Supplemental Consolidating Financial Information (Notes) | 12 Months Ended |
Dec. 31, 2013 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Supplemental Consolidating Financial Information | ' |
Supplemental Consolidating Financial Information |
|
In connection with the issuance of the 7.875% Notes, certain of Chiquita’s domestic subsidiaries (the "Guarantor Subsidiaries"), fully, unconditionally, jointly, and severally guaranteed the payment obligations under the notes. The following supplemental financial information sets forth, on a consolidating basis, the balance sheets, statements of income, statements of comprehensive income and statements of cash flows for Chiquita Brands International, Inc. ("CBII" or the "Parent Company"), for Chiquita Brands L.L.C. ("CBLLC" or the "Co-Issuer"), for the Guarantor Subsidiaries and for Chiquita’s other subsidiaries (the "Non-Guarantor Subsidiaries"). |
The supplemental condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include disclosures included in annual financial statements. Investments in consolidated subsidiaries have been presented under the equity method of accounting. The principal eliminating entries eliminate investments in subsidiaries, intercompany balances and intercompany revenues and expenses. The condensed financial information may not necessarily be indicative of the results of operations or financial position had the guarantor or non-guarantor subsidiaries operated as independent entities. |
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Income |
Year Ended December 31, 2013 |
(in thousands) | | | | | | | | | | | | |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Net sales | | $ | — | | | $ | 789,846 | | | $ | 1,231,560 | | | $ | 1,981,726 | | | $ | (945,650 | ) | | $ | 3,057,482 | |
|
Cost of sales | | — | | | 774,653 | | | 1,102,136 | | | 1,777,275 | | | (945,636 | ) | | 2,708,428 | |
|
Selling, general and administrative | | 36,970 | | | 15,726 | | | 90,747 | | | 91,330 | | | — | | | 234,773 | |
|
Depreciation | | — | | | 5,604 | | | 27,958 | | | 22,353 | | | — | | | 55,915 | |
|
Amortization | | — | | | — | | | 9,342 | | | 24 | | | — | | | 9,366 | |
|
Equity in losses (earnings) of investees and subsidiaries | | (48,128 | ) | | (97,089 | ) | | (24 | ) | | (258 | ) | | 145,241 | | | (258 | ) |
|
Reserve for (recovery of) grower receivables, net | | — | | | — | | | (1,067 | ) | | — | | | — | | | (1,067 | ) |
|
Restructuring and relocation costs | | (15 | ) | | 353 | | | 145 | | | (3 | ) | | — | | | 480 | |
|
Gain on deconsolidation of European smoothie business | | — | | | — | | | — | | | — | | | — | | | — | |
|
Goodwill and trademark impairment | | — | | | — | | | — | | | — | | | — | | | — | |
|
Operating income (loss) | | 11,173 | | | 90,599 | | | 2,323 | | | 91,005 | | | (145,255 | ) | | 49,845 | |
|
Interest income | | — | | | 17 | | | 171 | | | 2,668 | | | — | | | 2,856 | |
|
Interest expense | | (22,563 | ) | | (36,913 | ) | | (1,630 | ) | | (38 | ) | | — | | | (61,144 | ) |
|
Loss on debt extinguishment | | (843 | ) | | (5,432 | ) | | — | | | — | | | — | | | (6,275 | ) |
|
Other income (expense), net | | 1,037 | | | (143 | ) | | 180 | | | 2,434 | | | 14 | | | 3,522 | |
|
Income (loss) from continuing operations before income taxes | | (11,196 | ) | | 48,128 | | | 1,044 | | | 96,069 | | | (145,241 | ) | | (11,196 | ) |
|
Income tax (expense) benefit | | (4,619 | ) | | 19,461 | | | (1,240 | ) | | (7,619 | ) | | (10,602 | ) | | (4,619 | ) |
|
Income (loss) from continuing operations | | (15,815 | ) | | 67,589 | | | (196 | ) | | 88,450 | | | (155,843 | ) | | (15,815 | ) |
|
Loss from discontinued operations, net of income taxes | | — | | | — | | | — | | | — | | | — | | | — | |
|
Net income (loss) | | $ | (15,815 | ) | | $ | 67,589 | | | $ | (196 | ) | | $ | 88,450 | | | $ | (155,843 | ) | | $ | (15,815 | ) |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Comprehensive Income |
Year Ended December 31, 2013 |
(in thousands) | | | | | | | | | | | | |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Net income (loss) | | $ | (15,815 | ) | | $ | 67,589 | | | $ | (196 | ) | | $ | 88,450 | | | $ | (155,843 | ) | | $ | (15,815 | ) |
|
Other comprehensive income (loss), net of tax where applicable: | | | | | | | | | | | | |
Unrealized foreign currency translation gains (losses) | | — | | | — | | | — | | | (349 | ) | | — | | | (349 | ) |
|
| | | | | | | | | | | | |
Change in fair value of available-for-sale investment | | 157 | | | — | | | — | | | — | | | — | | | 157 | |
|
Realized gains of available-for-sale investment reclassified into Other income (expense), net | | (561 | ) | | — | | | — | | | — | | | — | | | (561 | ) |
|
Net other comprehensive income (loss) related to available-for-sale investment | | (404 | ) | | — | | | — | | | — | | | — | | | (404 | ) |
|
| | | | | | | | | | | | |
Unrealized losses on derivatives for the period | | — | | | — | | | — | | | (11,111 | ) | | — | | | (11,111 | ) |
|
Derivative (gains) losses reclassified into Net sales | | — | | | — | | | — | | | 29,858 | | | — | | | 29,858 | |
|
Derivative gains reclassified into Cost of sales | | — | | | — | | | — | | | (7,839 | ) | | — | | | (7,839 | ) |
|
Net other comprehensive income (loss) related to derivatives | | — | | | — | | | — | | | 10,908 | | | — | | | 10,908 | |
|
| | | | | | | | | | | | |
Actuarial gains (losses) for the period, net of tax | | — | | | 5,697 | | | — | | | (2,467 | ) | | — | | | 3,230 | |
|
Pension cost amortization | | — | | | 496 | | | — | | | 861 | | | — | | | 1,357 | |
|
Net other comprehensive income (loss) related to defined benefit pension and severance plans | | — | | | 6,193 | | | — | | | (1,606 | ) | | — | | | 4,587 | |
|
| | | | | | | | | | | | |
Other comprehensive income (loss) of investments in subsidiaries | | 15,146 | | | 8,953 | | | — | | | — | | | (24,099 | ) | | — | |
|
| | | | | | | | | | | | |
Comprehensive income (loss) | | $ | (1,073 | ) | | $ | 82,735 | | | $ | (196 | ) | | $ | 97,403 | | | $ | (179,942 | ) | | $ | (1,073 | ) |
|
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Income |
Year Ended December 31, 2012 |
(in thousands) | | | | | | | | | | | | |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Net sales | | $ | — | | | $ | 707,939 | | | $ | 1,248,854 | | | $ | 1,987,888 | | | $ | (866,344 | ) | | $ | 3,078,337 | |
|
Cost of sales | | 521 | | | 657,836 | | | 1,109,273 | | | 1,842,302 | | | (866,892 | ) | | 2,743,040 | |
|
Selling, general and administrative | | 41,335 | | | 26,146 | | | 97,006 | | | 111,408 | | | — | | | 275,895 | |
|
Depreciation | | — | | | 3,998 | | | 28,678 | | | 21,060 | | | — | | | 53,736 | |
|
Amortization | | — | | | — | | | 9,394 | | | 24 | | | — | | | 9,418 | |
|
Equity in losses (earnings) of investees and subsidiaries | | 220,010 | | | 215,479 | | | (929 | ) | | 33,433 | | | (434,560 | ) | | 33,433 | |
|
Reserve for (recovery of) grower receivables, net | | — | | | — | | | (869 | ) | | 205 | | | — | | | (664 | ) |
|
Restructuring and relocation costs | | 11,065 | | | 6,391 | | | 13,182 | | | 4,791 | | | — | | | 35,429 | |
|
Gain on deconsolidation of European smoothie business | | — | | | — | | | — | | | — | | | — | | | — | |
|
Goodwill and trademark impairment | | — | | | — | | | 180,105 | | | 1,779 | | | — | | | 181,884 | |
|
Operating income (loss) | | (272,931 | ) | | (201,911 | ) | | (186,986 | ) | | (27,114 | ) | | 435,108 | | | (253,834 | ) |
|
Interest income | | — | | | 24 | | | 198 | | | 2,909 | | | — | | | 3,131 | |
|
Interest expense | | (27,167 | ) | | (17,813 | ) | | (80 | ) | | (239 | ) | | — | | | (45,299 | ) |
|
Loss on debt extinguishment | | — | | | — | | | — | | | — | | | — | | | — | |
|
Other income (expense), net | | 320 | | | (310 | ) | | 1,028 | | | (2,283 | ) | | (548 | ) | | (1,793 | ) |
|
Income (loss) from continuing operations before income taxes | | (299,778 | ) | | (220,010 | ) | | (185,840 | ) | | (26,727 | ) | | 434,560 | | | (297,795 | ) |
|
Income tax (expense) benefit | | (105,239 | ) | | (3,604 | ) | | 17,855 | | | (17,553 | ) | | 3,302 | | | (105,239 | ) |
|
Income (loss) from continuing operations | | (405,017 | ) | | (223,614 | ) | | (167,985 | ) | | (44,280 | ) | | 437,862 | | | (403,034 | ) |
|
Loss from discontinued operations, net of income taxes | | — | | | — | | | — | | | (1,983 | ) | | — | | | (1,983 | ) |
|
Net income (loss) | | $ | (405,017 | ) | | $ | (223,614 | ) | | $ | (167,985 | ) | | $ | (46,263 | ) | | $ | 437,862 | | | $ | (405,017 | ) |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Comprehensive Income |
Year Ended December 31, 2012 |
(in thousands) | | | | | | | | | | | | |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Net income (loss) | | $ | (405,017 | ) | | $ | (223,614 | ) | | $ | (167,985 | ) | | $ | (46,263 | ) | | $ | 437,862 | | | $ | (405,017 | ) |
|
Other comprehensive income (loss), net of tax where applicable: | | | | | | | | | | | | |
Unrealized foreign currency translation gains (losses) | | — | | | — | | | — | | | (194 | ) | | — | | | (194 | ) |
|
| | | | | | | | | | | | |
Change in fair value of available-for-sale investment | | 1,944 | | | — | | | — | | | — | | | — | | | 1,944 | |
|
Realized gains of available-for-sale investment reclassified into Other income (expense), net | | (722 | ) | | — | | | — | | | — | | | — | | | (722 | ) |
|
Net other comprehensive income (loss) related to available-for-sale investment | | 1,222 | | | — | | | — | | | — | | | — | | | 1,222 | |
|
| | | | | | | | | | | | |
Unrealized gains (losses) on derivatives for the period | | — | | | — | | | — | | | (16,928 | ) | | — | | | (16,928 | ) |
|
Derivative (gains) losses reclassified into Net Sales | | — | | | — | | | — | | | (1,240 | ) | | — | | | (1,240 | ) |
|
Derivative gains reclassified into Cost of sales | | — | | | — | | | — | | | (16,053 | ) | | — | | | (16,053 | ) |
|
Unrealized gains (losses) on derivatives | | — | | | — | | | — | | | (34,221 | ) | | — | | | (34,221 | ) |
|
| | | | | | | | | | | | |
Actuarial gains (losses) for the period, net of tax | | — | | | (898 | ) | | — | | | 1,087 | | | — | | | 189 | |
|
Pension cost amortization | | — | | | 374 | | | — | | | 415 | | | — | | | 789 | |
|
Net other comprehensive income (loss) related to defined benefit pension and severance plans | | — | | | (524 | ) | | — | | | 1,502 | | | — | | | 978 | |
|
| | | | | | | | | | | | |
Other comprehensive income (loss) of investments in subsidiaries | | (33,437 | ) | | (32,913 | ) | | — | | | — | | | 66,350 | | | — | |
|
| | | | | | | | | | | | |
Comprehensive income (loss) | | $ | (437,232 | ) | | $ | (257,051 | ) | | $ | (167,985 | ) | | $ | (79,176 | ) | | $ | 504,212 | | | $ | (437,232 | ) |
|
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Income |
Year Ended December 31, 2011 |
(in thousands) | | | | | | | | | | | | |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Net sales | | $ | — | | | $ | 729,175 | | | $ | 1,262,295 | | | $ | 1,971,918 | | | $ | (824,092 | ) | | $ | 3,139,296 | |
|
Cost of sales | | — | | | 615,927 | | | 1,100,168 | | | 1,806,276 | | | (824,340 | ) | | 2,698,031 | |
|
Selling, general and administrative | | 44,815 | | | 22,070 | | | 114,899 | | | 119,681 | | | — | | | 301,465 | |
|
Depreciation | | — | | | 4,150 | | | 28,959 | | | 18,424 | | | — | | | 51,533 | |
|
Amortization | | — | | | — | | | 9,394 | | | — | | | — | | | 9,394 | |
|
Equity in losses (earnings) of investees and subsidiaries | | 63,937 | | | 1,145 | | | 295 | | | 6,314 | | | (65,377 | ) | | 6,314 | |
|
Reserve for (recovery of) grower receivables, net | | — | | | — | | | 32,762 | | | 205 | | | — | | | 32,967 | |
|
Restructuring and relocation costs | | 2,714 | | | 913 | | | 1,963 | | | 262 | | | — | | | 5,852 | |
|
Gain on deconsolidation of European smoothie business | | — | | | — | | | — | | | — | | | — | | | — | |
|
Goodwill and trademark impairment | | — | | | — | | | — | | | — | | | — | | | — | |
|
Operating income (loss) | | (111,466 | ) | | 84,970 | | | (26,145 | ) | | 20,756 | | | 65,625 | | | 33,740 | |
|
Interest income | | — | | | 123 | | | 317 | | | 3,764 | | | — | | | 4,204 | |
|
Interest expense | | (39,702 | ) | | (11,209 | ) | | (79 | ) | | (596 | ) | | — | | | (51,586 | ) |
|
Loss on debt extinguishment | | (9,025 | ) | | (2,697 | ) | | — | | | — | | | — | | | (11,722 | ) |
|
Other income (expense), net | | 134,829 | | | (135,124 | ) | | 672 | | | (80 | ) | | (297 | ) | | — | |
|
Income (loss) from continuing operations before income taxes | | (25,364 | ) | | (63,937 | ) | | (25,235 | ) | | 23,844 | | | 65,328 | | | (25,364 | ) |
|
Income tax (expense) benefit | | 82,200 | | | (41,041 | ) | | (3,317 | ) | | (15,443 | ) | | 59,801 | | | 82,200 | |
|
Income (loss) from continuing operations | | 56,836 | | | (104,978 | ) | | (28,552 | ) | | 8,401 | | | 125,129 | | | 56,836 | |
|
Loss from discontinued operations, net of income taxes | | — | | | — | | | — | | | — | | | — | | | — | |
|
Net income (loss) | | $ | 56,836 | | | $ | (104,978 | ) | | $ | (28,552 | ) | | $ | 8,401 | | | $ | 125,129 | | | $ | 56,836 | |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Comprehensive Income |
Year Ended December 31, 2011 |
(in thousands) | | | | | | | | | | | | |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Net income (loss) | | $ | 56,836 | | | $ | (104,978 | ) | | $ | (28,552 | ) | | $ | 8,401 | | | $ | 125,129 | | | $ | 56,836 | |
|
Other comprehensive income (loss), net of tax where applicable: | | | | | | | | | | | | |
Unrealized foreign currency translation gains (losses) | | — | | | — | | | — | | | 241 | | | — | | | 241 | |
|
| | | | | | | | | | | | |
Change in fair value of available-for-sale investment | | (224 | ) | | — | | | — | | | — | | | — | | | (224 | ) |
|
Realized gains of available-for-sale investment reclassified into Other income (expense), net | | — | | | — | | | — | | | — | | | — | | | — | |
|
Net other comprehensive income (loss) related to available-for-sale investment | | (224 | ) | | — | | | — | | | — | | | — | | | (224 | ) |
|
| | | | | | | | | | | | |
Unrealized gains (losses) on derivatives for the period | | — | | | — | | | — | | | 38,903 | | | — | | | 38,903 | |
|
Derivative (gains) losses reclassified into Net Sales | | — | | | — | | | — | | | (7,805 | ) | | — | | | (7,805 | ) |
|
Derivative gains reclassified into Cost of sales | | — | | | — | | | — | | | (37,019 | ) | | — | | | (37,019 | ) |
|
Unrealized gains (losses) on derivatives | | — | | | — | | | — | | | (5,921 | ) | | — | | | (5,921 | ) |
|
| | | | | | | | | | | | |
Actuarial gains (losses) for the period, net of tax | | — | | | (3,777 | ) | | — | | | (69 | ) | | — | | | (3,846 | ) |
|
Pension cost amortization | | — | | | 224 | | | — | | | 776 | | | — | | | 1,000 | |
|
Net other comprehensive income (loss) related to defined benefit pension and severance plans | | — | | | (3,553 | ) | | — | | | 707 | | | — | | | (2,846 | ) |
|
| | | | | | | | | | | | |
Other comprehensive income (loss) of investments in subsidiaries | | (8,526 | ) | | (4,973 | ) | | — | | | — | | | 13,499 | | | — | |
|
| | | | | | | | | | | | |
Comprehensive income (loss) | | $ | 48,086 | | | $ | (113,504 | ) | | $ | (28,552 | ) | | $ | 3,428 | | | $ | 138,628 | | | $ | 48,086 | |
|
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Balance Sheet |
31-Dec-13 |
(in thousands) |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-Issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
ASSETS | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | |
Cash and equivalents | | $ | — | | | $ | 15,851 | | | $ | — | | | $ | 38,166 | | | $ | — | | | $ | 54,017 | |
|
Trade receivables, less allowances | | — | | | 49,325 | | | 51,189 | | | 151,554 | | | — | | | 252,068 | |
|
Other receivables, net | | 1,061 | | | 402 | | | 5,140 | | | 49,670 | | | — | | | 56,273 | |
|
Inventories | | — | | | 15,567 | | | 34,831 | | | 160,166 | | | — | | | 210,564 | |
|
Prepaid expenses | | 1,024 | | | 3,661 | | | 11,040 | | | 34,008 | | | — | | | 49,733 | |
|
Due from affiliates | | 68,194 | | | 2,060,284 | | | 1,270,479 | | | 490,208 | | | (3,889,165 | ) | | — | |
|
Other current assets | | — | | | 2,751 | | | 12,753 | | | — | | | (8,964 | ) | | 6,540 | |
|
Total current assets | | 70,279 | | | 2,147,841 | | | 1,385,432 | | | 923,772 | | | (3,898,129 | ) | | 629,195 | |
|
Property, plant and equipment, net | | — | | | 20,258 | | | 201,346 | | | 169,169 | | | — | | | 390,773 | |
|
Investments and other assets, net | | 15,445 | | | 19,548 | | | 3,644 | | | 75,218 | | | (5,778 | ) | | 108,077 | |
|
Trademarks | | — | | | 208,085 | | | 38,500 | | | 179,500 | | | — | | | 426,085 | |
|
Goodwill | | — | | | — | | | 18,095 | | | — | | | — | | | 18,095 | |
|
Other intangible assets, net | | — | | | — | | | 86,853 | | | 60 | | | — | | | 86,913 | |
|
Investments in and accounts with subsidiaries | | 1,402,089 | | | 1,073,711 | | | 3,186 | | | — | | | (2,478,986 | ) | | — | |
|
Total assets | | $ | 1,487,813 | | | $ | 3,469,443 | | | $ | 1,737,056 | | | $ | 1,347,719 | | | $ | (6,382,893 | ) | | $ | 1,659,138 | |
|
| | | | | | | | | | | | |
LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | |
Current portion of long-term debt and capital lease obligations | | $ | — | | | $ | 1,500 | | | $ | 726 | | | $ | 45 | | | $ | — | | | $ | 2,271 | |
|
Accounts payable | | 1,126 | | | 8,150 | | | 89,352 | | | 149,645 | | | — | | | 248,273 | |
|
Accrued liabilities | | 27,547 | | | 36,384 | | | 57,984 | | | 45,083 | | | (8,964 | ) | | 158,034 | |
|
Due to affiliates | | 903,865 | | | 1,517,129 | | | 1,122,258 | | | 345,913 | | | (3,889,165 | ) | | — | |
|
Total current liabilities | | 932,538 | | | 1,563,163 | | | 1,270,320 | | | 540,686 | | | (3,898,129 | ) | | 408,578 | |
|
Long-term debt and capital lease obligations, net of current portion | | 164,050 | | | 427,049 | | | 38,147 | | | 107 | | | — | | | 629,353 | |
|
Accrued pension and other employee benefits | | 15,223 | | | 2,818 | | | — | | | 59,025 | | | — | | | 77,066 | |
|
Deferred gain - sale of shipping fleet | | — | | | — | | | — | | | 6,290 | | | — | | | 6,290 | |
|
Deferred tax liabilities | | 115 | | | 66,142 | | | 42,539 | | | 661 | | | (5,778 | ) | | 103,679 | |
|
Other liabilities | | 1,449 | | | 8,182 | | | 8,885 | | | 41,218 | | | — | | | 59,734 | |
|
Total liabilities | | 1,113,375 | | | 2,067,354 | | | 1,359,891 | | | 647,987 | | | (3,903,907 | ) | | 1,284,700 | |
|
Commitments and contingencies | | — | | | — | | | — | | | — | | | — | | | — | |
|
Total shareholders' equity | | 374,438 | | | 1,402,089 | | | 377,165 | | | 699,732 | | | (2,478,986 | ) | | 374,438 | |
|
Total liabilities and shareholders' equity | | $ | 1,487,813 | | | $ | 3,469,443 | | | $ | 1,737,056 | | | $ | 1,347,719 | | | $ | (6,382,893 | ) | | $ | 1,659,138 | |
|
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Balance Sheet |
31-Dec-12 |
(in thousands) |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-Issuer) | | (Co-issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
ASSETS | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | |
Cash and equivalents | | $ | 2,601 | | | $ | 12,704 | | | $ | — | | | $ | 35,721 | | | $ | — | | | $ | 51,026 | |
|
Trade receivables, less allowances | | — | | | 43,847 | | | 56,551 | | | 184,753 | | | — | | | 285,151 | |
|
Other receivables, net | | 359 | | | 1,275 | | | 6,033 | | | 57,442 | | | — | | | 65,109 | |
|
Inventories | | — | | | 10,033 | | | 40,313 | | | 169,695 | | | — | | | 220,041 | |
|
Prepaid expenses | | 628 | | | 3,922 | | | 8,982 | | | 27,282 | | | — | | | 40,814 | |
|
Due from affiliates | | 93,502 | | | 1,683,425 | | | 1,011,067 | | | 368,329 | | | (3,156,323 | ) | | — | |
|
Other current assets | | — | | | 1,636 | | | 17,257 | | | 9,365 | | | (9,923 | ) | | 18,335 | |
|
Total current assets | | 97,090 | | | 1,756,842 | | | 1,140,203 | | | 852,587 | | | (3,166,246 | ) | | 680,476 | |
|
Property, plant and equipment, net | | — | | | 24,885 | | | 201,702 | | | 168,712 | | | — | | | 395,299 | |
|
Investments and other assets, net | | 18,919 | | | 20,542 | | | 4,484 | | | 50,716 | | | (13,133 | ) | | 81,528 | |
|
Trademarks | | — | | | 208,085 | | | 38,500 | | | 179,500 | | | — | | | 426,085 | |
|
Goodwill | | — | | | — | | | 18,095 | | | — | | | — | | | 18,095 | |
|
Other intangible assets, net | | — | | | — | | | 96,195 | | | 84 | | | — | | | 96,279 | |
|
Investments in and accounts with subsidiaries | | 1,316,926 | | | 976,368 | | | 3,162 | | | — | | | (2,296,456 | ) | | — | |
|
Total assets | | $ | 1,432,935 | | | $ | 2,986,722 | | | $ | 1,502,341 | | | $ | 1,251,599 | | | $ | (5,475,835 | ) | | $ | 1,697,762 | |
|
| | | | | | | | | | | | |
LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | |
Current portion of long-term debt and capital lease obligations | | $ | — | | | $ | 64,749 | | | $ | 206 | | | $ | 53 | | | $ | — | | | $ | 65,008 | |
|
Accounts payable | | 1,809 | | | 9,620 | | | 80,466 | | | 182,729 | | | — | | | 274,624 | |
|
Accrued liabilities | | 13,554 | | | 41,114 | | | 55,382 | | | 40,573 | | | (9,923 | ) | | 140,700 | |
|
Due to affiliates | | 762,957 | | | 1,178,596 | | | 906,288 | | | 308,482 | | | (3,156,323 | ) | | — | |
|
Total current liabilities | | 778,320 | | | 1,294,079 | | | 1,042,342 | | | 531,837 | | | (3,166,246 | ) | | 480,332 | |
|
Long-term debt and capital lease obligations, net of current portion | | 259,520 | | | 280,500 | | | 488 | | | 9 | | | — | | | 540,517 | |
|
Accrued pension and other employee benefits | | 13,317 | | | 8,149 | | | — | | | 53,678 | | | — | | | 75,144 | |
|
Deferred gain - sale of shipping fleet | | — | | | — | | | — | | | 20,204 | | | — | | | 20,204 | |
|
Deferred tax liabilities | | 115 | | | 79,488 | | | 39,302 | | | 5,856 | | | (13,133 | ) | | 111,628 | |
|
Other liabilities | | 11,261 | | | 7,580 | | | 43,680 | | | 37,014 | | | — | | | 99,535 | |
|
Total liabilities | | 1,062,533 | | | 1,669,796 | | | 1,125,812 | | | 648,598 | | | (3,179,379 | ) | | 1,327,360 | |
|
Commitments and contingencies | | — | | | — | | | — | | | — | | | — | | | — | |
|
Total shareholders' equity | | 370,402 | | | 1,316,926 | | | 376,529 | | | 603,001 | | | (2,296,456 | ) | | 370,402 | |
|
Total liabilities and shareholders' equity | | $ | 1,432,935 | | | $ | 2,986,722 | | | $ | 1,502,341 | | | $ | 1,251,599 | | | $ | (5,475,835 | ) | | $ | 1,697,762 | |
|
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Cash Flows |
Year Ended December 31, 2013 |
(in thousands) |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-Issuer) | | (Co-Issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Cash provided (used) by: | | | | | | | | | | | | |
Operating cash flow | | $ | (4,420 | ) | | $ | 49,260 | | | $ | 3,698 | | | $ | 42,941 | | | $ | — | | | $ | 91,479 | |
|
| | | | | | | | | | | | |
Capital expenditures | | — | | | (3,673 | ) | | (19,167 | ) | | (26,214 | ) | | — | | | (49,054 | ) |
|
Contribution to equity method investment | | — | | | — | | | — | | | (18,422 | ) | | — | | | (18,422 | ) |
|
Net proceeds from sale of: | | | | | | | | | | | | |
Equity method investments | | — | | | — | | | — | | | 3,396 | | | — | | | 3,396 | |
|
Other long-term assets | | 1,819 | | | — | | | 7,645 | | | 313 | | | — | | | 9,777 | |
|
Investing activity with subsidiaries | | — | | | — | | | 8,027 | | | — | | | (8,027 | ) | | — | |
|
Other, net | | — | | | — | | | — | | | 3,541 | | | — | | | 3,541 | |
|
Investing cash flow | | 1,819 | | | (3,673 | ) | | (3,495 | ) | | (37,386 | ) | | (8,027 | ) | | (50,762 | ) |
|
| | | | | | | | | | | | |
Issuances of long-term debt | | — | | | 429,415 | | | — | | | — | | | — | | | 429,415 | |
|
Repayments of long-term debt and capital lease obligations | | — | | | (412,901 | ) | | (203 | ) | | (86 | ) | | — | | | (413,190 | ) |
|
Borrowings under the ABL Revolver | | — | | | 36,590 | | | — | | | — | | | — | | | 36,590 | |
|
Repayments of the ABL Revolver | | — | | | (36,590 | ) | | — | | | — | | | — | | | (36,590 | ) |
|
Repayments of the Credit Facility Revolver | | — | | | (40,000 | ) | | — | | | — | | | — | | | (40,000 | ) |
|
Payments for debt modification and issuance costs | | — | | | (13,951 | ) | | — | | | — | | | — | | | (13,951 | ) |
|
Financing activity with subsidiaries | | — | | | (5,003 | ) | | — | | | (3,024 | ) | | 8,027 | | | — | |
|
Financing cash flow | | — | | | (42,440 | ) | | (203 | ) | | (3,110 | ) | | 8,027 | | | (37,726 | ) |
|
Increase (decrease) in cash and equivalents | | (2,601 | ) | | 3,147 | | | — | | | 2,445 | | | — | | | 2,991 | |
|
Cash and equivalents, beginning of period | | 2,601 | | | 12,704 | | | — | | | 35,721 | | | — | | | 51,026 | |
|
Cash and equivalents, end of period | | $ | — | | | $ | 15,851 | | | $ | — | | | $ | 38,166 | | | $ | — | | | $ | 54,017 | |
|
|
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Cash Flows |
Year Ended December 31, 2012 |
(in thousands) |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-Issuer) | | (Co-Issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Cash provided (used) by: | | | | | | | | | | | | |
Operating cash flow | | $ | — | | | $ | (12,756 | ) | | $ | 25,134 | | | $ | 20,199 | | | $ | — | | | $ | 32,577 | |
|
| | | | | | | | | | | | |
Capital expenditures | | — | | | (6,888 | ) | | (19,728 | ) | | (26,824 | ) | | — | | | (53,440 | ) |
|
Net proceeds from sale of: | | | | | | | | | | | | |
Equity method investments | | — | | | — | | | — | | | 3,142 | | | — | | | 3,142 | |
|
Other long-term assets | | 2,601 | | | — | | | 1,341 | | | 1,051 | | | — | | | 4,993 | |
|
Investing activity with subsidiaries | | — | | | — | | | (6,710 | ) | | — | | | 6,710 | | | — | |
|
Other, net | | — | | | — | | | — | | | (2,334 | ) | | — | | | (2,334 | ) |
|
Investing cash flow | | 2,601 | | | (6,888 | ) | | (25,097 | ) | | (24,965 | ) | | 6,710 | | | (47,639 | ) |
|
| | | | | | | | | | | | |
Repayments of long-term debt and capital lease obligations | | — | | | (16,500 | ) | | (37 | ) | | (231 | ) | | — | | | (16,768 | ) |
|
Borrowings under the Credit Facility Revolver | | — | | | 70,000 | | | — | | | — | | | — | | | 70,000 | |
|
Repayments of the Credit Facility Revolver | | — | | | (30,000 | ) | | — | | | — | | | — | | | (30,000 | ) |
|
Payments for debt modification and issuance costs | | — | | | (2,405 | ) | | — | | | — | | | — | | | (2,405 | ) |
|
Financing activity with subsidiaries | | — | | | 2,481 | | | — | | | 4,229 | | | (6,710 | ) | | — | |
|
Financing cash flow | | — | | | 23,576 | | | (37 | ) | | 3,998 | | | (6,710 | ) | | 20,827 | |
|
Increase (decrease) in cash and equivalents | | 2,601 | | | 3,932 | | | — | | | (768 | ) | | — | | | 5,765 | |
|
Cash and equivalents, beginning of period | | — | | | 8,772 | | | — | | | 36,489 | | | — | | | 45,261 | |
|
Cash and equivalents, end of period | | $ | 2,601 | | | $ | 12,704 | | | $ | — | | | $ | 35,721 | | | $ | — | | | $ | 51,026 | |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Chiquita Brands International, Inc. |
Condensed Consolidating Statement of Cash Flow |
Year Ended December 31, 2011 |
(in thousands) |
| | CBII | | CBLLC | | Guarantor | | Non-Guarantor | | Consolidating | | Company |
| | (Co-Issuer) | | (Co-Issuer) | | Subsidiaries | | Subsidiaries | | Eliminations | | Consolidated |
Cash provided (used) by: | | | | | | | | | | | | |
Operating cash flow | | $ | — | | | $ | 1,212 | | | $ | 27,371 | | | $ | 10,375 | | | $ | — | | | $ | 38,958 | |
|
| | | | | | | | | | | | |
Capital expenditures | | — | | | (5,765 | ) | | (30,332 | ) | | (39,438 | ) | | — | | | (75,535 | ) |
|
Contribution to equity method investment | | — | | | — | | | — | | | (4,845 | ) | | — | | | (4,845 | ) |
|
Net proceeds from sale of: | | | | | | | | | | | | |
Equity method investments | | — | | | — | | | — | | | 3,307 | | | — | | | 3,307 | |
|
Other long-term assets | | — | | | — | | | 155 | | | 3,357 | | | — | | | 3,512 | |
|
Investing activity with subsidiaries | | — | | | (3,501 | ) | | (154 | ) | | — | | | 3,655 | | | — | |
|
Other, net | | — | | | 16 | | | (533 | ) | | 6,107 | | | — | | | 5,590 | |
|
Investing cash flow | | — | | | (9,250 | ) | | (30,864 | ) | | (31,512 | ) | | 3,655 | | | (67,971 | ) |
|
| | | | | | | | | | | | |
Issuances of long-term debt | | — | | | 330,000 | | | — | | | 67 | | | — | | | 330,067 | |
|
Repayments of long-term debt and capital lease obligations | | — | | | (400,265 | ) | | (8 | ) | | (60 | ) | | — | | | (400,333 | ) |
|
Payments for debt modification and issuance costs | | — | | | (5,026 | ) | | — | | | — | | | — | | | (5,026 | ) |
|
Payments of debt extinguishment costs | | — | | | (6,915 | ) | | — | | | — | | | — | | | (6,915 | ) |
|
Financing activity with subsidiaries | | — | | | — | | | 3,501 | | | 154 | | | (3,655 | ) | | — | |
|
Financing cash flow | | — | | | (82,206 | ) | | 3,493 | | | 161 | | | (3,655 | ) | | (82,207 | ) |
|
Increase (decrease) in cash and equivalents | | — | | | (90,244 | ) | | — | | | (20,976 | ) | | — | | | (111,220 | ) |
|
Cash and equivalents, beginning of period | | — | | | 99,016 | | | — | | | 57,465 | | | — | | | 156,481 | |
|
Cash and equivalents, end of period | | $ | — | | | $ | 8,772 | | | $ | — | | | $ | 36,489 | | | $ | — | | | $ | 45,261 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | |