Condensed Consolidating Financial Information | 3 Months Ended |
Mar. 31, 2015 |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Financial Information | Note 12. Condensed Consolidating Financial Information |
The following information is presented in accordance with Rule 3-10 of Regulation S-X and the public information requirements of Rule 144 promulgated pursuant to the Securities Act of 1933 in connection with Resolute Forest Products Inc.’s 2023 Notes that are fully and unconditionally guaranteed, on a joint and several basis, by all of our 100% owned material U.S. subsidiaries (the “Guarantor Subsidiaries”). The 2023 Notes are not guaranteed by our foreign subsidiaries and our less than 100% owned U.S. subsidiaries (the “Non-guarantor Subsidiaries”). |
The following condensed consolidating financial information sets forth the Statements of Operations and Comprehensive (Loss) Income for the three months ended March 31, 2015 and 2014, the Balance Sheets as of March 31, 2015 and December 31, 2014, and the Statements of Cash Flows for the three months ended March 31, 2015 and 2014 for the Parent, the Guarantor Subsidiaries on a combined basis, and the Non-guarantor Subsidiaries on a combined basis. The condensed consolidating financial information reflects the investments of the Parent in the Guarantor Subsidiaries and Non-guarantor Subsidiaries, as well as the investments of the Guarantor Subsidiaries in the Non-guarantor Subsidiaries, using the equity method of accounting. The principal consolidating adjustments are elimination entries to eliminate the investments in subsidiaries and intercompany balances and transactions. |
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CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME |
For the Three Months Ended March 31, 2015 |
(Unaudited, in millions) | Parent | Guarantor | Non-guarantor | Consolidating | Consolidated |
Subsidiaries | Subsidiaries | Adjustments |
Sales | $ | — | | | $ | 751 | | | $ | 581 | | | $ | (412 | ) | | $ | 920 | | |
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Costs and expenses: | | | | | | | | | | | | | | | |
Cost of sales, excluding depreciation, amortization and distribution costs | | — | | | | 704 | | | | 424 | | | | (410 | ) | | | 718 | | |
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Depreciation and amortization | | — | | | | 23 | | | | 34 | | | | — | | | | 57 | | |
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Distribution costs | | — | | | | 41 | | | | 73 | | | | (1 | ) | | | 113 | | |
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Selling, general and administrative expenses | | 3 | | | | 12 | | | | 26 | | | | — | | | | 41 | | |
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Closure costs, impairment and other related charges | | — | | | | — | | | | 6 | | | | — | | | | 6 | | |
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Operating (loss) income | | (3 | ) | | | (29 | ) | | | 18 | | | | (1 | ) | | | (15 | ) | |
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Interest expense | | (18 | ) | | | (1 | ) | | | (2 | ) | | | 9 | | | | (12 | ) | |
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Other (expense) income, net | | (1 | ) | | | 12 | | | | 3 | | | | (9 | ) | | | 5 | | |
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Parent’s equity in loss of subsidiaries | | (11 | ) | | | — | | | | — | | | | 11 | | | | — | | |
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(Loss) income before income taxes | | (33 | ) | | | (18 | ) | | | 19 | | | | 10 | | | | (22 | ) | |
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Income tax benefit (provision) | | — | | | | 4 | | | | (14 | ) | | | — | | | | (10 | ) | |
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Net (loss) income including noncontrolling interests | | (33 | ) | | | (14 | ) | | | 5 | | | | 10 | | | | (32 | ) | |
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Net income attributable to noncontrolling interests | | — | | | | — | | | | (1 | ) | | | — | | | | (1 | ) | |
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Net (loss) income attributable to Resolute Forest Products Inc. | $ | (33 | ) | | $ | (14 | ) | | $ | 4 | | | $ | 10 | | | $ | (33 | ) | |
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Comprehensive (loss) income attributable to Resolute Forest Products Inc. | $ | (23 | ) | | $ | (14 | ) | | $ | 14 | | | $ | — | | | $ | (23 | ) | |
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CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME |
For the Three Months Ended March 31, 2014 |
(Unaudited, in millions) | Parent | Guarantor | Non-guarantor | Consolidating | Consolidated |
Subsidiaries | Subsidiaries | Adjustments |
Sales | $ | — | | | $ | 845 | | | $ | 701 | | | $ | (530 | ) | | $ | 1,016 | | |
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Costs and expenses: | | | | | | | | | | | | | | | |
Cost of sales, excluding depreciation, amortization and distribution costs | | — | | | | 820 | | | | 532 | | | | (531 | ) | | | 821 | | |
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Depreciation and amortization | | — | | | | 25 | | | | 37 | | | | — | | | | 62 | | |
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Distribution costs | | — | | | | 37 | | | | 84 | | | | (1 | ) | | | 120 | | |
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Selling, general and administrative expenses | | 4 | | | | 9 | | | | 23 | | | | — | | | | 36 | | |
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Closure costs, impairment and other related charges | | — | | | | 2 | | | | 8 | | | | — | | | | 10 | | |
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Operating (loss) income | | (4 | ) | | | (48 | ) | | | 17 | | | | 2 | | | | (33 | ) | |
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Interest expense | | (17 | ) | | | (1 | ) | | | (3 | ) | | | 9 | | | | (12 | ) | |
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Other (expense) income, net | | (1 | ) | | | 11 | | | | (14 | ) | | | (9 | ) | | | (13 | ) | |
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Parent’s equity in loss of subsidiaries | | (28 | ) | | | — | | | | — | | | | 28 | | | | — | | |
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Loss before income taxes | | (50 | ) | | | (38 | ) | | | — | | | | 30 | | | | (58 | ) | |
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Income tax benefit (provision) | | — | | | | 15 | | | | (6 | ) | | | (1 | ) | | | 8 | | |
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Net loss including noncontrolling interests | | (50 | ) | | | (23 | ) | | | (6 | ) | | | 29 | | | | (50 | ) | |
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Net income attributable to noncontrolling interests | | — | | | | — | | | | — | | | | — | | | | — | | |
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Net loss attributable to Resolute Forest Products Inc. | $ | (50 | ) | | $ | (23 | ) | | $ | (6 | ) | | $ | 29 | | | $ | (50 | ) | |
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Comprehensive (loss) income attributable to Resolute Forest Products Inc. | $ | (26 | ) | | $ | 1 | | | $ | (6 | ) | | $ | 5 | | | $ | (26 | ) | |
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CONDENSED CONSOLIDATING BALANCE SHEET |
As of March 31, 2015 |
(Unaudited, in millions) | Parent | Guarantor | Non-guarantor | Consolidating | Consolidated |
Subsidiaries | Subsidiaries | Adjustments |
Assets | | | | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | | | | |
Cash and cash equivalents | $ | — | | | $ | 277 | | | $ | 47 | | | $ | — | | | $ | 324 | | |
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Accounts receivable, net | | — | | | | 353 | | | | 149 | | | | — | | | | 502 | | |
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Accounts receivable from affiliates | | 1 | | | | 386 | | | | 107 | | | | (494 | ) | | | — | | |
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Inventories, net | | — | | | | 240 | | | | 333 | | | | (10 | ) | | | 563 | | |
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Deferred income tax assets | | — | | | | — | | | | 64 | | | | — | | | | 64 | | |
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Interest receivable from parent | | — | | | | 6 | | | | — | | | | (6 | ) | | | — | | |
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Notes receivable from affiliates | | — | | | | 321 | | | | — | | | | (321 | ) | | | — | | |
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Other current assets | | — | | | | 22 | | | | 29 | | | | — | | | | 51 | | |
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Total current assets | | 1 | | | | 1,605 | | | | 729 | | | | (831 | ) | | | 1,504 | | |
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Fixed assets, net | | — | | | | 726 | | | | 1,230 | | | | — | | | | 1,956 | | |
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Amortizable intangible assets, net | | — | | | | — | | | | 62 | | | | — | | | | 62 | | |
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Deferred income tax assets | | — | | | | — | | | | 1,097 | | | | 2 | | | | 1,099 | | |
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Notes receivable from parent | | — | | | | 678 | | | | — | | | | (678 | ) | | | — | | |
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Investments in consolidated subsidiaries and affiliates | | 4,095 | | | | 2,028 | | | | — | | | | (6,123 | ) | | | — | | |
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Other assets | | 7 | | | | 56 | | | | 62 | | | | — | | | | 125 | | |
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Total assets | $ | 4,103 | | | $ | 5,093 | | | $ | 3,180 | | | $ | (7,630 | ) | | $ | 4,746 | | |
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Liabilities and equity | | | | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | | | | |
Accounts payable and accrued liabilities | $ | 14 | | | $ | 184 | | | $ | 289 | | | $ | — | | | $ | 487 | | |
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Current portion of long-term debt | | — | | | | 1 | | | | — | | | | — | | | | 1 | | |
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Accounts payable to affiliates | | 386 | | | | 107 | | | | 1 | | | | (494 | ) | | | — | | |
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Interest payable to subsidiary | | 6 | | | | — | | | | — | | | | (6 | ) | | | — | | |
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Notes payable to affiliate | | — | | | | — | | | | 321 | | | | (321 | ) | | | — | | |
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Total current liabilities | | 406 | | | | 292 | | | | 611 | | | | (821 | ) | | | 488 | | |
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Long-term debt, net of current portion | | 595 | | | | 1 | | | | — | | | | — | | | | 596 | | |
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Notes payable to subsidiaries | | 678 | | | | — | | | | — | | | | (678 | ) | | | — | | |
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Pension and other postretirement benefit obligations | | — | | | | 416 | | | | 1,075 | | | | — | | | | 1,491 | | |
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Deferred income tax liabilities | | — | | | | — | | | | 3 | | | | — | | | | 3 | | |
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Other long-term liabilities | | 1 | | | | 29 | | | | 38 | | | | — | | | | 68 | | |
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Total liabilities | | 1,680 | | | | 738 | | | | 1,727 | | | | (1,499 | ) | | | 2,646 | | |
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Total equity | | 2,423 | | | | 4,355 | | | | 1,453 | | | | (6,131 | ) | | | 2,100 | | |
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Total liabilities and equity | $ | 4,103 | | | $ | 5,093 | | | $ | 3,180 | | | $ | (7,630 | ) | | $ | 4,746 | | |
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CONDENSED CONSOLIDATING BALANCE SHEET |
As of December 31, 2014 |
(Unaudited, in millions) | Parent | Guarantor | Non-guarantor | Consolidating | Consolidated |
Subsidiaries | Subsidiaries | Adjustments |
Assets | | | | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | | | | |
Cash and cash equivalents | $ | — | | | $ | 257 | | | $ | 80 | | | $ | — | | | $ | 337 | | |
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Accounts receivable, net | | — | | | | 383 | | | | 156 | | | | — | | | | 539 | | |
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Accounts receivable from affiliates | | — | | | | 384 | | | | 95 | | | | (479 | ) | | | — | | |
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Inventories, net | | — | | | | 251 | | | | 300 | | | | (9 | ) | | | 542 | | |
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Deferred income tax assets | | — | | | | — | | | | 70 | | | | — | | | | 70 | | |
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Note and interest receivable from parent | | — | | | | 287 | | | | — | | | | (287 | ) | | | — | | |
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Notes receivable from affiliates | | — | | | | 318 | | | | — | | | | (318 | ) | | | — | | |
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Other current assets | | — | | | | 20 | | | | 26 | | | | — | | | | 46 | | |
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Total current assets | | — | | | | 1,900 | | | | 727 | | | | (1,093 | ) | | | 1,534 | | |
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Fixed assets, net | | — | | | | 742 | | | | 1,243 | | | | — | | | | 1,985 | | |
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Amortizable intangible assets, net | | — | | | | — | | | | 62 | | | | — | | | | 62 | | |
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Deferred income tax assets | | — | | | | — | | | | 1,217 | | | | 2 | | | | 1,219 | | |
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Note receivable from parent | | — | | | | 388 | | | | — | | | | (388 | ) | | | — | | |
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Investments in consolidated subsidiaries and affiliates | | 4,096 | | | | 2,020 | | | | — | | | | (6,116 | ) | | | — | | |
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Other assets | | 7 | | | | 49 | | | | 65 | | | | — | | | | 121 | | |
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Total assets | $ | 4,103 | | | $ | 5,099 | | | $ | 3,314 | | | $ | (7,595 | ) | | $ | 4,921 | | |
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Liabilities and equity | | | | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | | | | |
Accounts payable and accrued liabilities | $ | 5 | | | $ | 193 | | | $ | 320 | | | $ | — | | | $ | 518 | | |
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Current portion of long-term debt | | — | | | | 1 | | | | — | | | | — | | | | 1 | | |
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Accounts payable to affiliates | | 386 | | | | 93 | | | | — | | | | (479 | ) | | | — | | |
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Note and interest payable to subsidiary | | 287 | | | | — | | | | — | | | | (287 | ) | | | — | | |
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Notes payable to affiliate | | — | | | | — | | | | 318 | | | | (318 | ) | | | — | | |
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Total current liabilities | | 678 | | | | 287 | | | | 638 | | | | (1,084 | ) | | | 519 | | |
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Long-term debt, net of current portion | | 595 | | | | 1 | | | | — | | | | — | | | | 596 | | |
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Note payable to subsidiary | | 388 | | | | — | | | | — | | | | (388 | ) | | | — | | |
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Pension and other postretirement benefit obligations | | — | | | | 414 | | | | 1,202 | | | | — | | | | 1,616 | | |
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Deferred income tax liabilities | | — | | | | — | | | | 3 | | | | — | | | | 3 | | |
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Other long-term liabilities | | 1 | | | | 29 | | | | 40 | | | | — | | | | 70 | | |
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Total liabilities | | 1,662 | | | | 731 | | | | 1,883 | | | | (1,472 | ) | | | 2,804 | | |
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Total equity | | 2,441 | | | | 4,368 | | | | 1,431 | | | | (6,123 | ) | | | 2,117 | | |
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Total liabilities and equity | $ | 4,103 | | | $ | 5,099 | | | $ | 3,314 | | | $ | (7,595 | ) | | $ | 4,921 | | |
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CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS |
For the Three Months Ended March 31, 2015 |
(Unaudited, in millions) | Parent | Guarantor | Non-guarantor | Consolidating | Consolidated |
Subsidiaries | Subsidiaries | Adjustments |
Net cash provided by (used in) operating activities | $ | — | | | $ | 34 | | | $ | (5 | ) | | $ | — | | | $ | 29 | | |
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Cash flows from investing activities: | | | | | | | | | | | | | | | |
Cash invested in fixed assets | | — | | | | (14 | ) | | | (26 | ) | | | — | | | | (40 | ) | |
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Net cash used in investing activities | | — | | | | (14 | ) | | | (26 | ) | | | — | | | | (40 | ) | |
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Effect of exchange rate changes on cash and cash equivalents | | — | | | | — | | | | (2 | ) | | | — | | | | (2 | ) | |
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Net increase (decrease) in cash and cash equivalents | | — | | | | 20 | | | | (33 | ) | | | — | | | | (13 | ) | |
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Cash and cash equivalents: | | | | | | | | | | | | | | | |
Beginning of period | | — | | | | 257 | | | | 80 | | | | — | | | | 337 | | |
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End of period | $ | — | | | $ | 277 | | | $ | 47 | | | $ | — | | | $ | 324 | | |
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CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS |
For the Three Months Ended March 31, 2014 |
(Unaudited, in millions) | Parent | Guarantor | Non-guarantor | Consolidating | Consolidated |
Subsidiaries | Subsidiaries | Adjustments |
Net cash used in operating activities | $ | — | | | $ | (29 | ) | | $ | (12 | ) | | $ | — | | | $ | (41 | ) | |
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Cash flows from investing activities: | | | | | | | | | | | | | | | |
Cash invested in fixed assets | | — | | | | (21 | ) | | | (15 | ) | | | — | | | | (36 | ) | |
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Decrease in restricted cash | | — | | | | — | | | | 1 | | | | — | | | | 1 | | |
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Decrease in deposit requirements for letters of credit, net | | — | | | | — | | | | 1 | | | | — | | | | 1 | | |
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Net cash used in investing activities | | — | | | | (21 | ) | | | (13 | ) | | | — | | | | (34 | ) | |
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Cash flows from financing activities: | | | | | | | | | | | | | | | |
Payments of debt | | — | | | | (1 | ) | | | — | | | | — | | | | (1 | ) | |
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Net cash used in financing activities | | — | | | | (1 | ) | | | — | | | | — | | | | (1 | ) | |
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Effect of exchange rate changes on cash and cash equivalents | | — | | | | — | | | | (6 | ) | | | — | | | | (6 | ) | |
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Net decrease in cash and cash equivalents | | — | | | | (51 | ) | | | (31 | ) | | | — | | | | (82 | ) | |
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Cash and cash equivalents: | | | | | | | | | | | | | | | |
Beginning of period | | — | | | | 165 | | | | 157 | | | | — | | | | 322 | | |
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End of period | $ | — | | | $ | 114 | | | $ | 126 | | | $ | — | | | $ | 240 | | |
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