Condensed Consolidating Financial Statements | 9 Months Ended |
Sep. 29, 2013 |
Condensed Consolidating Financial Statements [Abstract] | ' |
Condensed Consolidating Financial Statements | ' |
Condensed Consolidating Financial Statements |
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The Company has $625.0 million in outstanding Senior Secured Notes (see Note 9). The Notes are guaranteed by all of the Company's 100% owned domestic subsidiaries (the "Subsidiary Guarantors") and are collateralized by the assets of all of the Company's 100% owned subsidiaries. The Notes are fully and unconditionally guaranteed on a joint and several basis by each guarantor subsidiary and the Company. There are no contractual restrictions limiting cash transfers from guarantor subsidiaries by dividends, loans or advances to the Company. The Senior Secured Notes are not guaranteed by the Company's foreign subsidiaries (the “Non-Guarantor Subsidiaries”). |
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The following tables present condensed consolidating financial statements for the parent company, the Subsidiary Guarantors and the Non-Guarantor Subsidiaries, respectively. The condensed consolidating financial information below follows the same accounting policies as described in the consolidated financial statements, except for the use of the equity method of accounting to reflect ownership interests in wholly owned subsidiaries, which are eliminated upon consolidation. |
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Condensed Consolidating Balance Sheet |
30-Dec-12 |
(Unaudited) |
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| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Assets | | | | | | | | | |
Current Assets: | | | | | | | | | |
Cash and cash equivalents | $ | 37.8 | | | $ | (4.0 | ) | | $ | 15.2 | | | $ | — | | | $ | 49 | |
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Accounts receivable, net | — | | | 253.5 | | | 18.4 | | | — | | | 271.9 | |
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Amounts due from affiliated companies | 480.2 | | | — | | | — | | | (480.2 | ) | | — | |
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Inventoried costs | — | | | 75.4 | | | 18.9 | | | — | | | 94.3 | |
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Other current assets | 9.1 | | | 28 | | | 3.1 | | | — | | | 40.2 | |
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Total current assets | 527.1 | | | 352.9 | | | 55.6 | | | (480.2 | ) | | 455.4 | |
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Property, plant and equipment, net | 1.3 | | | 74.7 | | | 9.6 | | | — | | | 85.6 | |
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Goodwill | — | | | 574.7 | | | 21.7 | | | — | | | 596.4 | |
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Intangible assets, net | — | | | 103.4 | | | 2.7 | | | — | | | 106.1 | |
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Investment in subsidiaries | 439.8 | | | 28.8 | | | — | | | (468.6 | ) | | — | |
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Amounts due from affiliated companies | — | | | 24 | | | — | | | (24.0 | ) | | — | |
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Other assets | 17.6 | | | 22.4 | | | 0.4 | | | — | | | 40.4 | |
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Total assets | $ | 985.8 | | | $ | 1,180.90 | | | $ | 90 | | | $ | (972.8 | ) | | $ | 1,283.90 | |
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Liabilities and Stockholders' Equity | | | | | | | | | |
Current liabilities: | | | | | | | | | |
Accounts payable | $ | 2.8 | | | $ | 75.2 | | | $ | 5.6 | | | $ | — | | | $ | 83.6 | |
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Accrued expenses | 7 | | | 42.3 | | | 3.4 | | | — | | | 52.7 | |
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Accrued compensation | 2.9 | | | 41.8 | | | 3.1 | | | — | | | 47.8 | |
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Billings in excess of costs and earnings on uncompleted contracts | — | | | 40.5 | | | 3.2 | | | — | | | 43.7 | |
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Deferred income tax liability | — | | | 28.9 | | | — | | | — | | | 28.9 | |
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Amounts due to affiliated companies | — | | | 455.1 | | | 25.1 | | | (480.2 | ) | | — | |
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Other current liabilities | 1.1 | | | 19.1 | | | 1.9 | | | — | | | 22.1 | |
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Total current liabilities | 13.8 | | | 702.9 | | | 42.3 | | | (480.2 | ) | | 278.8 | |
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Long-term debt, net of current portion | 643.6 | | | | | 4.8 | | | — | | | 648.4 | |
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Amounts due to affiliated companies | — | | | — | | | 24 | | | (24.0 | ) | | — | |
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Other long-term liabilities | 4.3 | | | 26.2 | | | 2.1 | | | — | | | 32.6 | |
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Total liabilities | 661.7 | | | 729.1 | | | 73.2 | | | (504.2 | ) | | 959.8 | |
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Total stockholders' equity | 324.1 | | | 451.8 | | | 16.8 | | | (468.6 | ) | | 324.1 | |
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Total liabilities and stockholders' equity | $ | 985.8 | | | $ | 1,180.90 | | | $ | 90 | | | $ | (972.8 | ) | | $ | 1,283.90 | |
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Condensed Consolidating Balance Sheet |
29-Sep-13 |
(Unaudited) |
| | | | | | | | | | | | | | | | | | | |
| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Assets | | | | | | | | | |
Current Assets: | | | | | | | | | |
Cash and cash equivalents | $ | 34.2 | | | $ | (3.4 | ) | | $ | 19 | | | $ | — | | | $ | 49.8 | |
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Accounts receivable, net | — | | | 248.6 | | | 20.4 | | | — | | | 269 | |
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Amounts due from affiliated companies | 450.8 | | | — | | | — | | | (450.8 | ) | | — | |
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Inventoried costs | — | | | 67.8 | | | 15.6 | | | — | | | 83.4 | |
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Other current assets | 9.5 | | | 14.7 | | | 2.9 | | | — | | | 27.1 | |
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Total current assets | 494.5 | | | 327.7 | | | 57.9 | | | (450.8 | ) | | 429.3 | |
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Amounts due from affiliated companies, long-term | — | | | 24 | | | — | | | (24.0 | ) | | — | |
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Property, plant and equipment, net | 1.9 | | | 72.3 | | | 10.3 | | | — | | | 84.5 | |
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Goodwill | — | | | 574.7 | | | 21.7 | | | — | | | 596.4 | |
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Intangible assets, net | — | | | 77.1 | | | 1.7 | | | — | | | 78.8 | |
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Investment in subsidiaries | 463.9 | | | 33.1 | | | — | | | (497.0 | ) | | — | |
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Other assets | 13.8 | | | 21.7 | | | 0.2 | | | — | | | 35.7 | |
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Total assets | $ | 974.1 | | | $ | 1,130.60 | | | $ | 91.8 | | | $ | (971.8 | ) | | $ | 1,224.70 | |
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Liabilities and Stockholders' Equity | | | | | | | | | |
Current liabilities: | | | | | | | | | |
Accounts payable | $ | 3 | | | $ | 51 | | | $ | 3.7 | | | $ | — | | | $ | 57.7 | |
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Accrued expenses | 22.8 | | | 40.9 | | | 3.7 | | | — | | | 67.4 | |
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Accrued compensation | 2.2 | | | 31.2 | | | 3.7 | | | — | | | 37.1 | |
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Billings in excess of costs and earnings on uncompleted contracts | — | | | 44.7 | | | 6.5 | | | — | | | 51.2 | |
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Deferred income tax liability | — | | | 29 | | | — | | | — | | | 29 | |
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Amounts due to affiliated companies | — | | | 428.9 | | | 21.9 | | | (450.8 | ) | | — | |
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Other current liabilities | 1.3 | | | 11.5 | | | 1 | | | — | | | 13.8 | |
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Total current liabilities | 29.3 | | | 637.2 | | | 40.5 | | | (450.8 | ) | | 256.2 | |
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Long-term debt, net of current portion | 640.6 | | | — | | | 4 | | | — | | | 644.6 | |
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Amounts due to affiliated companies | — | | | — | | | 24 | | | (24.0 | ) | | — | |
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Other long-term liabilities | 2.5 | | | 17.5 | | | 2.2 | | | — | | | 22.2 | |
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Total liabilities | 672.4 | | | 654.7 | | | 70.7 | | | (474.8 | ) | | 923 | |
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Total stockholders' equity | 301.7 | | | 475.9 | | | 21.1 | | | (497.0 | ) | | 301.7 | |
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Total liabilities and stockholders' equity | $ | 974.1 | | | $ | 1,130.60 | | | $ | 91.8 | | | $ | (971.8 | ) | | $ | 1,224.70 | |
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Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) |
Three Months Ended September 30, 2012 |
(Unaudited) |
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| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Service revenues | $ | — | | | $ | 124.9 | | | $ | 0.7 | | | $ | — | | | $ | 125.6 | |
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Product sales | — | | | 136.8 | | | 17 | | | (3.1 | ) | | 150.7 | |
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Total revenues | — | | | 261.7 | | | 17.7 | | | (3.1 | ) | | 276.3 | |
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Cost of service revenues | — | | | 97.8 | | | 0.5 | | | — | | | 98.3 | |
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Cost of product sales | — | | | 96.1 | | | 10.9 | | | (3.1 | ) | | 103.9 | |
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Total costs | — | | | 193.9 | | | 11.4 | | | (3.1 | ) | | 202.2 | |
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Gross profit | — | | | 67.8 | | | 6.3 | | | — | | | 74.1 | |
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Selling, general and administrative expenses | 4.5 | | | 47.2 | | | 3.8 | | | — | | | 55.5 | |
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Research and development expenses | — | | | 4.3 | | | 0.2 | | | — | | | 4.5 | |
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Operating income (loss) from continuing operations | (4.5 | ) | | 16.3 | | | 2.3 | | | — | | | 14.1 | |
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Other income (expense): | | | | | | | | | |
Interest expense, net | 17.6 | | | (0.1 | ) | | 0.1 | | | — | | | 17.6 | |
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Other income (expense), net | — | | | 0.1 | | | (0.5 | ) | | — | | | (0.4 | ) |
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Total other income and expense, net | 17.6 | | | — | | | (0.4 | ) | | — | | | 17.2 | |
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Income (loss) from continuing operations before income taxes | (22.1 | ) | | 16.3 | | | 2.7 | | | — | | | (3.1 | ) |
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Provision for income taxes from continuing operations | — | | | 0.9 | | | 0.4 | | | — | | | 1.3 | |
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Income (loss) from continuing operations | (22.1 | ) | | 15.4 | | | 2.3 | | | — | | | (4.4 | ) |
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Income (loss) from discontinued operations | — | | | (0.5 | ) | | 0.7 | | | — | | | 0.2 | |
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Equity in net income (loss) of subsidiaries | 17.9 | | | 3 | | | — | | | (20.9 | ) | | — | |
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Net income (loss) | $ | (4.2 | ) | | $ | 17.9 | | | $ | 3 | | | $ | (20.9 | ) | | $ | (4.2 | ) |
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Comprehensive income (loss) | $ | (4.4 | ) | | $ | 17.9 | | | $ | 2.8 | | | $ | (20.7 | ) | | $ | (4.4 | ) |
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Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) |
Three Months Ended September 29, 2013 |
(Unaudited) |
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| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Service revenues | $ | — | | | $ | 107.6 | | | $ | 1.2 | | | $ | — | | | $ | 108.8 | |
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Product sales | — | | | 103.9 | | | 17.5 | | | (3.8 | ) | | 117.6 | |
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Total revenues | — | | | 211.5 | | | 18.7 | | | (3.8 | ) | | 226.4 | |
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Cost of service revenues | — | | | 81.7 | | | 0.7 | | | — | | | 82.4 | |
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Cost of product sales | — | | | 82.2 | | | 13.3 | | | (3.8 | ) | | 91.7 | |
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Total costs | — | | | 163.9 | | | 14 | | | (3.8 | ) | | 174.1 | |
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Gross profit | — | | | 47.6 | | | 4.7 | | | — | | | 52.3 | |
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Selling, general and administrative expenses | 1.4 | | | 36.2 | | | 3.8 | | | — | | | 41.4 | |
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Research and development expenses | — | | | 4.7 | | | 0.1 | | | — | | | 4.8 | |
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Operating income (loss) from continuing operations | (1.4 | ) | | 6.7 | | | 0.8 | | | — | | | 6.1 | |
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Other income (expense): | | | | | | | | | |
Interest expense, net | (16.2 | ) | | 0.1 | | | (0.1 | ) | | — | | | (16.2 | ) |
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Other income (expense), net | — | | | 0.2 | | | 0.6 | | | — | | | 0.8 | |
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Total other income and expense, net | (16.2 | ) | | 0.3 | | | 0.5 | | | — | | | (15.4 | ) |
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Income (loss) from continuing operations before income taxes | (17.6 | ) | | 7 | | | 1.3 | | | — | | | (9.3 | ) |
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Provision (benefit) for income taxes from continuing operations | — | | | (0.1 | ) | | 0.3 | | | — | | | 0.2 | |
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Income (loss) from continuing operations | (17.6 | ) | | 7.1 | | | 1 | | | — | | | (9.5 | ) |
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Income (loss) from discontinued operations | — | | | (0.4 | ) | | — | | | — | | | (0.4 | ) |
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Equity in net income (loss) of subsidiaries | 7.7 | | | 1 | | | — | | | (8.7 | ) | | — | |
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Net income (loss) | $ | (9.9 | ) | | $ | 7.7 | | | $ | 1 | | | $ | (8.7 | ) | | $ | (9.9 | ) |
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Comprehensive income (loss) | $ | (10.0 | ) | | $ | 7.7 | | | $ | 0.9 | | | $ | (8.6 | ) | | $ | (10.0 | ) |
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Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) |
Nine Months Ended September 30, 2012 |
(Unaudited) |
| | | | | | | | | | | | | | | | | | | |
| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Service revenues | $ | — | | | $ | 337.9 | | | $ | 1.9 | | | $ | — | | | $ | 339.8 | |
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Product sales | — | | | 329.4 | | | 46 | | | (9.6 | ) | | 365.8 | |
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Total revenues | — | | | 667.3 | | | 47.9 | | | (9.6 | ) | | 705.6 | |
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Cost of service revenues | — | | | 263.5 | | | 1.3 | | | — | | | 264.8 | |
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Cost of product sales | — | | | 231 | | | 30.2 | | | (9.6 | ) | | 251.6 | |
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Total costs | — | | | 494.5 | | | 31.5 | | | (9.6 | ) | | 516.4 | |
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Gross profit | — | | | 172.8 | | | 16.4 | | | — | | | 189.2 | |
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Selling, general and administrative expenses | 9.3 | | | 126.1 | | | 10.3 | | | — | | | 145.7 | |
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Research and development expenses | — | | | 12.2 | | | 0.7 | | | — | | | 12.9 | |
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Operating (loss) income from continuing operations | (9.3 | ) | | 34.5 | | | 5.4 | | | — | | | 30.6 | |
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Other income expense: | | | | | | | | | |
Interest expense, net | 49.7 | | | (0.2 | ) | | 0.4 | | | — | | | 49.9 | |
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Other expense, net | (0.3 | ) | | — | | | (1.0 | ) | | — | | | (1.3 | ) |
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Total other expense, net | 49.4 | | | (0.2 | ) | | (0.6 | ) | | — | | | 48.6 | |
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Income (loss) from continuing operations before income taxes | (58.7 | ) | | 34.7 | | | 6 | | | — | | | (18.0 | ) |
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Provision for income taxes from continuing operations | — | | | 3.1 | | | 0.7 | | | — | | | 3.8 | |
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Income (loss) from continuing operations | (58.7 | ) | | 31.6 | | | 5.3 | | | — | | | (21.8 | ) |
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Loss from discontinued operations | — | | | (3.3 | ) | | 0.7 | | | — | | | (2.6 | ) |
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Equity in net income (loss) of subsidiaries | 34.3 | | | 6 | | | — | | | (40.3 | ) | | — | |
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Net income (loss) | (24.4 | ) | | 34.3 | | | 6 | | | (40.3 | ) | | (24.4 | ) |
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Comprehensive income (loss) | $ | (24.8 | ) | | $ | 34.3 | | | $ | 5.6 | | | $ | (39.9 | ) | | $ | (24.8 | ) |
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Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) |
Nine Months Ended September 29, 2013 |
(Unaudited) |
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| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Service revenues | $ | — | | | $ | 332.4 | | | $ | 2.6 | | | $ | — | | | $ | 335 | |
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Product sales | — | | | 338.1 | | | 55.1 | | | (13.3 | ) | | 379.9 | |
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Total revenues | — | | | 670.5 | | | 57.7 | | | (13.3 | ) | | 714.9 | |
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Cost of service revenues | — | | | 252.5 | | | 1.8 | | | — | | | 254.3 | |
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Cost of product sales | — | | | 255.7 | | | 39.7 | | | (13.3 | ) | | 282.1 | |
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Total costs | — | | | 508.2 | | | 41.5 | | | (13.3 | ) | | 536.4 | |
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Gross profit | — | | | 162.3 | | | 16.2 | | | — | | | 178.5 | |
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Selling, general and administrative expenses | 5.1 | | | 122.4 | | | 10.1 | | | — | | | 137.6 | |
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Research and development expenses | — | | | 13.7 | | | 0.8 | | | — | | | 14.5 | |
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Operating (loss) income from continuing operations | (5.1 | ) | | 26.2 | | | 5.3 | | | — | | | 26.4 | |
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Other income expense: | | | | | | | | | |
Interest expense, net | (48.4 | ) | | 0.1 | | | (0.4 | ) | | — | | | (48.7 | ) |
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Other expense, net | — | | | 0.3 | | | (0.1 | ) | | — | | | 0.2 | |
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Total other expense, net | (48.4 | ) | | 0.4 | | | (0.5 | ) | | — | | | (48.5 | ) |
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Income (loss) from continuing operations before income taxes | (53.5 | ) | | 26.6 | | | 4.8 | | | — | | | (22.1 | ) |
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Provision for income taxes from continuing operations | 0.5 | | | 1.9 | | | 0.5 | | | — | | | 2.9 | |
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Income (loss) from continuing operations | (54.0 | ) | | 24.7 | | | 4.3 | | | — | | | (25.0 | ) |
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Loss from discontinued operations | 0.1 | | | (4.9 | ) | | — | | | — | | | (4.8 | ) |
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Equity in net income (loss) of subsidiaries | 24.1 | | | 4.3 | | | — | | | (28.4 | ) | | — | |
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Net income (loss) | $ | (29.8 | ) | | $ | 24.1 | | | $ | 4.3 | | | $ | (28.4 | ) | | $ | (29.8 | ) |
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Comprehensive income (loss) | $ | (29.8 | ) | | $ | 24.1 | | | $ | 4.3 | | | $ | (28.4 | ) | | $ | (29.8 | ) |
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Condensed Consolidating Statement of Cash Flows |
Nine Months Ended September 30, 2012 |
(Unaudited) |
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| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Net cash provided by (used in) operating activities | $ | (32.5 | ) | | $ | 61.6 | | | $ | 6 | | | $ | — | | | $ | 35.1 | |
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Investing activities: | | | | | | | | | |
Cash paid for acquisitions, net of cash acquired | (149.4 | ) | | — | | | — | | | — | | | (149.4 | ) |
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(Increase) decrease in restricted cash | (0.4 | ) | | 0.9 | | | — | | | — | | | 0.5 | |
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Capital expenditures | (0.4 | ) | | (10.1 | ) | | (1.5 | ) | | — | | | (12.0 | ) |
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Net cash used in investing activities from continuing operations | (150.2 | ) | | (9.2 | ) | | (1.5 | ) | | — | | | (160.9 | ) |
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Financing activities: | | | | | | | | | |
Proceeds from the issuance of common stock for cash, net of issuance costs | 97 | | | — | | | — | | | — | | | 97 | |
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Cash paid for contingent acquisition consideration | — | | | (2.5 | ) | | — | | | — | | | (2.5 | ) |
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Debt issuance costs | (1.2 | ) | | — | | | — | | | — | | | (1.2 | ) |
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Borrowings under line of credit | 40 | | | | | | | | | 40 | |
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Repayment of debt | (40.0 | ) | | — | | | (0.8 | ) | | — | | | (40.8 | ) |
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Financing from affiliated companies | 55.7 | | | (55.7 | ) | | — | | | — | | | — | |
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Other, net | (0.5 | ) | | (0.4 | ) | | — | | | — | | | (0.9 | ) |
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Net cash provided by (used in) financing activities from continuing operations | 151 | | | (58.6 | ) | | (0.8 | ) | | — | | | 91.6 | |
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Net cash flows of continuing operations | (31.7 | ) | | (6.2 | ) | | 3.7 | | | — | | | (34.2 | ) |
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Net operating cash flows from discontinued operations | — | | | 2.1 | | | — | | | — | | | 2.1 | |
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Effect of exchange rate changes on cash and cash equivalents | — | | | — | | | 0.1 | | | — | | | 0.1 | |
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Net increase (decrease) in cash and cash equivalents | $ | (31.7 | ) | | $ | (4.1 | ) | | $ | 3.8 | | | $ | — | | | $ | (32.0 | ) |
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Condensed Consolidating Statement of Cash Flows |
Nine Months Ended September 29, 2013 |
(Unaudited) |
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| Parent Company | | Guarantors on a Combined Basis | | Non-Guarantors on a Combined Basis | | Eliminations | | Consolidated |
Net cash provided by (used in) operating activities | $ | (33.4 | ) | | $ | 40.7 | | | $ | 3.7 | | | $ | — | | | $ | 11 | |
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Investing activities: | | | | | | | | | |
Cash paid for acquisitions, net of cash acquired | — | | | 2.2 | | | — | | | — | | | 2.2 | |
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Decrease in restricted cash | — | | | 0.5 | | | — | | | — | | | 0.5 | |
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Other, net | — | | | 0.4 | | | — | | | — | | | 0.4 | |
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Capital expenditures | (1.0 | ) | | (9.3 | ) | | (1.9 | ) | | — | | | (12.2 | ) |
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Net cash used in investing activities from continuing operations | (1.0 | ) | | (6.2 | ) | | (1.9 | ) | | — | | | (9.1 | ) |
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Financing activities: | | | | | | | | | |
Repayment of debt | — | | | — | | | (0.8 | ) | | — | | | (0.8 | ) |
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Cash paid for contingent acquisition consideration | — | | | (2.1 | ) | | — | | | — | | | (2.1 | ) |
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Financings from affiliated companies | 29.6 | | | (32.4 | ) | | 2.8 | | | — | | | — | |
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Other, net | 1.2 | | | — | | | — | | | — | | | 1.2 | |
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Net cash provided by (used in) financing activities from continuing operations | 30.8 | | | (34.5 | ) | | 2 | | | — | | | (1.7 | ) |
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Net cash flows of continuing operations | (3.6 | ) | | — | | | 3.8 | | | — | | | 0.2 | |
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Net operating cash flows from discontinued operations | — | | | 0.5 | | | — | | | — | | | 0.5 | |
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Effect of exchange rate changes on cash and cash equivalents | — | | | — | | | 0.1 | | | — | | | 0.1 | |
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Net increase (decrease) in cash and cash equivalents | $ | (3.6 | ) | | $ | 0.5 | | | $ | 3.9 | | | $ | — | | | $ | 0.8 | |
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