Guarantor Subsidiaries (Tables)

12 Months Ended

Dec. 31, 2014

CONDENSED CONSOLIDATING BALANCE SHEET


	As of December 31, 2014
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations			Consolidated
Assets:
Current assets:
Cash and cash equivalents	$	65,630		$	31,907		$	—		$	97,537
Restricted cash		395			—			—			395
Accounts receivable		17,148			14,678			(13,191	)		18,635
Inventories		670			3,063			—			3,733
Deferred income tax asset		2,470			2,221			—			4,691
Prepaid expenses and other current assets		22,281			10,771			(14,921	)		18,131

Total current assets		108,594			62,640			(28,112	)		143,122

Property and equipment:
Land		7,858			42,029			—			49,887
Buildings and building improvements		46,545			297,173			—			343,718
Leasehold improvements		23,253			164,180			—			187,433
Assets under capital leases		8,675			41,723			—			50,398
Equipment		69,430			212,306			—			281,736
Construction in progress		10,284			16,425			—			26,709

Total property and equipment		166,045			773,836			—			939,881
Accumulated depreciation and amortization		(88,247	)		(350,131	)		—			(438,378	)

Property and equipment, net of accumulated depreciation		77,798			423,705			—			501,503
Intercompany receivables		142,108			—			(142,108	)		—
Investments in subsidiaries		178,207			—			(178,207	)		—
Goodwill		46,946			78,569			—			125,515
Intangible assets, net of accumulated amortization		69			2,938			—			3,007
Investments in unconsolidated affiliates		4,195			884			—			5,079
Deferred income tax asset		51,994			49,853			—			101,847
Other		11,626			6,403			—			18,029

Total assets	$	621,537		$	624,992		$	(348,427	)	$	898,102

Liabilities and stockholders’ equity:
Current liabilities:
Accounts payable	$	32,449		$	22,923		$	(13,191	)	$	42,181
Accrued expenses		16,005			31,479			(14,921	)		32,563
Deferred revenue		8,238			15,275			—			23,513
Current maturities of capital leases and long-term financing obligations		1,179			8,488			—			9,667

Total current liabilities		57,871			78,165			(28,112	)		107,924

Long-term liabilities:
Long-term debt		209,690			—			—			209,690
Capital leases and long-term financing obligations, less current maturities		31,444			198,759			—			230,203
Intercompany liabilities		—			142,108			(142,108	)		—
Deferred revenue		30,669			—			—			30,669
Other		3,318			27,753			—			31,071

Total long-term liabilities		275,121			368,620			(142,108	)		501,633

Stockholders’ equity:
Preferred stock		—			—			—			—
Common stock		744			1			(1	)		744
Treasury stock		(13,565	)		—			—			(13,565	)
Paid-in capital		493,587			269,635			(269,635	)		493,587
Accumulated deficit		(192,221	)		(91,429	)		91,429			(192,221	)

Total stockholders’ equity		288,545			178,207			(178,207	)		288,545

Total liabilities and stockholders’ equity	$	621,537		$	624,992		$	(348,427	)	$	898,102

CONDENSED CONSOLIDATING BALANCE SHEET


	As of December 31, 2013
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations			Consolidated
Assets:
Current assets:
Cash and cash equivalents	$	99,153		$	44,714		$	—		$	143,867
Restricted cash		352			—			—			352
Accounts receivable		7,282			9,138			(7,907	)		8,513
Inventories		766			2,925			—			3,691
Deferred income tax asset		4,162			—			(324	)		3,838
Prepaid expenses and other current assets		9,071			9,314			(3,740	)		14,645

Total current assets		120,786			66,091			(11,971	)		174,906

Property and equipment:
Land		12,080			41,902			—			53,982
Buildings and building improvements		48,104			292,855			—			340,959
Leasehold improvements		22,040			142,035			—			164,075
Assets under capital leases		8,675			40,995			—			49,670
Equipment		70,045			183,845			—			253,890
Construction in progress		3,613			3,588			—			7,201

Total property and equipment		164,557			705,220			—			869,777
Accumulated depreciation and amortization		(84,861	)		(317,161	)		—			(402,022	)

Property and equipment, net of accumulated depreciation		79,696			388,059			—			467,755
Intercompany receivables		112,209			—			(112,209	)		—
Investments in subsidiaries		175,042			—			(175,042	)		—
Goodwill		6,912			67,465			—			74,377
Intangible assets, net of accumulated amortization		—			957			—			957
Investments in unconsolidated affiliates		6,188			885			—			7,073
Deferred income tax asset		56,858			43,185			—			100,043
Other		12,922			6,588			—			19,510

Total assets	$	570,613		$	573,230		$	(299,222	)	$	844,621

Liabilities and stockholders’ equity:
Current liabilities:
Accounts payable	$	34,766		$	16,462		$	(7,907	)	$	43,321
Accrued expenses		693			30,677			(4,064	)		27,306
Deferred revenue		9,038			6,235			—			15,273
Current maturities of capital leases and long-term financing obligations		836			6,034			—			6,870

Total current liabilities		45,333			59,408			(11,971	)		92,770

Long-term liabilities:
Long-term debt		209,619			—			—			209,619
Capital leases and long-term financing obligations, less current maturities		32,497			206,266			—			238,763
Intercompany liabilities		—			112,209			(112,209	)		—
Deferred revenue		31,827			—			—			31,827
Other		5,526			20,305			—			25,831

Total long-term liabilities		279,469			338,780			(112,209	)		506,040

Stockholders’ equity:
Preferred stock		—			—			—			—
Common stock		698			1			(1	)		698
Treasury stock		(11,914	)		—			—			(11,914	)
Paid-in capital		440,306			260,013			(260,013	)		440,306
Accumulated deficit		(183,279	)		(84,972	)		84,972			(183,279	)

Total stockholders’ equity		245,811			175,042			(175,042	)		245,811

Total liabilities and stockholders’ equity	$	570,613		$	573,230		$	(299,222	)	$	844,621

Condensed Consolidating Statement of Operations

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS


	Year Ended December 31, 2014
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations			Consolidated
Revenues:
Admissions	$	62,342		$	364,870		$	—		$	427,212
Concessions and other		82,169			222,658			(42,110	)		262,717

Total operating revenues		144,511			587,528			(42,110	)		689,929

Operating costs and expenses:
Film exhibition costs		34,492			200,965			—			235,457
Concession costs		4,527			25,783			—			30,310
Salaries and benefits		14,791			77,163			—			91,954
Theatre occupancy costs		12,622			74,254			—			86,876
Other theatre operating costs		23,307			139,828			(42,110	)		121,025
General and administrative expenses		28,480			3,788			—			32,268
Depreciation and amortization		8,775			40,459			—			49,234
(Gain) loss on sale of property and equipment		(1,914	)		463			—			(1,451	)
Impairment of long-lived assets		21			3,191			—			3,212

Total operating costs and expenses		125,101			565,894			(42,110	)		648,885

Operating income		19,410			21,634			—			41,044
Interest expense		21,997			29,710			—			51,707
Equity in loss of subsidiaries		6,230			—			(6,230	)		—

Loss before income tax and income from unconsolidated affiliates		(8,817	)		(8,076	)		6,230			(10,663	)
Income tax expense (benefit)		102			(1,509	)		—			(1,407	)
(Loss) income from unconsolidated affiliates		(23	)		389			—			366

Loss from continuing operations		(8,942	)		(6,178	)		6,230			(8,890	)
Loss from discontinued operations		—			(52	)		—			(52	)

Net loss	$	(8,942	)	$	(6,230	)	$	6,230		$	(8,942	)

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS


	Year Ended December 31, 2013
	Carmike Cinemas, Inc.			Guarantor Subsidiaries		Eliminations			Consolidated
Revenues:
Admissions	$	55,410		$	343,200	$	—		$	398,610
Concessions and other		67,472			200,504		(31,751	)		236,225

Total operating revenues		122,882			543,704		(31,751	)		634,835

Operating costs and expenses:
Film exhibition costs		30,740			189,520		—			220,260
Concession costs		4,396			24,656		—			29,052
Salaries and benefits		12,937			70,048		—			82,985
Theatre occupancy charges		7,666			58,985		—			66,651
Other theatre operating costs		20,132			112,419		(31,751	)		100,800
General and administrative expenses		23,521			2,317		—			25,838
Lease termination charges		—			3,063		—			3,063
Severance agreement charges		253			—		—			253
Depreciation and amortization		7,843			34,535		—			42,378
Loss on sale of property and equipment		2			273		—			275
Impairment of long-lived assets		43			3,683		—			3,726

Total operating costs and expenses		107,533			499,499		(31,751	)		575,281

Operating income		15,349			44,205		—			59,554
Interest expense		21,630			27,916		—			49,546
Equity in income of subsidiaries		(8,466	)		—		8,466			—

Income before income tax and income from unconsolidated affiliates		2,185			16,289		(8,466	)		10,008
Income tax (benefit) expense		(2,442	)		8,546		—			6,104
Income from unconsolidated affiliates		1,252			391		—			1,643

Income from continuing operations		5,879			8,134		(8,466	)		5,547
(Loss) income from discontinued operations		(126	)		332		—			206

Net income	$	5,753		$	8,466	$	(8,466	)	$	5,753

CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS


	Year Ended December 31, 2012
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations			Consolidated
Revenues:
Admissions	$	56,132		$	283,461		$	—		$	339,593
Concessions and other		58,506			161,205			(25,391	)		194,320

Total operating revenues		114,638			444,666			(25,391	)		533,913

Operating costs and expenses:
Film exhibition costs		29,959			154,149			—			184,108
Concession costs		3,970			19,050			—			23,020
Salaries and benefits		12,544			57,495			—			70,039
Theatre occupancy charges		8,709			47,273			—			55,982
Other theatre operating costs		19,360			88,967			(25,391	)		82,936
General and administrative expenses		22,259			2,288			—			24,547
Severance agreement charges		473			—			—			473
Depreciation and amortization		7,201			26,072			—			33,273
Loss on sale of property and equipment		778			190			—			968
Impairment of long-lived assets		606			3,621			—			4,227

Total operating costs and expenses		105,859			399,105			(25,391	)		479,573

Operating income		8,779			45,561			—			54,340
Interest expense		20,885			15,119			—			36,004
Loss on extinguishment of debt		4,961			—			—			4,961
Equity in income of subsidiaries		(61,378	)		—			61,378			—

Income before income tax and income from unconsolidated affiliates		44,311			30,442			(61,378	)		13,375
Income tax (benefit) expense		(51,406	)		(29,498	)		—			(80,904	)
Income from unconsolidated affiliates		860			344			—			1,204

Income from continuing operations		96,577			60,284			(61,378	)		95,483
(Loss) income from discontinued operations		(269	)		1,094			—			825

Net income	$	96,308		$	61,378		$	(61,378	)	$	96,308

Condensed Consolidating Statement of Cash Flows

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS


	For the Year Ended December 31, 2014
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(2,272	)	$	41,275		$	—		$	39,003

Cash flows from investing activities:
Purchases of property and equipment		(4,933	)		(54,746	)		—			(59,679	)
Theatre acquistions		(2,338	)		(13,808	)		—			(16,146	)
Investment in unconsolidated affiliates		—			(109	)		—			(109	)
Proceeds from sale of property and equipment		7,305			41			—			7,346
Other investing activities		(43	)		—			—			(43	)
Intercompany receivable		(29,899	)		—			29,899			—

Net cash used in investing activities		(29,908	)		(68,622	)		29,899			(68,631	)

Cash flows from financing activities:
Repayments of long-term debt		—			(9,099	)		—			(9,099	)
Repayments of capital leases and long-term financing obligations		(836	)		(6,260	)		—			(7,096	)
Issuance of common stock		55			—			—			55
Proceeds from exercise of stock options		18			—			—			18
Excess tax benefits from share-based payment arrangements		1,071			—			—			1,071
Purchase of treasury stock		(1,651	)		—			—			(1,651	)
Intercompany payable		—			29,899			(29,899	)		—

Net cash (used in) provided by financing activities		(1,343	)		14,540			(29,899	)		(16,702	)

Decrease in cash and cash equivalents		(33,523	)		(12,807	)		—			(46,330	)
Cash and cash equivalents at beginning of period		99,153			44,714			—			143,867

Cash and cash equivalents at end of period	$	65,630		$	31,907		$	—		$	97,537

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS


	For the Year Ended December 31, 2013
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations			Consolidated
Net cash provided by operating activities	$	15,762		$	54,924		$	—		$	70,686

Cash flows from investing activities:
Purchases of property and equipment		(7,718	)		(30,094	)		—			(37,812	)
Theatre acquistions		(8,760	)		(34,168	)		—			(42,928	)
Investment in unconsolidated affiliates		—			(20	)		—			(20	)
Proceeds from sale of property and equipment		6			1,798			—			1,804
Other investing activities		(59	)		—			—			(59	)
Intercompany receivable		(36,828	)		—			36,828			—

Net cash used in investing activities		(53,359	)		(62,484	)		36,828			(79,015	)

Cash flows from financing activities:
Repayments of capital leases and long-term financing obligations		(440	)		(3,992	)		—			(4,432	)
Issuance of common stock		88,043			—			—			88,043
Proceeds from exercise of stock options		125			—			—			125
Excess tax benefits from share-based payment arrangements		103			—			—			103
Purchase of treasury stock		(174	)		—			—			(174	)
Intercompany payable		—			36,828			(36,828	)		—

Net cash provided by financing activities		87,657			32,836			(36,828	)		83,665

Increase in cash and cash equivalents		50,060			25,276			—			75,336
Cash and cash equivalents at beginning of period		49,093			19,438			—			68,531

Cash and cash equivalents at end of period	$	99,153		$	44,714		$	—		$	143,867

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS


	For the Year Ended December 31, 2012
	Carmike Cinemas, Inc.			Guarantor Subsidiaries			Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(46,871	)	$	99,180		$	—		$	52,309

Cash flows from investing activities:
Purchases of property and equipment		(14,340	)		(20,719	)		—			(35,059	)
Theatre acquistion		—			(22,237	)		—			(22,237	)
Investment in unconsolidated affiliates		—			(55	)		—			(55	)
Proceeds from sale of property and equipment		2,066			2,675			—			4,741
Other investing activities		38			—			—			38
Intercompany receivable		47,690			—			(47,690	)		—

Net cash provided by (used in) investing activities		35,454			(40,336	)		(47,690	)		(52,572	)

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		209,500			—			—			209,500
Repayments of long-term debt		(200,229	)		—			—			(200,229	)
Debt issuance costs		(8,621	)		—			—			(8,621	)
Repayments of capital leases and long-term financing obligations		(348	)		(1,709	)		—			(2,057	)
Issuance of common stock		56,566			—			—			56,566
Excess tax benefits from share-based payment arrangements		76			—			—			76
Purchase of treasury stock		(57	)		—			—			(57	)
Intercompany payable		—			(47,690	)		47,690			—

Net cash provided by (used in) financing activities		56,887			(49,399	)		47,690			55,178

Increase in cash and cash equivalents		45,470			9,445			—			54,915
Cash and cash equivalents at beginning of period		3,623			9,993			—			13,616

Cash and cash equivalents at end of period	$	49,093		$	19,438		$	—		$	68,531