Condensed Consolidating Financial Statements

As discussed in Note 2, "Debt", the Company's 10.5% Senior Notes are fully and unconditionally guaranteed, jointly and severally, on a senior basis by certain of the Company's 100% owned domestic subsidiaries ("Guarantor Subsidiaries") and secured by a first priority lien on 51% of the capital stock of certain of the Company's foreign restricted subsidiaries ("Non-Guarantor Subsidiaries"). The Company's Guarantor Subsidiaries are not consistent with the Company's business groups or geographic operations; accordingly this basis of presentation is not intended to present the Company's financial condition, results of operations or cash flows for any purpose other than to comply with the specific requirements for subsidiary guarantor reporting. We are required to present condensed consolidating financial information in order for the subsidiary guarantors of the Company's public debt to be exempt from reporting under the Securities Exchange Act of 1934, as amended.

Condensed consolidating financial statements for the Company's Guarantor Subsidiaries and Non-Guarantor Subsidiaries are presented in the following tables (amounts in thousands):

Condensed Consolidating Balance Sheet

March 31, 2014



	Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Reclassifications and Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	616	$	22,200	$	35,113	$	—		$	57,929
Accounts receivable, net	—		49,462		49,485		—			98,947
Intercompany receivable	318,582		329,211		203,018		(850,811		)	—
Inventories, net	—		119,340		68,634		—			187,974
Prepaid expenses and other	3,146		15,286		21,380		(2,941		)	36,871
Deferred income taxes	—		1,022		5,673		—			6,695
Current assets of discontinued operations	—		—		12,160		—			12,160
Total current assets	322,344		536,521		395,463		(853,752		)	400,576
Property and equipment, net	329		104,874		187,445		—			292,648
Investments in NEC TOKIN	—		46,419		—		—			46,419
Investments in subsidiaries	402,090		424,386		30,285		(856,761		)	—
Goodwill	—		35,584		—		—			35,584
Intangible assets, net	—		28,380		8,804		—			37,184
Restricted cash	—		13,512		—		—			13,512
Deferred income taxes	—		1,010		5,768		—			6,778
Other assets	5,415		3,895		820		—			10,130
Noncurrent assets of discontinued operations	—		—		836		—			836
Long-term intercompany receivable	81,746		60,663		2,801		(145,210		)	—
Total assets	$	811,924	$	1,255,244	$	632,222	$	(1,855,723	)	$	843,667
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt	$	5,988	$	—	$	1,309	$	—		$	7,297
Accounts payable, trade	84		36,579		38,155		—			74,818
Intercompany payable	176,624		570,535		103,652		(850,811		)	—
Accrued expenses	34,236		13,698		28,534		—			76,468
Income taxes payable	—		2,909		1,012		(2,941		)	980
Current liabilities of discontinued operations	—		—		7,269		—			7,269
Total current liabilities	216,932		623,721		179,931		(853,752		)	166,832
Long-term debt, less current portion	372,251		6,449		12,592		—			391,292
Other non-current obligations	857		3,311		51,696		—			55,864
Deferred income taxes	—		3,258		1,945		—			5,203
Noncurrent liabilities of discontinued operations	—		—		2,592		—			2,592
Long-term intercompany payable	—		81,747		63,463		(145,210		)	—
Stockholders' equity	221,884		536,758		320,003		(856,761		)	221,884
Total liabilities and stockholders' equity	$	811,924	$	1,255,244	$	632,222	$	(1,855,723	)	$	843,667

Condensed Consolidating Balance Sheet

March 31, 2013



	Parent		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Reclassifications and Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	17,202	$	52,056	$	26,720	$	—		$	95,978
Accounts receivable, net	—		42,051		51,723		—			93,774
Intercompany receivable	287,513		251,524		150,376		(689,413		)	—
Inventories, net	—		126,286		72,602		—			198,888
Prepaid expenses and other	3,186		13,564		27,303		(2,952		)	41,101
Deferred income taxes	—		578		3,589		—			4,167
Current assets of discontinued operations	—		—		9,517		—			9,517
Total current assets	307,901		486,059		341,830		(692,365		)	443,425
Property and equipment, net	361		111,584		191,737		—			303,682
Investments in NEC TOKIN	—		52,738		—		—			52,738
Investment in subsidiaries	423,695		424,386		10,750		(858,831		)	—
Goodwill	—		35,584		—		—			35,584
Intangible assets, net	—		29,763		8,883		—			38,646
Restricted cash	—		17,397		—		—			17,397
Deferred income taxes	—		1,500		6,494		—			7,994
Other assets	6,741		3,173		235		—			10,149
Noncurrent assets of discontinued operations	—		—		1,976		—			1,976
Long-term intercompany receivable	75,919		56,338		2,800		(135,057		)	—
Total assets	$	814,617	$	1,218,522	$	564,705	$	(1,686,253	)	$	911,591
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt	$	9,561	$	16	$	1,216	$	—		$	10,793
Accounts payable, trade	61		37,444		33,269		—			70,774
Intercompany payable	100,947		481,707		106,759		(689,413		)	—
Accrued expenses	37,490		19,615		36,073		—			93,178
Income taxes payable	—		3,046		980		(2,952		)	1,074
Current liabilities of discontinued operations	—		—		5,661		—			5,661
Total current liabilities	148,059		541,828		183,958		(692,365		)	181,480
Long-term debt, less current portion	372,157		—		550		—			372,707
Other non-current obligations	17,485		3,899		47,638		—			69,022
Deferred income taxes	—		2,808		5,734		—			8,542
Noncurrent liabilities of discontinued operations	—		—		2,924		—			2,924
Long-term intercompany payable	—		75,919		59,138		(135,057		)	—
Stockholders' equity	276,916		594,068		264,763		(858,831		)	276,916
Total liabilities and stockholders' equity	$	814,617	$	1,218,522	$	564,705	$	(1,686,253	)	$	911,591

Condensed Consolidating Statements of Operations

Fiscal Year Ended March 31, 2014



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Reclassifications and Eliminations			Consolidated
Net sales	$	218		$	966,369		$	817,945		$	(950,866	)	$	833,666
Operating costs and expenses:
Cost of sales	1,336			878,308			729,105			(895,824		)	712,925
Selling, general and administrative expenses	41,359			61,896			47,643			(55,042		)	95,856
Research and development	229			16,849			7,388			—			24,466
Restructuring charges	—			2,858			11,264			—			14,122
Write down of long-lived assets	—			1,118			3,358			—			4,476
Net (gain) loss on sales and disposals of assets	—			(625		)	657			—			32
Net (gain) loss on intercompany asset transfer	—			14,564			(14,564		)	—			—
Total operating costs and expenses	42,924			974,968			784,851			(950,866		)	851,877
Operating income (loss)	(42,706		)	(8,599		)	33,094			—			(18,211		)
Interest income	(12		)	(4		)	(179		)	—			(195		)
Interest expense	40,069			1,130			(237		)	—			40,962
Other (income) expense, net	(40,642		)	36,741			1,220			—			(2,681		)
Equity in earnings of subsidiaries	26,332			—			—			(26,332		)	—
Income (loss) from continuing operations before income taxes and equity income from NEC TOKIN	(68,453		)	(46,466		)	32,290			26,332			(56,297		)
Income tax expense (benefit)	—			(1,302		)	2,784			—			1,482
Income (loss) from continuing operations before equity income from NEC TOKIN	(68,453		)	(45,164		)	29,506			26,332			(57,779		)
Equity loss from NEC TOKIN	—			(7,090		)	—			—			(7,090		)
Income (loss) from continuing operations	(68,453		)	(52,254		)	29,506			26,332			(64,869		)
Loss from discontinued operations	(50		)	(1,195		)	(2,389		)	—			(3,634		)
Net income (loss)	$	(68,503	)	$	(53,449	)	$	27,117		$	26,332		$	(68,503	)

Condensed Consolidating Statements of Comprehensive Income (Loss)

Fiscal Year Ended March 31, 2014



Comprehensive income (loss)	$	(62,676	)	$	(57,309	)	$	35,640	$	26,332	$	(58,013	)

Condensed Consolidating Statements of Operations

Fiscal Year Ended March 31, 2013



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Reclassifications and Eliminations			Consolidated
Net sales	$	—		$	905,755		$	843,938		$	(925,790	)	$	823,903
Operating costs and expenses:
Cost of sales	2,003			823,170			754,783			(882,880		)	697,076
Selling, general and administrative expenses	30,838			68,711			50,981			(42,910		)	107,620
Research and development	190			20,028			6,658			—			26,876
Restructuring charges	—			7,266			11,453			—			18,719
Write down of long-lived assets	—			438			7,144			—			7,582
Goodwill impairment	—			1,092			—			—			1,092
Net (gain) loss on sales and disposals of assets	3			98			(83		)	—			18
Total operating costs and expenses	33,034			920,803			830,936			(925,790		)	858,983
Operating income (loss)	(33,034		)	(15,048		)	13,002			—			(35,080		)
Interest income	(24		)	(43		)	(72		)	—			(139		)
Interest expense	40,651			972			(292		)	—			41,331
Other (income) expense, net	(27,233		)	27,623			(2,685		)	—			(2,295		)
Equity in earnings of subsidiaries	35,754			—			—			(35,754		)	—
Income (loss) from continuing operations before income taxes and equity income from NEC TOKIN	(82,182		)	(43,600		)	16,051			35,754			(73,977		)
Income tax expense	—			636			2,645			—			3,281
Income (loss) from continuing operations before equity income from NEC TOKIN	(82,182		)	(44,236		)	13,406			35,754			(77,258		)
Equity loss from NEC TOKIN	—			(1,254		)	—			—			(1,254		)
Income (loss) from continuing operations	(82,182		)	(45,490		)	13,406			35,754			(78,512		)
Loss from discontinued operations	—			—			(3,670		)	—			(3,670		)
Net income (loss)	$	(82,182	)	$	(45,490	)	$	9,736		$	35,754		$	(82,182	)

Condensed Consolidating Statements of Comprehensive Loss

Fiscal Year Ended March 31, 2013



Comprehensive income (loss)	$	(85,449	)	$	(43,519	)	$	6,706	$	35,754	$	(86,508	)

Condensed Consolidating Statements of Operations

Fiscal Year Ended March 31, 2012



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Reclassifications and Eliminations			Consolidated
Net sales	$	—		$	938,525		$	883,385		$	(897,858	)	$	924,052
Operating costs and expenses:
Cost of sales	799			799,659			804,464			(873,610		)	731,312
Selling, general and administrative expenses	30,741			60,872			39,783			(24,862		)	106,534
Research and development	—			21,283			6,482			—			27,765
Restructuring charges	—			2,255			11,999			—			14,254
Write down of long-lived assets	—			—			15,786			—			15,786
Net (gain) loss on sales and disposals of assets	—			384			(66		)	—			318
Total operating costs and expenses	31,540			884,453			878,448			(898,472		)	895,969
Operating income (loss)	(31,540		)	54,072			4,937			614			28,083
Interest income	(12		)	(58		)	(105		)	—			(175		)
Interest expense	27,375			459			733			—			28,567
Other (income) expense, net	(29,947		)	32,127			(986		)	(229		)	965
Equity in earnings of subsidiaries	(34,456		)	—			—			34,456			—
Income (loss) from continuing operations before income taxes	5,500			21,544			5,295			(33,613		)	(1,274		)
Income tax expense (benefit)	(1,192		)	(80		)	2,348			—			1,076
Income (loss) from continuing operations	6,692			21,624			2,947			(33,613		)	(2,350		)
Income from discontinued operations	—			—			9,042			—			9,042
Net income	$	6,692		$	21,624		$	11,989		$	(33,613	)	$	6,692

Condensed Consolidating Statements of Comprehensive Income (Loss)

Fiscal Year Ended March 31, 2012



Comprehensive income (loss)	$	1,646	$	20,641	$	7,483	$	(33,613	)	$	(3,843	)

Condensed Consolidating Statements of Cash Flows

Fiscal Year Ended March 31, 2014



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Reclassifications and Eliminations		Consolidated
Sources (uses) of cash and cash equivalents
Net cash provided by (used in) operating activities	$	7,724		$	(26,984	)	$	12,514		$	—	$	(6,746	)
Investing activities:
Capital expenditures	—			(13,348		)	(18,799		)	—		(32,147		)
Change in restricted cash	—			4,047			—			—		4,047
Proceeds from sale of assets	—			996			1,851			—		2,847
Net cash used in investing activities	—			(8,305		)	(16,948		)	—		(25,253		)
Financing activities:
Proceeds from revolving line of credit	—			9,000			12,000			—		21,000
Payments of revolving line of credit	—			(2,551		)	—			—		(2,551		)
Deferred acquisition payments	(20,977		)	(1,000		)	—			—		(21,977		)
Payments of long-term debt	(3,583		)	(16		)	—			—		(3,599		)
Proceeds from exercise of stock options	250			—			—			—		250
Net cash provided by (used in) financing activities	(24,310		)	5,433			12,000			—		(6,877		)
Net increase (decrease) in cash and cash equivalents	(16,586		)	(29,856		)	7,566			—		(38,876		)
Effect of foreign currency fluctuations on cash	—			—			827			—		827
Cash and cash equivalents at beginning of fiscal year	17,202			52,056			26,720			—		95,978
Cash and cash equivalents at end of fiscal year	$	616		$	22,200		$	35,113		$	—	$	57,929

Condensed Consolidating Statements of Cash Flows

Fiscal Year Ended March 31, 2013



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Reclassifications and Eliminations		Consolidated
Sources (uses) of cash and cash equivalents
Net cash provided by (used in) operating activities	$	(14,492	)	$	(43,099	)	$	34,764		$	—	$	(22,827	)
Investing activities:
Capital expenditures	—			(15,841		)	(30,333		)	—		(46,174		)
Investment in NEC TOKIN (excludes non cash investment)	—			(50,917		)	—			—		(50,917		)
Change in restricted cash	—			(15,284		)	—			—		(15,284		)
Proceeds from sale of assets	—			—			398			—		398
Net cash used in investing activities	—			(82,042		)	(29,935		)	—		(111,977		)
Financing activities:
Proceeds from issuance of debt	39,825			—			—			—		39,825
Deferred acquisition payments	(15,900		)	(1,000		)	—			—		(16,900		)
Payment of long-term debt	—			(8		)	(1,901		)	—		(1,909		)
Debt issuance costs	(275		)	—			—			—		(275		)
Proceeds from exercise of stock options	111			—			—			—		111
Net cash provided by (used in) financing activities	23,761			(1,008		)	(1,901		)	—		20,852
Net increase (decrease) in cash and cash equivalents	9,269			(126,149		)	2,928			—		(113,952		)
Effect of foreign currency fluctuations on cash	—			—			(591		)	—		(591		)
Cash and cash equivalents at beginning of fiscal year	7,933			178,205			24,383			—		210,521
Cash and cash equivalents at end of fiscal year	$	17,202		$	52,056		$	26,720		$	—	$	95,978

Condensed Consolidating Statements of Cash Flows

Fiscal Year Ended March 31, 2012



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Reclassifications and Eliminations		Consolidated
Sources (uses) of cash and cash equivalents
Net cash provided by (used in) operating activities	$	(71,930	)	$	124,591		$	28,069		$	—	$	80,730
Investing activities:
Capital expenditures	—			(23,099		)	(26,215		)	—		(49,314		)
Acquisitions net of cash received	—			(42,613		)	—			—		(42,613		)
Proceeds from sale of assets	—			—			74			—		74
Net cash used in investing activities	—			(65,712		)	(26,141		)	—		(91,853		)
Financing activities:
Proceeds from issuance of debt	116,050			—			—			—		116,050
Payments of long-term debt	(40,581		)	—			—			—		(40,581		)
Net (payments) borrowings under other credit facilities	—			—			(3,154		)	—		(3,154		)
Debt issuance costs	(2,313		)	—			—			—		(2,313		)
Proceeds from exercise of stock options	290			—			—			—		290
Net cash provided by (used in) financing activities	73,446			—			(3,154		)	—		70,292
Net increase (decrease) in cash and cash equivalents	1,516			58,879			(1,226		)	—		59,169
Effect of foreign currency fluctuations on cash	—			—			(699		)	—		(699		)
Cash and cash equivalents at beginning of fiscal year	6,417			119,326			26,308			—		152,051
Cash and cash equivalents at end of fiscal year	$	7,933		$	178,205		$	24,383		$	—	$	210,521