		235,288			—			5,194			—			240,482
Change in cash for discontinued operations		—			—			2,350			—			2,350
Cash and cash equivalents at beginning of year		46,169			—			52,677			—			98,846
Cash and cash equivalents at end of year	$	281,457		$	—		$	60,221		$	—		$	341,678