Guarantor Subsidiaries

6 Months Ended

Jun. 30, 2011

Guarantor Subsidiaries

Guarantor Subsidiaries

NOTE 13—GUARANTOR SUBSIDIARIES

The Company filed a registration statement which became effective in 2010. The registration statement registers certain securities, including debt securities which may be guaranteed by certain of Carmike Cinemas, Inc.'s subsidiaries and may be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended.

Carmike Cinemas, Inc. may sell debt securities and if so, it is expected that such securities would be fully and unconditionally guaranteed, on a joint and several basis, by the following 100% directly or indirectly owned subsidiaries: Eastwynn Theatres, Inc., George G. Kerasotes Corporation, GKC Indiana Theatres, Inc., GKC Michigan Theatres, Inc., GKC Theatres, Inc., and Military Services, Inc. Therefore, the Company is providing the following condensed consolidating financial statement information as of June 30, 2011 and December 31, 2010 and for the three and six months ended June 30, 2011 and June 30, 2010 in accordance with SEC Regulation S-X Rule 3-10, Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered:

CONDENSED CONSOLIDATING BALANCE SHEET

	As of June 30, 2011
	Carmike Cinemas, Inc			Guarantor Subsidiaries			Eliminations			Consolidated
Assets:
Current assets:
Cash and cash equivalents	$	13,124		$	8,110		$	—		$	21,234
Restricted cash		56			—			—			56
Accounts receivable		4,390			347			—			4,737
Inventories		713			2,465			—			3,178
Prepaid expenses and other assets		3,710			4,295			—			8,005
Total current assets		21,993			15,217			—			37,210
Property and equipment:
Land		13,438			40,863			—			54,301
Buildings and building improvements		47,970			225,062			—			273,032
Leasehold improvements		16,544			103,622			—			120,166
Assets under capital leases		8,675			39,530			—			48,205
Equipment		59,053			154,130			—			213,183
Construction in progress		985			1,757			—			2,742
Total property and equipment		146,665			564,964			—			711,629
Accumulated depreciation and amortization		(74,547	)		(278,272	)		—			(352,819	)
Property and equipment, net of accumulated depreciation		72,118			286,692			—			358,810
Intercompany receivables		119,492			—			(119,492	)		—
Investment in subsidiaries		78,892			—			(78,892	)		—
Intangible assets, net of accumulated amortization		—			580			—			580
Investment in unconsolidated affiliates		6,820									6,820
Other		11,780			7,550			—			19,330
Total assets	$	311,095		$	310,039		$	(198,384	)	$	422,750
Liabilities and stockholders' equity:
Current liabilities:
Accounts payable	$	23,142		$	321		$	—		$	23,463
Accrued expenses		20,170			11,676			—			31,846
Current maturities of long-term debt, capital leases and long-term financing obligations		2,440			1,518			—			3,958
Total current liabilities		45,752			13,515			—			59,267
Long-term liabilities:
Long-term debt, less current maturities		207,592			—			—			207,592
Capital leases and long-term financing obligations, less current maturities		28,367			87,035			—			115,402
Intercompany liabilities		—			119,492			(119,492	)		—
Deferred revenue		34,586			—			—			34,586
Other		6,026			11,105			—			17,131
Total long-term liabilities		276,571			217,632			(119,492	)		374,711
Stockholders' (deficit) equity:
Preferred Stock		—			—			—			—
Common Stock		401			1			(1	)		401
Treasury stock		(11,657	)		—			—			(11,657	)
Paid-in capital		290,173			237,800			(237,800	)		290,173
Accumulated deficit		(290,145	)		(158,909	)		158,909			(290,145	)
Total stockholders' (deficit) equity		(11,228	)		78,892			(78,892	)		(11,228	)
Total liabilities and stockholders' (deficit) equity	$	311,095		$	310,039		$	(198,384	)	$	422,750

CONDENSED CONSOLIDATING BALANCE SHEET

	As of December 31, 2010
	Carmike Cinemas, Inc			Guarantor Subsidiaries			Eliminations			Consolidated
Assets:
Current assets:
Cash and cash equivalents	$	3,418		$	9,648		$	—		$	13,066
Restricted cash		335			—			—			335
Accounts receivable		4,255			185			—			4,440
Screenvision receivable		30,000			—			—			30,000
Inventories		526			2,215			—			2,741
Prepaid expenses and other assets		2,402			4,294			—			6,696
Total current assets		40,936			16,342			—			57,278
Property and equipment:
Land		13,716			40,887			—			54,603
Buildings and building improvements		48,437			224,519			—			272,956
Leasehold improvements		16,523			103,797			—			120,320
Assets under capital leases		8,675			42,249			—			50,924
Equipment		56,788			153,541			—			210,329
Construction in progress		724			1,700			—			2,424
Total property and equipment		144,863			566,693			—			711,556
Accumulated depreciation and amortization		(72,446	)		(270,926	)		—			(343,372	)
Property and equipment, net of accumulated depreciation		72,417			295,767			—			368,184
Intercompany receivables		133,202			—			(133,202	)		—
Investment in subsidiaries		79,444			—			(79,444	)		—
Intangible assets, net of accumulated amortization		—			612			—			612
Investments in unconsolidated affiliates		8,093									8,093
Other		12,792			7,799			—			20,591
Total assets	$	346,884		$	320,520		$	(212,646	)	$	454,758
Liabilities and stockholders' equity:
Current liabilities:
Accounts payable	$	20,492		$	1,168		$	—		$	21,660
Accrued expenses		21,561			5,870			—			27,431
Current maturities of long-term debt, capital leases and long-term financing obligations		2,652			1,588			—			4,240
Total current liabilities		44,705			8,626			—			53,331
Long-term liabilities:
Long-term debt, less current maturities		233,092			—			—			233,092
Capital leases and long-term financing obligations, less current maturities		28,477			87,559			—			116,036
Intercompany liabilities		—			133,202			(133,202	)		—
Deferred revenue		35,150			—			—			35,150
Other		5,361			11,689			—			17,050
Total long-term liabilities		302,080			232,450			(133,202	)		401,328
Stockholders' equity:
Preferred Stock		—			—			—			—
Common Stock		400			1			(1	)		400
Treasury stock		(11,657	)		—			—			(11,657	)
Paid-in capital		288,986			237,800			(237,800	)		288,986
Accumulated deficit		(277,630	)		(158,357	)		158,357			(277,630	)
Total stockholders' equity		99			79,444			(79,444	)		99
Total liabilities and stockholders' equity	$	346,884		$	320,520		$	(212,646	)	$	454,758

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended June 30, 2011
	Carmike Cinemas, Inc			Guarantor Subsidiaries			Eliminations			Consolidated
Revenues:
Admissions	$	14,278		$	70,756		$	—		$	85,034
Concessions and other		14,738			38,756			(6,363	)		47,131
Total operating revenues		29,016			109,512			(6,363	)		132,165
Operating costs and expenses:
Film exhibition costs		7,921			38,889			—			46,810
Concession costs		986			4,378			—			5,364
Other theatre operating costs		10,466			45,730			(6,363	)		49,833
General and administrative expenses		3,984			512			—			4,496
Severance agreement charges		845			—			—			845
Depreciation and amortization		1,694			6,201			—			7,895
Loss on sale of property and equipment		68			12			—			80
Write-off of note receivable		750			—			—			750
Impairment of long-lived assets		786			378			—			1,164
Total operating costs and expenses		27,500			96,100			(6,363	)		117,237
Operating income		1,516			13,412			—			14,928
Interest expense		2,738			5,893			—			8,631
Equity in earnings of subsidiaries		(7,513	)		—			7,513			—
Income before income tax, income from unconsolidated subsidiaries and discontinued operations		6,291			7,519			(7,513	)		6,297
Income tax expense		815			—			—			815
Income from unconsolidated affiliates		(407	)		(90	)		—			(497	)
Income from continuing operations		5,883			7,609			(7,513	)		5,979
Loss from discontinued operations		—			96			—			96
Net income	$	5,883		$	7,513		$	(7,513	)	$	5,883

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

	Three Months Ended June 30, 2010
	Carmike Cinemas, Inc			Guarantor Subsidiaries			Eliminations			Consolidated
Revenues:
Admissions	$	14,293		$	69,685		$	—		$	83,978
Concessions and other		13,693			34,744			(6,155	)		42,282
Total operating revenues		27,986			104,429			(6,155	)		126,260
Operating costs and expenses:
Film exhibition costs		8,249			39,461			—			47,710
Concession costs		878			4,015			—			4,893
Other theatre operating costs		10,202			48,849			(6,155	)		52,896
General and administrative expenses		3,845			649			—			4,494
Depreciation and amortization		1,631			6,317			—			7,948
(Gain) loss on sale of property and equipment		1			(20	)		—			(19	)
Impairment of long-lived assets		171			2,954			—			3,125
Total operating costs and expenses		24,977			102,225			(6,155	)		121,047
Operating income		3,009			2,204			—			5,213
Interest expense		2,818			6,959			—			9,777
Equity in loss of subsidiaries		4,954			—			(4,954	)		—
Loss on extinguishment of debt		7			—			—			7
Loss before income tax and discontinued operations		(4,770	)		(4,755	)		4,954			(4,571	)
Income tax expense		1,732			402			—			2,134
Loss from continuing operations		(6,502	)		(5,157	)		4,954			(6,705	)
(Income) loss from discontinued operations		10			(203	)		—			(193	)
Net loss	$	(6,512	)	$	(4,954	)	$	4,954		$	(6,512	)

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

	Six Months Ended June 30, 2011
	Carmike Cinemas, Inc			Guarantor Subsidiaries			Eliminations			Consolidated
Revenues:
Admissions	$	25,353		$	120,938		$	—		$	146,291
Concessions and other		26,485			66,831			(11,265	)		82,051
Total operating revenues		51,838			187,769			(11,265	)		228,342
Operating costs and expenses:
Film exhibition costs		13,783			65,204			—			78,987
Concession costs		1,739			7,517			—			9,256
Other theatre operating costs		20,565			89,920			(11,265	)		99,220
General and administrative expenses		8,169			1,060			—			9,229
Severance agreement charges		845			—			—			845
Depreciation and amortization		3,299			12,406			—			15,705
Loss (gain) on sale of property and equipment		67			(7	)		—			60
Write-off of note receivable		750			—			—			750
Impairment of long-lived assets		909			416			—			1,325
Total operating costs and expenses		50,126			176,516			(11,265	)		215,377
Operating income		1,712			11,253			—			12,965
Interest expense		5,976			11,808			—			17,784
Equity in loss of subsidiaries		520			—			(520	)		—
Loss before income tax, loss (income) from unconsolidated subsidiaries and discontinued operations		(4,784	)		(555	)		520			(4,819	)
Income tax expense		7,287			—			—			7,287
Loss (income) from unconsolidated affiliates		444			(140	)		—			304
Loss from continuing operations		(12,515	)		(415	)		520			(12,410	)
Loss from discontinued operations		—			(105	)		—			(105	)
Net loss	$	(12,515	)	$	(520	)	$	520		$	(12,515	)

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS

	Six Months Ended June 30, 2010
	Carmike Cinemas, Inc			Guarantor Subsidiaries			Eliminations			Consolidated
Revenues:
Admissions	$	29,349		$	136,267		$	—		$	165,616
Concessions and other		27,641			68,270			(12,029	)		83,882
Total operating revenues		56,990			204,537			(12,029	)		249,498
Operating costs and expenses:
Film exhibition costs		16,848			76,820			—			93,668
Concession costs		1,686			7,339			—			9,025
Other theatre operating costs		21,130			97,129			(12,029	)		106,230
General and administrative expenses		8,026			1,278			—			9,304
Depreciation and amortization		3,248			12,669			—			15,917
Loss (gain) on sale of property and equipment		16			(8	)		—			8
Impairment of long-lived assets		171			3,441			—			3,612
Total operating costs and expenses		51,125			198,668			(12,029	)		237,764
Operating income		5,865			5,869			—			11,734
Interest expense		5,541			13,124			—			18,665
Equity in loss of subsidiaries		7,573			—			(7,573	)		—
Loss on extinguishment of debt		2,568			—			—			2,568
Loss before income tax and discontinued operations		(9,817	)		(7,255	)		7,573			(9,499	)
Income tax expense		132			387			—			519
Loss from continuing operations		(9,949	)		(7,642	)		7,573			(10,018	)
(Income) loss from discontinued op erations		13			(69	)		—			(56	)
Net loss	$	(9,962	)	$	(7,573	)	$	7,573		$	(9,962	)

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

	For the Six Months Ended June 30, 2011
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations		Consolidated
Net cash provided by operating activities	$	24,870		$	16,534		$	—	$	41,404
Cash flows from investing activities:
Purchases of property and equipment		(2,293	)		(3,955	)				(6,248	)
Proceeds from sale of property and equipment		6			438					444
Other investing activities		279			—					279
Net cash used in investing activities		(2,008	)		(3,517	)				(5,525	)
Cash flows from financing activities:
Issuance of long-term debt		—			—					—
Repayments of long-term debt		(26,279	)		(844	)				(27,123	)
Intercompany Receivable/Payable		13,711			(13,711	)				—
Other financing activies		(588	)		0					(588	)
Net cash used in financing activities		(13,156	)		(14,555	)		—		(27,711	)
Increase / (decrease) in cash and cash equivalents		9,706			(1,538	)		—		8,168
Cash and cash equivalents at beginning of period		3,418			9,648					13,066
Cash and cash equivalents at end of period	$	13,124		$	8,110		$	—	$	21,234

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

	For the Six Months Ended June 30, 2010
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations		Consolidated
Net cash provided by operating activities	$	5,165		$	12,290		$	—	$	17,455
Cash flows from investing activities:
Purchases of property and equipment		(1,142	)		(4,471	)				(5,613	)
Proceeds from sale of property and equipment		3			771					774
Other investing activities		307			—					307
Net cash used in investing activities		(832	)		(3,700	)				(4,532	)
Cash flows from financing activities:
Short-term borrowings		5,000			—					5,000
Repayments of short-term borrowings		(5,000	)		—					(5,000	)
Issuance of long-term debt		262,350			—					262,350
Repayments of long-term debt		(272,100	)		—					(272,100	)
Repayments of capital leases and long-term financing obligations		(75	)		(709	)				(784	)
Intercompany receivable/payable		(1,028	)		1,028					—
Other financing activities		(9,712	)		—					(9,712	)
Net cash (used in) provided by financing activities		(20,565	)		319			—		(20,246	)
Increase / (decrease) in cash and cash equivalents		(16,232	)		8,909			—		(7,323	)
Cash and cash equivalents at beginning of period		16,232			9,464					25,696
Cash and cash equivalents at end of period	$	—		$	18,373		$	—	$	18,373