Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | ||
Mar. 31, 2014 | 5-May-14 | 5-May-14 | |
Class A-1 Partnership Units [Member] | Class A-2 Partnership Units [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'CENTAUR GUERNSEY L.P. INC. | ' | ' |
Entity Central Index Key | '0001557939 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 341,410,891.61 | 728,041.80 |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q1 | ' | ' |
Document Type | '10-Q | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $264,640 | $206,949 |
Accounts receivable, net | 382,325 | 407,578 |
Inventories, net | 182,107 | 181,567 |
Deferred income taxes | 28,436 | 23,621 |
Prepaid expenses and other | 37,124 | 53,161 |
Total current assets | 894,632 | 872,876 |
Net property, plant and equipment | 316,227 | 333,725 |
Debt issuance costs, net | 95,999 | 102,054 |
Deferred income taxes | 35,389 | 31,459 |
Goodwill | 3,378,931 | 3,378,661 |
Identifiable intangible assets, net | 2,518,629 | 2,549,201 |
Other non-current assets | 4,846 | 4,669 |
Total assets | 7,244,653 | 7,272,645 |
Current liabilities: | ' | ' |
Accounts payable | 56,826 | 50,316 |
Accrued expenses and other | 381,224 | 328,975 |
Current installments of long-term debt | 26,134 | 26,311 |
Income taxes payable | 8,845 | 3,368 |
Deferred income taxes | 25,753 | 2,199 |
Total current liabilities | 498,782 | 411,169 |
Long-term debt, net of current installments and discount | 4,863,036 | 4,865,503 |
Non-current tax liabilities | 53,415 | 53,682 |
Deferred income taxes | 944,708 | 1,003,784 |
Other non-current liabilities | 31,003 | 40,432 |
Total liabilities | 6,390,944 | 6,374,570 |
Equity: | ' | ' |
General partnerbs capital | 0 | 0 |
Limited partnersb capital | 854,559 | 900,218 |
Accumulated other comprehensive loss, net | -850 | -2,143 |
Total equity | 853,709 | 898,075 |
Total liabilities and shareholders' equity | $7,244,653 | $7,272,645 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenue: | ' | ' |
Rental | $166,558 | $188,163 |
Sales | 280,981 | 227,721 |
Total revenue | 447,539 | 415,884 |
Rental expenses | 85,792 | 97,351 |
Cost of sales | 83,302 | 56,231 |
Gross profit (loss) | 278,445 | 262,302 |
Selling, general and administrative expenses | 176,361 | 161,442 |
Research and development expenses | 17,490 | 17,782 |
Acquired intangible asset amortization | 50,689 | 47,546 |
Operating earnings (loss) | 33,905 | 35,532 |
Interest income and other | 95 | 158 |
Interest expense | -102,195 | -108,088 |
Foreign currency gain | 236 | 4,575 |
Derivative instruments loss | -3 | -516 |
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | -67,962 | -68,339 |
Income tax benefit | -21,579 | -24,968 |
Earnings (loss) from continuing operations | -46,383 | -43,371 |
Loss from discontinued operations, net of tax | 0 | -1,416 |
Net earnings (loss) | ($46,383) | ($44,787) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Net loss | ($46,383) | ($44,787) |
Unrealized investment gain, net of tax expense of $628 in 2014 and $690 in 2013 | 1,003 | 1,102 |
Foreign currency translation adjustment, net of tax benefit (expense) of $62 in 2014 and $(388) in 2013 | 290 | -1,776 |
Total comprehensive income (loss) | ($45,090) | ($45,461) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Unrealized investment gain, net of tax expense of $628 in 2014 and $690 in 2013 | ($628) | ($690) |
Foreign currency translation adjustment, net of tax benefit (expense) of $62 in 2014 and $(388) in 2013 | $62 | ($388) |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net loss | ($46,383) | ($44,787) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ' | ' |
Amortization of debt issuance costs and discount | 9,668 | 8,406 |
Depreciation and other amortization | 82,029 | 86,782 |
Loss on disposition of assets | 0 | 2,300 |
Amortization of fair value step-up in inventory | 6,680 | 0 |
Write-off of other intangible assets | 0 | 9,400 |
Provision for bad debt | 4,101 | 1,920 |
Equity-based compensation expense | 941 | 533 |
Deferred income tax benefit | -44,674 | -43,411 |
Unrealized gain on derivative instruments | -4,076 | -1,013 |
Unrealized loss (gain) on revaluation of cross currency debt | 241 | -9,851 |
Change in assets and liabilities: | ' | ' |
Decrease in accounts receivable, net | 20,806 | 16,954 |
Increase in inventories, net | -7,302 | -9,343 |
Decrease in prepaid expenses and other | 17,546 | 10,485 |
Increase in accounts payable | 6,473 | 5,176 |
Increase in accrued expenses and other | 31,799 | 58,681 |
Increase in tax liabilities, net | 4,997 | 3,347 |
Net cash provided (used) by operating activities | 82,846 | 95,579 |
Cash flows from investing activities | ' | ' |
Additions to property, plant and equipment | -10,801 | -16,043 |
Increase in inventory to be converted into equipment for short-term rental | -2,240 | -6,590 |
Dispositions of property, plant and equipment | 377 | 142 |
Businesses acquired in purchase transaction, net of cash acquired | -4,613 | 0 |
Increase in identifiable intangible assets and other non-current assets | -1,281 | -281 |
Net cash provided (used) by investing activities | -18,558 | -22,772 |
Cash flows from financing activities: | ' | ' |
Repayments of long-term debt and capital lease obligations | -6,635 | -5,691 |
Payment of debt issuance costs | 0 | -190 |
Net cash provided (used) by financing activities | -6,635 | -5,881 |
Effect of exchange rate changes on cash and cash equivalents | 38 | -1,842 |
Net increase (decrease) in cash and cash equivalents | 57,691 | 65,084 |
Cash and cash equivalents, beginning of period | 206,949 | 383,150 |
Cash and cash equivalents, end of period | $264,640 | $448,234 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Summary of Significant Accounting Policies | ' |
Summary of Significant Accounting Policies | |
(a) Basis of Presentation and Principles of Consolidation | |
The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP” or “the Codification”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information necessary for a fair presentation of results of operations, financial position and cash flows in conformity with GAAP. Operating results from interim periods are not necessarily indicative of results that may be expected for the fiscal year as a whole. The condensed consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation of our results for the interim periods presented. Certain prior period amounts have been reclassified to conform to the 2014 presentation. | |
On November 8, 2012, KCI closed on the divestiture of its TSS business to Getinge AB. The final adjusted purchase price paid by Getinge was $241.5 million. Under the terms of the Agreement, we agreed to provide transition services to Getinge after the close of the transaction. In accordance with the Codification, depreciation and amortization of the long-lived assets subject to the Agreement ceased as of August 15, 2012. Additionally, the results of the operations subject to the Agreement, excluding the allocation of general corporate overhead, are presented as discontinued operations in the consolidated statements of operations for all periods presented. Discontinued operations amounts related to TSS also exclude incremental expenses related to our transition services agreement with Getinge and the service fee payable by Getinge under the transition services agreement. | |
The Company has two reportable operating segments: Advanced Wound Therapeutics and Regenerative Medicine. We have two primary geographic regions for which we provide supplemental information: the Americas, which is comprised principally of the United States and includes Canada, Puerto Rico and Latin America; and EMEA/APAC, which is comprised of Europe, the Middle East, Africa and the Asia Pacific region. | |
The condensed consolidated financial statements appearing in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | |
(b) Derivative Financial Instruments and Fair Value Measurements | |
We use derivative financial instruments to manage the economic impact of fluctuations in interest rates. We do not use financial instruments for speculative or trading purposes. Periodically, we enter into interest rate protection agreements to modify the interest characteristics of our outstanding debt. Our interest rate derivatives have not been designated as hedging instruments, and as such, we recognize the fair value of these instruments as an asset or liability with income or expense recognized in the current period. | |
We also use derivative financial instruments to manage the economic impact of fluctuations in currency exchange rates on our intercompany balances and corresponding cash flows and to manage our transactional currency exposures when our foreign subsidiaries enter into transactions denominated in currencies other than their local currency. We enter into foreign currency exchange contracts to manage these economic risks. These contracts are not designated as hedges; as such, we recognize the fair value of these instruments as an asset or liability with income or expense recognized in the current period. Although we use master netting agreements with our derivative counterparties, we do not offset derivative asset and liability positions in the condensed consolidated balance sheets. | |
All derivative instruments are recorded on the balance sheets at fair value. The fair values of our interest rate derivatives and foreign currency exchange contracts are determined based on inputs that are readily available in public markets or can be derived from information available in publicly-quoted markets, which represent level 2 inputs as defined by the Codification. | |
(c) Concentration of Credit Risk | |
We have a concentration of credit risk with financial institutions related to our derivative instruments. As of March 31, 2014, Morgan Stanley, UBS and HSBC were the counterparties on our interest rate protection agreements consisting of interest rate swap agreements in notional amounts totaling $509.9 million each. We use master netting agreements with our derivative counterparties to reduce our risk and use multiple counterparties to reduce our concentration of credit risk. | |
We maintain cash and cash equivalents with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits. These deposits bear minimal credit risk as they are maintained at financial institutions of reputable credit and generally may be redeemed upon demand. | |
(d) Recently Adopted Accounting Standards | |
In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11 “Income Taxes – Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry forward, a Similar Tax Loss, or a Tax Credit Carry forwards Exists” which provides that entities should present the unrecognized tax benefit as a reduction of the deferred tax asset for a net operating loss (“NOL”) or similar tax loss or tax credit carryforward rather than as a liability when the uncertain tax position would reduce the NOL or other carryforward under the tax law. The ASU is effective for annual and interim period for fiscal years beginning on or after December 15, 2013. The Company adopted this ASU effective January 1, 2014. The adoption of this update did not have a material impact on our results of operations, financial position or disclosures. | |
(e) Other Significant Accounting Policies | |
For further information on our significant accounting policies, see Note 1 of the notes to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2013. |
Business_Acquisition_Business_
Business Acquisition Business Acquisition | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Business Acquisition [Abstract] | ' | |||||||||||
Business Combination Disclosure [Text Block] | ' | |||||||||||
Business Acquisition | ||||||||||||
On July 30, 2013, KCI announced that it had signed a definitive share purchase agreement to acquire Systagenix, an established provider of advanced wound care products. The transaction closed on October 28, 2013. The adjusted purchase price paid, net of cash and cash equivalents, was $478.7 million. The acquisition was accounted for as a business combination using the acquisition method and the purchase price was funded using $350.0 million of incremental borrowings under our existing senior secured credit facility along with cash on hand. The preliminary allocation of the purchase price to the Systagenix tangible and identifiable intangible assets was based on their estimated fair values as of the acquisition date. The excess of the purchase price over the identifiable intangible and net tangible assets was allocated to goodwill, which is not deductible for tax purposes. The purchase price allocation is preliminary, pending the final determination of the fair value of certain assumed assets and liabilities. As these issues are identified, modified or resolved, resulting increases or decreases to the preliminary value of assets and liabilities are offset by a change to goodwill. Adjustments to these estimates will be included in the final allocation of the purchase price. | ||||||||||||
The following table represents the preliminary allocation of the purchase price (in thousands): | ||||||||||||
December 31, | Adjustment | March 31, | ||||||||||
2013 | 2014 | |||||||||||
Goodwill | $ | 171,086 | $ | 270 | $ | 171,356 | ||||||
Identifiable intangible assets | ||||||||||||
Customer relationships | 103,301 | 103,301 | ||||||||||
Developed technology | 91,700 | 91,700 | ||||||||||
Tradenames | 56,800 | 56,800 | ||||||||||
In-process research and development | 1,766 | 1,766 | ||||||||||
Tangible assets acquired and liabilities assumed: | ||||||||||||
Accounts receivable | 50,807 | 50,807 | ||||||||||
Inventories | 27,450 | 27,450 | ||||||||||
Other current assets | 1,902 | 1,902 | ||||||||||
Property, plant and equipment | 44,016 | 44,016 | ||||||||||
Other non-current assets | 139 | 139 | ||||||||||
Current liabilities | (34,752 | ) | (270 | ) | (35,022 | ) | ||||||
Other non-current liabilities | (79 | ) | (79 | ) | ||||||||
Net deferred tax liability | (35,388 | ) | (35,388 | ) | ||||||||
Total purchase price | $ | 478,748 | $ | — | $ | 478,748 | ||||||
Purchase accounting rules require that as certain pre-acquisition issues are identified, modified or resolved, resulting increases or decreases to the preliminary value of assets and liabilities are offset by a change in goodwill. Modifications to goodwill reflected in the “Adjustments” column above were primarily the result of assumed liabilities. | ||||||||||||
The net deferred tax liability relates primarily to the tax impact of future amortization associated with the intangible assets acquired, which is not deductible for tax purposes. | ||||||||||||
We estimated the fair value of acquired identifiable intangible assets using the income approach. Total Systagenix definite-lived intangible assets are amortized over a weighted-average period of 16 years of which 20 years relate to customer relationships, 13 years relate to developed technology and 15 years relate to tradenames. The acquired customer relationship and developed technology intangible assets will be amortized on an accelerated basis while tradename intangible assets will be amortized on a straight-line basis, which we believe are the most appropriate amortization methods. The amortization of identifiable product-related intangible assets is included in acquired intangible asset amortization within our consolidated statement of operations and, as a result, is excluded from cost of sales and the determination of product margins. | ||||||||||||
The following table reflects the unaudited pro forma condensed consolidated results of operations, as though the acquisition had occurred on January 1, 2012 (in thousands): | ||||||||||||
Three months ended March 31, | ||||||||||||
2013 | ||||||||||||
Pro forma revenue | $ | 466,995 | ||||||||||
Pro forma net loss | $ | (52,124 | ) | |||||||||
The unaudited pro forma condensed consolidated results of operations presented above are for illustrative purposes only and are not necessarily indicative of what actually would have occurred had the acquisition been in effect for the period presented, nor are they indicative of future operating results. | ||||||||||||
In January 2014, LifeCell entered into an asset purchase agreement with TauTona Injector, LLC to purchase certain assets, including patents, know-how, and inventory. Under the terms of the asset purchase agreement, LifeCell made an initial cash payment of $3.0 million at the closing of the transaction. The asset purchase agreement also calls for additional payments by LifeCell of up to $31.5 million upon the achievement of certain milestones. During the first quarter of 2014, LifeCell paid $1.5 million under the asset purchase agreement related to milestone achievement. As of March 31, 2014, the accompanying condensed consolidated balance sheet included $6.7 million under the caption "accrued expenses and other" and $8.5 million under the caption "other non-current liabilities" related to future milestone payments. |
Supplemental_Balance_Sheet_Dat
Supplemental Balance Sheet Data | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Balance Sheet Related Disclosures [Abstract] | ' | |||||||
Supplemental Balance Sheet Data | ' | |||||||
Supplemental Balance Sheet Data | ||||||||
(a) Accounts Receivable, net | ||||||||
Accounts receivable consist of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Gross trade accounts receivable: | ||||||||
Billed trade accounts receivable | $ | 408,220 | $ | 418,804 | ||||
Unbilled receivables | 30,933 | 50,841 | ||||||
Less: Allowance for revenue adjustments | (59,272 | ) | (67,631 | ) | ||||
Gross trade accounts receivable | 379,881 | 402,014 | ||||||
Less: Allowance for bad debt | (11,862 | ) | (8,483 | ) | ||||
Net trade accounts receivable | 368,019 | 393,531 | ||||||
Other receivables | 14,306 | 14,047 | ||||||
$ | 382,325 | $ | 407,578 | |||||
(b) Inventories, net | ||||||||
Inventories consist of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Finished goods and tissue available for distribution | $ | 121,336 | $ | 110,937 | ||||
Goods and tissue in-process | 11,047 | 12,994 | ||||||
Raw materials, supplies, parts and unprocessed tissue | 69,696 | 71,876 | ||||||
202,079 | 195,807 | |||||||
Less: Amounts expected to be converted into equipment for short-term rental | (6,192 | ) | (3,952 | ) | ||||
Reserve for excess and obsolete inventory | (13,780 | ) | (10,288 | ) | ||||
$ | 182,107 | $ | 181,567 | |||||
LongTerm_Debt
Long-Term Debt | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Long-Term Debt | ' | |||||||
Long-Term Debt | ||||||||
Long-term debt consists of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Senior Dollar Term E-1 Credit Facility (1) – due 2018 | $ | 1,941,842 | $ | 1,946,708 | ||||
Senior Euro Term E-1 Credit Facility (1) – due 2018 | 337,220 | 337,820 | ||||||
Senior Term E-2 Credit Facility (1) – due 2016 | 317,740 | 318,537 | ||||||
10.5% Second Lien Senior Secured Notes due 2018 | 1,750,000 | 1,750,000 | ||||||
12.5% Senior Unsecured Notes due 2019 | 612,000 | 612,000 | ||||||
3.25% Convertible Senior Notes due 2015 | 101 | 101 | ||||||
Notional amount of debt | 4,958,903 | 4,965,166 | ||||||
Senior Dollar Term E-1 Credit Facility Discount, net of accretion | (29,289 | ) | (30,926 | ) | ||||
Senior Euro Term E-1 Credit Facility Discount, net of accretion | (10,140 | ) | (10,693 | ) | ||||
Senior Term E-2 Credit Facility Discount, net of accretion | (4,110 | ) | (4,486 | ) | ||||
Second Lien Senior Secured Notes Discount, net of accretion | (23,258 | ) | (24,222 | ) | ||||
Senior Unsecured Notes Discount, net of accretion | (2,936 | ) | (3,025 | ) | ||||
Net discount on debt | (69,733 | ) | (73,352 | ) | ||||
Total debt, net of discount | 4,889,170 | 4,891,814 | ||||||
Less: Current installments | (26,134 | ) | (26,311 | ) | ||||
$ | 4,863,036 | $ | 4,865,503 | |||||
_____________________________ | ||||||||
(1) On January 22, 2014, we entered into Amendment No. 5 to our senior secured credit facility. As a result of the amendment we created new classes of Dollar Term E-1 Loans, Euro Term E-1 Loans and Term E-2 Loans, having the same rights and obligations as the Dollar Term D-1 Loans, Euro Term D-1 Loans and Term D-2 Loans as set forth in the Credit Agreement and Loan Documents, except as revised by the amendment. | ||||||||
Senior Secured Credit Facility | ||||||||
Our senior secured credit facility (the “Senior Secured Credit Facility”) includes a $200 million revolving credit facility (the “Revolving Credit Facility”). Amounts available under the Revolving Credit Facility are available for borrowing and reborrowing until maturity. At March 31, 2014 and December 31, 2013, no revolving credit loans were outstanding and we had outstanding letters of credit issued by banks which are party to the Senior Secured Credit Facility of $22.0 million and $21.2 million, respectively. In addition, we had $12.8 million and $12.6 million of letters of credit issued by a bank not party to the Senior Secured Credit Facility as of March 31, 2014 and December 31, 2013, respectively. The capacity of the Revolving Credit Facility is reduced for the $22.0 million and $21.2 million of letters of credit issued by banks which are party to the Senior Secured Credit Facility as of March 31, 2014 and December 31, 2013, respectively. The resulting availability under the Revolving Credit Facility was $178.0 million and $178.8 million at March 31, 2014 and December 31, 2013, respectively. Commitment fees accrue at a rate of 0.375% on the amounts available under the Revolving Credit Facility. | ||||||||
On January 22, 2014, we entered into Amendment No. 5 to our Senior Secured Credit Facility ("Amendment No. 5"). As a result of the amendment we created new classes of Dollar Term E-1 Loans, Euro Term E-1 Loans and Term E-2 Loans, having the same rights and obligations as the Dollar Term D-1 Loans, Euro Term D-1 Loans and Term D-2 Loans as set forth in the Credit Agreement and Loan Documents, except as revised by the amendment. In connection with Amendment No. 5, Dollar Term D-1 Loans, Euro Term D-1 Loans and Term D-2 Loans were refinanced with Dollar Term E-1 Loans, Euro Term E-1 Loans and Term E-2 Loans, respectively. | ||||||||
Interest. Amounts outstanding under the Dollar Term E-1 Loans, the Term E-2 Loans and the Revolving Credit Facility (other than swing-line loans and unreimbursed drawings on letters of credit) bear interest, at our option, at a rate equal to either the base rate or the eurocurrency rate, in each case plus an applicable margin. Amounts outstanding under the Euro Term E-1 Loans bear interest at the eurocurrency rate, and swing-line loans and unreimbursed drawings on letters of credit bear interest at the base rate. As a result of Amendment No. 5, the new applicable margins are (i) for eurocurrency rate loans that are Dollar Term E-1 Loans, 3.00%, (ii) for base rate loans that are Dollar Term E-1 Loans, 2.00%, (iii) for eurocurrency rate loans that are Euro Term E-1 Loans, 3.25%, (iv) for base rate loans that are Euro Term E-1 Loans, 2.25%, (v) for eurocurrency rate loans that are Term E-2 Loans, 2.50%, and (vi) for base rate loans that are Term E-2 Loans, 1.50%. The Term E loans will have a eurocurrency rate floor of 1.00% and a base rate floor of 2.00%. | ||||||||
10.5% Second Lien Senior Secured Notes and 12.5% Senior Unsecured Notes | ||||||||
As required upon the closing of our 10.5% Second Lien Senior Secured Notes due 2018 (“10.5% Second Lien Notes”) and the 12.5% Senior Unsecured Notes due 2019 (“12.5% Unsecured Notes”), we have entered into registration rights agreements with respect to these notes. Pursuant to the terms of the registration rights agreements, we filed a registration statement (the “Registration Statement”) with respect to a registered exchange offer to exchange such notes for new notes with terms substantially identical in all material respects with the notes (except for the provisions relating to the transfer restrictions and payment of additional interest). On February 13, 2013, our Registration Statement was declared effective by the Securities and Exchange Commission (“SEC”), and our exchange offer was completed on March 15, 2013. | ||||||||
Because our Registration Statement was not declared effective by the SEC under the Securities Act and the exchange offer was not consummated within 365 days following the issuance of the notes (“Exchange Date”), and because we did not file a shelf registration statement covering resales of the notes within 30 days after the Exchange Date (each a “Notes Registration Default”), additional interest accrued on the aggregate principal amount of the notes from and including the date on which any such Notes Registration Default occurred to but excluding the date on which the Notes Registration Defaults were cured through the completion of the exchange offer. Under the terms of the registration rights agreements entered into with respect to these notes, additional interest was accrued at a rate of 0.25% and 0.50% from November 4, 2012 to February 4, 2013 and February 5, 2013 to March 15, 2013, respectively. | ||||||||
Covenants | ||||||||
As of March 31, 2014, we were in compliance with all covenants under our Senior Secured Credit Facility, 10.5% Second Lien Notes, 12.5% Unsecured Notes, and 3.25% Convertible Senior Notes due 2015 (“the Convertible Notes”). | ||||||||
For further information on our long-term debt, see Note 6 of the notes to the consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2013. |
Derivative_Financial_Instrumen
Derivative Financial Instruments and Fair Value Measurements | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||
Derivative Financial Instruments and Fair Value Measurements Disclosure [Abstract] | ' | |||||||||||||||||||
Derivative Financial Instruments and Fair Value Measurements | ' | |||||||||||||||||||
Derivative Financial Instruments and Fair Value Measurements | ||||||||||||||||||||
We are exposed to credit loss in the event of nonperformance by counterparties to the extent of the fair values of the outstanding interest rate swap agreements, interest rate cap agreements and foreign currency exchange contracts, but we do not anticipate nonperformance by any of the counterparties. All derivative instruments are recorded on the balance sheets at fair value. We do not use financial instruments for speculative or trading purposes. | ||||||||||||||||||||
Interest Rate Protection | ||||||||||||||||||||
At March 31, 2014 and December 31, 2013, we had three interest rate swap agreements to convert a portion of our outstanding variable rate debt to a fixed rate basis. These agreements that became effective in December 2013, have not been designated as hedging instruments, and as such, we recognize the fair value of these instruments as an asset or liability with income or expense recognized in the current period. The interest rate swap agreements have quarterly interest payments, receive rates based on the higher of three-month USD LIBOR or 1.25% and pay rates based on fixed rates, due on the last day of March, June, September and December. Once effective, the aggregate notional amount decreases quarterly by amounts ranging from $1.7 million to $56.4 million until maturity. | ||||||||||||||||||||
The following table summarizes our interest rate swap agreements (dollars in thousands): | ||||||||||||||||||||
Effective Dates | Original Notional Amount | Fixed Interest Rate | ||||||||||||||||||
12/31/13-12/31/16 | $509,867 | 2.26% | ||||||||||||||||||
12/31/13-12/31/16 | $509,867 | 2.25% | ||||||||||||||||||
12/31/13-12/31/16 | $509,867 | 2.25% | ||||||||||||||||||
The interest rate cap agreements expired on December 31, 2013. | ||||||||||||||||||||
Foreign Currency Exchange Rate Mitigation | ||||||||||||||||||||
At March 31, 2014 and December 31, 2013, we had foreign currency exchange contracts to sell or purchase $3.0 million and $14.3 million, respectively, of various currencies. | ||||||||||||||||||||
Fair Value Measurements | ||||||||||||||||||||
The Codification defines fair value as the exit price that would be received to sell an asset or paid to transfer a liability. The Fair Value Measurements and Disclosure topic of the Codification establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. | ||||||||||||||||||||
The carrying amount reported in the balance sheets for cash and cash equivalents, accounts receivable, accounts payable and long-term obligations, excluding our borrowings under our Senior Secured Credit Facility and fixed rate long-term debt, including the 10.5% Second Lien Secured Notes, the 12.5% Unsecured Notes and the Convertible Notes approximates fair value. The fair value of our borrowings under our Senior Secured Credit Facility and fixed rate long-term debt was $2.6 billion and $2.7 billion, respectively, at March 31, 2014. The fair value of our borrowings under our Senior Secured Credit Facility and fixed rate long-term debt was $2.6 billion and $2.7 billion, respectively, at December 31, 2013. The fair value of our long-term debt was estimated based upon open-market trades at or near year end. | ||||||||||||||||||||
All of our derivatives, as of the reporting date, use inputs considered as Level 2. The interest rate swap agreements and interest rate cap agreements are valued using a discounted cash flow model that takes into account the present value of the future cash flows under the terms of the agreements by using market information available as of the reporting date, including prevailing interest rates and related forward interest rate curves. The foreign currency exchange contracts are valued using a discounted cash flow model that takes into account the present value of the future cash flows under the terms of the agreements by using market information available as of the reporting date, including prevailing foreign currency exchange rates and related foreign currency exchange rate curves. | ||||||||||||||||||||
The following table sets forth the location and aggregate fair value amounts of all derivative instruments with credit-related contingent features (in thousands): | ||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||
Balance | Fair Value | Balance | Fair Value | |||||||||||||||||
Sheet | Sheet | |||||||||||||||||||
Location | March 31, | December 31, | Location | March 31, | December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||
Derivatives not designated as hedging instruments | ||||||||||||||||||||
Interest rate swap agreements | Prepaid expenses and other | $ | — | $ | — | Accrued expenses and other | $ | 14,796 | $ | 345 | ||||||||||
Interest rate swap agreements | Other non-current assets | — | — | Other non-current liabilities | 13,678 | 31,906 | ||||||||||||||
Foreign currency exchange contracts | Prepaid expenses and other | 24 | 146 | Accrued expenses and other | 146 | 569 | ||||||||||||||
Total derivatives | $ | 24 | $ | 146 | $ | 28,620 | $ | 32,820 | ||||||||||||
The following table summarizes the amount of gain (loss) on derivatives not designated as hedging instruments (dollars in thousands): | ||||||||||||||||||||
Three months ended March 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Interest rate swap agreements | $ | (75 | ) | $ | (701 | ) | ||||||||||||||
Interest rate cap agreements | — | (6 | ) | |||||||||||||||||
Foreign currency exchange contracts | 72 | 191 | ||||||||||||||||||
$ | (3 | ) | $ | (516 | ) | |||||||||||||||
Certain of our derivative instruments contain provisions that require compliance with the restrictive covenants of our Senior Secured Credit Facility. For further information regarding the restrictive covenants of credit facilities, see Note 6 of the notes to the consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | ||||||||||||||||||||
If we default under our credit facilities, the lenders could require immediate repayment of the entire principal. If those lenders require immediate repayment, we may not be able to repay them which could result in the foreclosure of substantially all of our assets. In these circumstances, the counterparties to the derivative instruments could request immediate payment or full collateralization on derivative instruments in net liability positions. Certain of our derivative counterparties are also parties to our Senior Secured Credit Facility. | ||||||||||||||||||||
No collateral has been posted by us in the normal course of business. If the credit-related contingent features underlying these agreements were triggered on March 31, 2014, we could be required to settle or post the full amount as collateral to the respective agreement counterparties. | ||||||||||||||||||||
We did not have any measurements of financial assets or financial liabilities at fair value on a nonrecurring basis at March 31, 2014 or December 31, 2013. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Other Comprehensive Income [Abstract] | ' | |||||||||||
Comprehensive Income (Loss) Note | ' | |||||||||||
Accumulated Other Comprehensive Loss | ||||||||||||
The components of accumulated other comprehensive loss are as follows (in thousands): | ||||||||||||
Accumulated | Investment Gain | Accumulated | ||||||||||
Foreign | Other | |||||||||||
Currency | Comprehensive | |||||||||||
Translation | Income (Loss) | |||||||||||
Adjustment | ||||||||||||
Balances at December 31, 2013 | $ | (4,384 | ) | $ | 2,241 | $ | (2,143 | ) | ||||
Unrealized investment gain, net of tax expense of $628 | — | 1,003 | 1,003 | |||||||||
Foreign currency translation adjustment, net of taxes of $62 | 290 | — | 290 | |||||||||
Balances at March 31, 2014 | $ | (4,094 | ) | $ | 3,244 | $ | (850 | ) | ||||
During the three months ended March 31, 2014, there were no reclassification adjustments out of accumulated other comprehensive loss to net loss. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
LEGAL PROCEEDINGS | |
Intellectual Property Litigation | |
As the owner and exclusive licensee of patents, from time to time, we are a party to proceedings challenging these patents, including challenges in U.S. federal courts, foreign courts, foreign patent offices and the U.S. Patent and Trademark Office. Additionally, from time to time, we are a party to litigation we initiate against others we contend infringe these patents, which often results in counterclaims regarding the validity of such patents. At other times, we are party to litigation initiated by others who contend we infringe their patents. It is not possible to reliably predict the outcome of the proceedings described below. However, if we are unable to effectively enforce our intellectual property rights, third parties may become more aggressive in the marketing of competitive products around the world. | |
Intellectual Property Litigation | |
In February 2011, KCI filed suit in U.S. Federal District Court for the Western District of Texas seeking a declaratory judgment that, among other things, KCI no longer owes royalties to Wake Forest University under a 1993 patent license agreement because the relevant patent claims previously licensed to KCI by Wake Forest are invalid or not infringed. The patents that are the subject of the litigation expire in June 2014. Historical royalties under the license agreement, although disputed, were accrued through February 27, 2011 and are reflected in our consolidated financial statements. For the year ended December 31, 2010, a royalty payment of $44.2 million was paid to Wake Forest for the semi-annual period January 1, 2010 through June 30, 2010, and from July 1, 2010 through December 31, 2010 an additional $49.6 million of royalty obligations were accrued consistent with past practice. Amounts accrued, but unpaid from January 1, 2011 through February 27, 2011, were approximately $13.6 million. Due to the pending dispute and KCI’s claims against Wake Forest, the accrued amounts were not paid to Wake Forest. No royalty payments have been made to Wake Forest since August 2010. In the event that we are unsuccessful in this litigation, we may be required to pay substantial royalty damages to Wake Forest relating to NPWT product revenue for the period from July 2010 through June 2014. Wake Forest is also seeking treble damages in the case, which if awarded, could materially impact our results of operations and financial condition. | |
In 2011, in light of the multiple rulings in various jurisdictions including the U.S., declaring the Wake Forest patents invalid, KCI reassessed the validity of the patents and determined that continued payment of the royalties scheduled under the 1993 license agreement with Wake Forest was inappropriate. KCI withdrew as a co-plaintiff with Wake Forest from pending litigation against Smith & Nephew (and later withdrew from litigation against other defendants such as Convatec, Medela and Innovative Therapies, Inc.), and filed the declaratory judgment action in February 2011. In March 2011, Wake Forest provided KCI with written notice of termination of the license agreement and demanded that KCI cease manufacturing and selling licensed products. Wake Forest has counterclaimed against KCI alleging breach of contract and patent infringement. KCI also alleges breach of contract against Wake Forest for its refusal to negotiate in good faith to reduce the royalty rate under the 1993 license agreement following the several patent invalidity rulings and subsequent loss of market share by KCI. | |
During 2012 and 2013, following a reversal by the Court of Appeals for the Federal Circuit of a previous invalidity ruling by the U.S. District Court for the Western District of Texas, Wake Forest announced that it had reached settlements with several of our competitors, including Smith & Nephew, Medela, and Convatec relating to prior patent infringement litigation to resolve all patent disputes between them related to NPWT. The Wake Forest litigation is progressing and is set for trial in July 2014. Because of the multiple rulings declaring the patents invalid and subsequent decisions by the District Court to not preclude KCI from asserting any prior art against the Wake Forest patents, KCI's assessment that the Wake Forest patents are invalid or not infringed by KCI's products remains unchanged. | |
We continue to vigorously litigate our positions in the Wake Forest litigation and KCI will continue to manufacture and sell V.A.C. products. It is not possible to predict the outcome of this litigation nor is it possible to estimate any damages that may be awarded if we are unsuccessful in the litigation. We believe that any damages awarded as a reasonable royalty in this case would be substantially less than our previous royalty obligation to Wake Forest because the prior license agreement provided KCI with worldwide exclusive rights, whereas any infringement damages in the case would be based on U.S. non-exclusive rights. Further, on April 22, 2014, the U.S. District Court for the Western District of Texas, granted KCI's motion for summary judgment of no willful infringement which effectively precludes Wake Forest from seeking enhanced damages for any alleged patent infringement. We also believe our counter-claims against Wake Forest could further reduce our potential exposure to a damages award in the event we are unsuccessful on the liability issues of the case. | |
In a case related to the U.S. Wake Forest litigation, in 2013, KCI filed suit in the German Federal Patent Court against Wake Forest’s German patent corresponding to European Patent No. EP0620720 (“the '720 Patent”) relating to NPWT. In a 2009 trial between Wake Forest, Mölnlycke Health Care AB and Smith & Nephew, the ‘720 patent was declared invalid and revoked by the German court. Wake Forest appealed the decision. Following the settlements described above, the suits filed against Wake Forest’s German patent were withdrawn prior to the appeal being heard and the ‘720 patent was reinstated without a ruling on Wake Forest’s appeal. Although the patent’s statutory term expired in November 2012, KCI is seeking a final revocation of the ‘720 patent in Germany. | |
In August 2013, Vital Needs International, L.P. ("Vital Needs") filed a Demand for Arbitration with the American Arbitration Association seeking to recover $100 million in damages against KCI entities based on a number of claims related to certain intellectual property rights sold by Vital Needs to KCI pursuant to a 2006 acquisition agreement. Vital Needs alleges, among other things, breach of the contract for failure to pay royalties on sales of KCI products. We do not believe any royalties are owed to Vital Needs for sales of KCI products, and we believe our defenses to Vital Needs' claims are meritorious. We intend to vigorously defend the arbitration, which is in its initial phase. The arbitration is currently set for January 2015. It is not possible to predict the outcome of this arbitration, nor is it possible to estimate any damages that may be awarded if we are unsuccessful in the litigation. | |
In September 2013, LifeNet Health ("LifeNet") filed suit against LifeCell Corporation in the United States District Court for the Eastern District of Virginia, Norfolk Division. LifeNet alleges that two LifeCell products, Strattice and AlloDerm Ready to Use, infringe LifeNet’s U.S. Patent No. 6,569,200 ("the ‘200 Patent"). LifeNet alleges that LifeCell has been aware of the ‘200 Patent and its infringement since 2009 and acted willfully in continuing to infringe the ‘200 Patent thereafter. LifeNet seeks monetary damages including treble damages for willful infringement, together with costs and prejudgment and post judgment interest as well as a finding that the case is exceptional and an award of costs and reasonable attorneys fees. We believe that our defenses to the LifeNet claims are meritorious and that the patents that are the subject of the litigation are invalid, or are not infringed by LifeCell’s products. It is not possible to predict the outcome of this litigation nor is it possible to estimate any damages that may be awarded if we are unsuccessful in the litigation. | |
Products Liability Litigation | |
LifeCell Corporation is a defendant in approximately 330 lawsuits filed by individuals alleging personal injury and seeking monetary damages for failed hernia repair procedures using LifeCell’s AlloDerm products. These cases have been consolidated for case management purposes in Middlesex County, New Jersey. The trial court has issued a pre-trial order incorporating the bellwether practice of trying the claims of some plaintiffs to determine the likelihood of settlement or to avoid relitigating common issues in every case. Following limited discovery, the parties have recently selected four bellwether cases from which the first case to be tried will be selected. Full discovery will now proceed on the four selected cases. Trial of the first case is scheduled for September 2015. Although it is not possible to reliably predict the outcome of the litigation, we believe that our defenses to these claims are meritorious and we will defend against these suits vigorously. We have insurance that covers these claims and lawsuits. These consolidated cases are being treated as a single occurrence and therefore do not require the exhaustion of a separate self-insured retention to trigger coverage. Based on our existing insurance coverage and our defenses to these cases, we do not expect them to have a material impact on our results of operations or our financial position. As these cases are in their early stages with much discovery still to be conducted, the plaintiffs have yet to set forth their alleged damages. As such, it is impossible to predict or estimate potential losses if our defenses to these cases are unsuccessful. | |
Since 2012, LifeCell Corporation has been named as a defendant in approximately 120 lawsuits in state and federal courts in Massachusetts, Delaware, Minnesota, New York and Texas (federal court cases have been transferred to West Virginia multidistrict litigation docket) alleging personal injury and seeking monetary damages for failed gynecological procedures using a human tissue product processed by LifeCell and sold by Boston Scientific, one of LifeCell’s distributors. The LifeCell cases in Middlesex County Massachusetts were initially filed in a multidistrict action involving numerous synthetic mesh manufacturers and synthetic products. We intend to defend these suits vigorously. Based on our existing insurance coverage and our defenses to these cases, we do not expect them to have a material impact on our results of operations or our financial position. As these cases are in their early stages it is not possible to predict or estimate potential losses if our defenses to these cases are unsuccessful. | |
Other Litigation | |
In 2009, KCI received a subpoena from the U.S. Department of Health and Human Services Office of Inspector General (“OIG”) seeking records regarding our billing practices under the local coverage policies of the four regional Durable Medical Equipment Medicare Administrative Contractors (“DME MACs”). KCI cooperated with the OIG's inquiry and provided substantial documentation to the OIG and the U.S. Attorneys' office in response to its request. The government's inquiry stemmed from the filing under seal of two 2008 qui tam actions against KCI by two former employees in the U.S. District Court, Central District of California, Western Division. These cases are captioned United States of America, ex rel. Steven J. Hartpence v. Kinetic Concepts, Inc. et al, and United States of America, ex rel. Geraldine Godecke v. Kinetic Concepts, Inc., et al. The complaints contend that KCI violated the Federal False Claims Act by billing in a manner that was not consistent with the Local Coverage Determinations issued by the DME MACs and seek recovery of monetary damages. Following the completion of the government's review and its decision declining to intervene in such suits, the live pleadings were ordered unsealed in 2011. After reviewing the allegations, KCI filed motions seeking the dismissal of the suits on multiple grounds. In 2012, the Court granted KCI's motions dismissing all of the claims under the False Claims Act. The cases are on appeal in the U.S. Court of Appeals for the Ninth Circuit and are set for hearing in July 2014. We believe that our defenses to the claims in the Hartpence and Goedecke cases are meritorious and that we have no liability under the False Claims Act for their allegations. However, it is not possible to predict the outcome of this litigation nor is it possible to estimate any damages that may be awarded if we are unsuccessful in the litigation. | |
We are a party to several additional lawsuits arising in the ordinary course of our business. Additionally, the manufacturing and marketing of medical products necessarily entails an inherent risk of product liability claims. We maintain multiple layers of product liability insurance coverage and we believe these policies and the amounts of coverage are appropriate and adequate. | |
OTHER COMMITMENTS AND CONTINGENCIES | |
As a healthcare supplier, we are subject to extensive government regulation, including laws and regulations directed at ascertaining the appropriateness of reimbursement, preventing fraud and abuse and otherwise regulating reimbursement under various government programs. The marketing, billing, documenting and other practices are all subject to government oversight and review. To ensure compliance with Medicare and other regulations, regional carriers often conduct audits and request patient records and other documents to support claims submitted by us for payment of services rendered to customers. | |
We also are subject to routine pre-payment and post-payment audits of medical claims submitted to Medicare. These audits typically involve a review, by Medicare or its designated contractors and representatives, of documentation supporting the medical necessity of the therapy provided by us. While Medicare requires us to obtain a comprehensive physician order prior to providing products and services, we are not required to, and do not as a matter of practice require, or subsequently obtain, the underlying medical records supporting the information included in such claim. Following a Medicare request for supporting documentation, we are obligated to procure and submit the underlying medical records retained by various medical facilities and physicians. Obtaining these medical records in connection with a claims audit may be difficult or impossible and, in any event, all of these records are subject to further examination and dispute by an auditing authority. Under standard Medicare procedures, we are entitled to demonstrate the sufficiency of documentation and the establishment of medical necessity, and we have the right to appeal any adverse determinations. If a determination is made that our records or the patients' medical records are insufficient to meet medical necessity or Medicare reimbursement requirements for the claims subject to a pre-payment or post-payment audit, we could be subject to denial, recoupment or refund demands for claims submitted for Medicare reimbursement. In the event that an audit results in discrepancies in the records provided, Medicare may be entitled to extrapolate the results of the audit to make recoupment demands based on a wider population of claims than those examined in the audit. |
Segment_Information
Segment Information | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
SegmentandGeographicalInstruments [Abstract] | ' | |||||||
Segment Reporting Disclosure | ' | |||||||
Segment Information | ||||||||
The Company is engaged in the rental and sale of advanced wound therapeutics and regenerative medicine products in over 75 countries worldwide through direct sales and indirect operations. We have two reportable operating segments which correspond to our two businesses: Advanced Wound Therapeutics ("AWT") and Regenerative Medicine. Our AWT business is conducted by KCI and its subsidiaries, including Systagenix, while our Regenerative Medicine business is conducted by LifeCell and its subsidiaries. In most countries where we operate, certain aspects of our two businesses are supported by the same administrative staff, systems and infrastructure and, as such, we have allocated these costs between the businesses based on allocation methods including headcount, revenue and other methods as deemed appropriate. We measure segment profit (loss) as operating earnings (loss), which is defined as income (loss) before interest and other income, interest expense, foreign currency gains and losses, derivative instruments gains and losses and income taxes. All intercompany transactions are eliminated in computing revenue and operating earnings (loss). | ||||||||
On November 8, 2012, Getinge purchased certain assets and assumed certain liabilities comprising KCI's TSS business. The historical results of operations of the TSS business, excluding the allocation of general corporate overhead, are reported as discontinued operations in the consolidated statements of operations. Discontinued operations amounts related to TSS also exclude incremental expenses related to our transition services agreement with Getinge and the service fee payable by Getinge under the transition services agreement. | ||||||||
Information on segments and a reconciliation of consolidated totals are as follows (in thousands): | ||||||||
Three months ended March 31, | ||||||||
2014 | 2013 | |||||||
Revenue: | ||||||||
Advanced Wound Therapeutics | $ | 335,979 | $ | 305,882 | ||||
Regenerative Medicine | 111,560 | 110,002 | ||||||
Total revenue | $ | 447,539 | $ | 415,884 | ||||
Operating earnings (loss): | ||||||||
Advanced Wound Therapeutics | $ | 84,750 | $ | 89,421 | ||||
Regenerative Medicine | 31,008 | 29,869 | ||||||
Non-allocated costs: | ||||||||
General headquarter expense (1) | (2,809 | ) | (13,109 | ) | ||||
Equity-based compensation | (941 | ) | (533 | ) | ||||
Merger and restructuring-related expenses (2) | (27,414 | ) | (22,570 | ) | ||||
Acquired intangible asset amortization (3) | (50,689 | ) | (47,546 | ) | ||||
Total non-allocated costs | (81,853 | ) | (83,758 | ) | ||||
Total operating earnings | $ | 33,905 | $ | 35,532 | ||||
-1 | 2013 includes $9.4 million write-off of in-process research and development costs due to discontinuation of related projects. | |||||||
-2 | Represents expenses related to the Merger including management fees and restructuring-related expenses. | |||||||
-3 | 2014 includes amortization of acquired intangible assets related to our acquisition of Systagenix in October 2013 and our Merger in November 2011. 2013 includes amortization of acquired intangible assets related to our Merger in November 2011. |
Guarantor_Condensed_Consolidat
Guarantor Condensed Consolidating Financial Statements | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Guarantor Condensed Consolidating Financial Statements [Abstract] | ' | |||||||||||||||||||||||
Guarantor Condensed Consolidating Financial Statements | ' | |||||||||||||||||||||||
Guarantor Condensed Consolidating Financial Statements | ||||||||||||||||||||||||
Our 10.5% Second Lien Notes and 12.5% Unsecured Notes are fully and unconditionally guaranteed, jointly and severally, by us and each of our material 100% owned subsidiaries, other than the subsidiaries that are co-issuers of the notes, foreign subsidiaries and subsidiaries whose only assets are investments in foreign subsidiaries. The non-guarantor subsidiaries do not have any payment obligations under the 10.5% Second Lien Notes or 12.5% Unsecured Notes. Subject to the terms of the10.5% Second Lien Notes and 12.5% Unsecured Notes indentures, the guarantee of a subsidiary guarantor will terminate upon: | ||||||||||||||||||||||||
-1 | a sale or other disposition (including by way of consolidation or merger) of the capital stock of such guarantor or the sale or disposition of all or substantially all the assets of such subsidiary guarantor (other than to the Company or a restricted subsidiary) otherwise permitted by the 10.5% Second Lien Notes or 12.5% Unsecured Notes indentures, | |||||||||||||||||||||||
-2 | the designation in accordance with the 10.5% Second Lien Notes or 12.5% Unsecured Notes indenture of the guarantor as an unrestricted subsidiary or the occurrence of any event after which the guarantor is no longer a restricted subsidiary, | |||||||||||||||||||||||
-3 | defeasance or discharge of the 10.5% Second Lien Notes or 12.5% Unsecured Notes, or | |||||||||||||||||||||||
-4 | upon the achievement of investment grade status by the 10.5% Second Lien Notes or 12.5% Unsecured Notes; provided that such guarantee shall be reinstated upon the reversion date. | |||||||||||||||||||||||
In the event of a bankruptcy, liquidation or reorganization of any non-guarantor subsidiary, such non-guarantor subsidiary will pay the holders of its debt and other liabilities, including its trade creditors, before it will be able to distribute any of its assets to us. In the future, any non-U.S. subsidiaries, immaterial subsidiaries and subsidiaries that we designate as unrestricted subsidiaries under the 10.5% Second Lien Notes and 12.5% Unsecured Notes indentures will not guarantee the 10.5% Second Lien Notes or 12.5% Unsecured Notes. As of March 31, 2014, there were no restrictions on the ability of subsidiary guarantors to transfer funds to the parent company. | ||||||||||||||||||||||||
As a result of the guarantee arrangements, we are presenting the following condensed consolidated balance sheets, statements of operations and comprehensive income (loss), and statements of cash flows of the issuer, the guarantor subsidiaries and the non-guarantor subsidiaries. | ||||||||||||||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Balance Sheet | ||||||||||||||||||||||||
March 31, 2014 | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Assets: | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 398 | $ | 95,847 | $ | — | $ | 168,395 | $ | — | $ | 264,640 | ||||||||||||
Accounts receivable, net | — | 167,744 | 65,232 | 149,349 | — | 382,325 | ||||||||||||||||||
Inventories, net | — | 60,405 | 123,384 | 105,515 | (107,197 | ) | 182,107 | |||||||||||||||||
Deferred income taxes | — | — | 28,436 | — | — | 28,436 | ||||||||||||||||||
Prepaid expenses and other | — | 16,149 | 5,245 | 300,120 | (284,390 | ) | 37,124 | |||||||||||||||||
Intercompany receivables | 166 | 1,744,227 | 2,283,084 | 58,485 | (4,085,962 | ) | — | |||||||||||||||||
Total current assets | 564 | 2,084,372 | 2,505,381 | 781,864 | (4,477,549 | ) | 894,632 | |||||||||||||||||
Net property, plant and equipment | — | 294,733 | 78,868 | 208,196 | (265,570 | ) | 316,227 | |||||||||||||||||
Debt issuance costs, net | — | 95,999 | — | — | — | 95,999 | ||||||||||||||||||
Deferred income taxes | — | — | — | 35,389 | — | 35,389 | ||||||||||||||||||
Goodwill | — | 2,483,240 | 732,771 | 162,920 | — | 3,378,931 | ||||||||||||||||||
Identifiable intangible assets, net | — | 345,145 | 1,829,466 | 344,018 | — | 2,518,629 | ||||||||||||||||||
Other non-current assets | — | 814 | 186 | 94,746 | (90,900 | ) | 4,846 | |||||||||||||||||
Intercompany loan receivables | — | 967,987 | 418,518 | — | (1,386,505 | ) | — | |||||||||||||||||
Intercompany investments | 857,753 | 382,134 | 361,877 | — | (1,601,764 | ) | — | |||||||||||||||||
$ | 858,317 | $ | 6,654,424 | $ | 5,927,067 | $ | 1,627,133 | $ | (7,822,288 | ) | $ | 7,244,653 | ||||||||||||
Liabilities and Equity: | ||||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 18,759 | $ | 12,724 | $ | 25,343 | $ | — | $ | 56,826 | ||||||||||||
Accrued expenses and other | — | 239,534 | 240,497 | 80,513 | (179,320 | ) | 381,224 | |||||||||||||||||
Intercompany payables | 4,110 | 896,071 | 2,583,199 | 602,582 | (4,085,962 | ) | — | |||||||||||||||||
Current installments of long-term debt | — | 26,134 | — | — | — | 26,134 | ||||||||||||||||||
Income taxes payable | — | — | 2,467 | 6,378 | — | 8,845 | ||||||||||||||||||
Deferred income taxes | — | 7,159 | 95 | 18,499 | — | 25,753 | ||||||||||||||||||
Total current liabilities | 4,110 | 1,187,657 | 2,838,982 | 733,315 | (4,265,282 | ) | 498,782 | |||||||||||||||||
Long-term debt, net of current installments and discount | — | 4,863,036 | — | — | — | 4,863,036 | ||||||||||||||||||
Non-current tax liabilities | — | 29,133 | 4,328 | 19,954 | — | 53,415 | ||||||||||||||||||
Deferred income taxes | — | 142,651 | 742,718 | 59,339 | — | 944,708 | ||||||||||||||||||
Other non-current liabilities | 498 | 20,538 | 8,824 | 1,143 | — | 31,003 | ||||||||||||||||||
Intercompany loan payables | — | 413,307 | 775,000 | 198,198 | (1,386,505 | ) | — | |||||||||||||||||
Total liabilities | 4,608 | 6,656,322 | 4,369,852 | 1,011,949 | (5,651,787 | ) | 6,390,944 | |||||||||||||||||
Total equity | 853,709 | (1,898 | ) | 1,557,215 | 615,184 | (2,170,501 | ) | 853,709 | ||||||||||||||||
$ | 858,317 | $ | 6,654,424 | $ | 5,927,067 | $ | 1,627,133 | $ | (7,822,288 | ) | $ | 7,244,653 | ||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Balance Sheet | ||||||||||||||||||||||||
December 31, 2013 | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Assets: | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 398 | $ | 87,771 | $ | 118 | $ | 118,662 | $ | — | $ | 206,949 | ||||||||||||
Accounts receivable, net | — | 184,723 | 71,457 | 151,398 | — | 407,578 | ||||||||||||||||||
Inventories, net | — | 54,809 | 101,779 | 101,751 | (76,772 | ) | 181,567 | |||||||||||||||||
Deferred income taxes | — | 14,991 | 6,610 | 2,020 | — | 23,621 | ||||||||||||||||||
Prepaid expenses and other | — | 35,832 | 5,434 | 321,427 | (309,532 | ) | 53,161 | |||||||||||||||||
Intercompany receivables | 166 | 1,687,528 | 2,326,181 | 21,241 | (4,035,116 | ) | — | |||||||||||||||||
Total current assets | 564 | 2,065,654 | 2,511,579 | 716,499 | (4,421,420 | ) | 872,876 | |||||||||||||||||
Net property, plant and equipment | — | 311,122 | 80,963 | 223,987 | (282,347 | ) | 333,725 | |||||||||||||||||
Debt issuance costs, net | — | 102,054 | — | — | — | 102,054 | ||||||||||||||||||
Deferred income taxes | — | — | — | 31,459 | — | 31,459 | ||||||||||||||||||
Goodwill | — | 2,483,240 | 732,771 | 162,650 | — | 3,378,661 | ||||||||||||||||||
Identifiable intangible assets, net | — | 361,640 | 1,829,452 | 358,109 | — | 2,549,201 | ||||||||||||||||||
Other non-current assets | — | 715 | 192 | 94,662 | (90,900 | ) | 4,669 | |||||||||||||||||
Intercompany loan receivables | — | 990,972 | 404,688 | — | (1,395,660 | ) | — | |||||||||||||||||
Intercompany investments | 901,902 | 432,884 | 372,093 | — | (1,706,879 | ) | — | |||||||||||||||||
$ | 902,466 | $ | 6,748,281 | $ | 5,931,738 | $ | 1,587,366 | $ | (7,897,206 | ) | $ | 7,272,645 | ||||||||||||
Liabilities and Equity: | ||||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 15,266 | $ | 14,929 | $ | 20,121 | $ | — | $ | 50,316 | ||||||||||||
Accrued expenses and other | — | 185,790 | 246,977 | 77,843 | (181,635 | ) | 328,975 | |||||||||||||||||
Intercompany payables | 4,110 | 852,892 | 2,559,407 | 618,707 | (4,035,116 | ) | — | |||||||||||||||||
Current installments of long-term debt | — | 26,311 | — | — | — | 26,311 | ||||||||||||||||||
Income taxes payable | — | — | 3,368 | — | — | 3,368 | ||||||||||||||||||
Deferred income taxes | — | — | — | 2,199 | — | 2,199 | ||||||||||||||||||
Total current liabilities | 4,110 | 1,080,259 | 2,824,681 | 718,870 | (4,216,751 | ) | 411,169 | |||||||||||||||||
Long-term debt, net of current installments and discount | — | 4,865,503 | — | — | — | 4,865,503 | ||||||||||||||||||
Non-current tax liabilities | — | 28,850 | 4,284 | 20,548 | — | 53,682 | ||||||||||||||||||
Deferred income taxes | — | 231,713 | 718,930 | 53,141 | — | 1,003,784 | ||||||||||||||||||
Other non-current liabilities | 281 | 38,667 | 334 | 1,150 | — | 40,432 | ||||||||||||||||||
Intercompany loan payables | — | 399,690 | 780,000 | 215,970 | (1,395,660 | ) | — | |||||||||||||||||
Total liabilities | 4,391 | 6,644,682 | 4,328,229 | 1,009,679 | (5,612,411 | ) | 6,374,570 | |||||||||||||||||
Total equity | 898,075 | 103,599 | 1,603,509 | 577,687 | (2,284,795 | ) | 898,075 | |||||||||||||||||
$ | 902,466 | $ | 6,748,281 | $ | 5,931,738 | $ | 1,587,366 | $ | (7,897,206 | ) | $ | 7,272,645 | ||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Operations and Comprehensive Income (Loss) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2014 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Revenue: | ||||||||||||||||||||||||
Rental | $ | — | $ | 135,764 | $ | 1,581 | $ | 29,213 | $ | — | $ | 166,558 | ||||||||||||
Sales | — | 65,869 | 205,355 | 208,466 | (198,709 | ) | 280,981 | |||||||||||||||||
Total revenue | — | 201,633 | 206,936 | 237,679 | (198,709 | ) | 447,539 | |||||||||||||||||
Rental expenses | 43 | 68,791 | 3,291 | 54,111 | (40,444 | ) | 85,792 | |||||||||||||||||
Cost of sales | 6 | 65,341 | 116,976 | 92,834 | (191,855 | ) | 83,302 | |||||||||||||||||
Gross profit (loss) | (49 | ) | 67,501 | 86,669 | 90,734 | 33,590 | 278,445 | |||||||||||||||||
Selling, general and administrative expenses | 893 | 79,282 | 47,402 | 48,887 | (103 | ) | 176,361 | |||||||||||||||||
Research and development expenses | — | 5,622 | 6,744 | 5,124 | — | 17,490 | ||||||||||||||||||
Acquired intangible asset amortization | — | 16,425 | 20,172 | 14,092 | — | 50,689 | ||||||||||||||||||
Operating earnings (loss) | (942 | ) | (33,828 | ) | 12,351 | 22,631 | 33,693 | 33,905 | ||||||||||||||||
Non-operating intercompany transactions | — | (6,626 | ) | (8,282 | ) | (8,007 | ) | 22,915 | — | |||||||||||||||
Interest income and other | — | 17,200 | 9,828 | 30 | (26,963 | ) | 95 | |||||||||||||||||
Interest expense | — | (112,016 | ) | (17,137 | ) | (5 | ) | 26,963 | (102,195 | ) | ||||||||||||||
Foreign currency gain (loss) | — | (460 | ) | (46 | ) | 742 | — | 236 | ||||||||||||||||
Derivative instruments loss | — | (3 | ) | — | — | — | (3 | ) | ||||||||||||||||
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | (942 | ) | (135,733 | ) | (3,286 | ) | 15,391 | 56,608 | (67,962 | ) | ||||||||||||||
Income tax expense (benefit) | — | (79,988 | ) | 32,257 | 26,152 | — | (21,579 | ) | ||||||||||||||||
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | (942 | ) | (55,745 | ) | (35,543 | ) | (10,761 | ) | 56,608 | (46,383 | ) | |||||||||||||
Equity in earnings (loss) of subsidiaries | (45,441 | ) | (50,750 | ) | (10,761 | ) | — | 106,952 | — | |||||||||||||||
Earnings (loss) from continuing operations | (46,383 | ) | (106,495 | ) | (46,304 | ) | (10,761 | ) | 163,560 | (46,383 | ) | |||||||||||||
Earnings (loss) from discontinued operations, net of tax | — | — | — | — | — | — | ||||||||||||||||||
Net earnings (loss) | $ | (46,383 | ) | $ | (106,495 | ) | $ | (46,304 | ) | $ | (10,761 | ) | $ | 163,560 | $ | (46,383 | ) | |||||||
Total comprehensive income (loss) | $ | (45,090 | ) | $ | (105,202 | ) | $ | (45,011 | ) | $ | (9,468 | ) | $ | 159,681 | $ | (45,090 | ) | |||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Operations and Comprehensive Income (Loss) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2013 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Revenue: | ||||||||||||||||||||||||
Rental | $ | — | $ | 150,468 | $ | 2,240 | $ | 35,455 | $ | — | $ | 188,163 | ||||||||||||
Sales | — | 69,209 | 219,683 | 161,900 | (223,071 | ) | 227,721 | |||||||||||||||||
Total revenue | — | 219,677 | 221,923 | 197,355 | (223,071 | ) | 415,884 | |||||||||||||||||
Rental expenses | — | 62,349 | 4,842 | 56,922 | (26,762 | ) | 97,351 | |||||||||||||||||
Cost of sales | 25 | 50,135 | 109,758 | 60,657 | (164,344 | ) | 56,231 | |||||||||||||||||
Gross profit (loss) | (25 | ) | 107,193 | 107,323 | 79,776 | (31,965 | ) | 262,302 | ||||||||||||||||
Selling, general and administrative expenses | 508 | 82,428 | 44,663 | 33,963 | (120 | ) | 161,442 | |||||||||||||||||
Research and development expenses | — | 6,902 | 8,256 | 2,624 | — | 17,782 | ||||||||||||||||||
Acquired intangible asset amortization | — | 21,237 | 18,279 | 8,030 | — | 47,546 | ||||||||||||||||||
Operating earnings (loss) | (533 | ) | (3,374 | ) | 36,125 | 35,159 | (31,845 | ) | 35,532 | |||||||||||||||
Non-operating intercompany transactions | — | 51,952 | 58,855 | (23,524 | ) | (87,283 | ) | — | ||||||||||||||||
Interest income and other | — | 17,684 | 3,063 | 29 | (20,618 | ) | 158 | |||||||||||||||||
Interest expense | — | (111,139 | ) | (17,557 | ) | (10 | ) | 20,618 | (108,088 | ) | ||||||||||||||
Foreign currency gain (loss) | — | 11,423 | (78 | ) | (6,770 | ) | — | 4,575 | ||||||||||||||||
Derivative instruments loss | — | (516 | ) | — | — | — | (516 | ) | ||||||||||||||||
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | (533 | ) | (33,970 | ) | 80,408 | 4,884 | (119,128 | ) | (68,339 | ) | ||||||||||||||
Income tax expense (benefit) | — | (27,571 | ) | 4,734 | (2,131 | ) | — | (24,968 | ) | |||||||||||||||
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | (533 | ) | (6,399 | ) | 75,674 | 7,015 | (119,128 | ) | (43,371 | ) | ||||||||||||||
Equity in earnings (loss) of subsidiaries | (44,254 | ) | 80,293 | 6,274 | — | (42,313 | ) | — | ||||||||||||||||
Earnings (loss) from continuing operations | (44,787 | ) | 73,894 | 81,948 | 7,015 | (161,441 | ) | (43,371 | ) | |||||||||||||||
Earnings (loss) from discontinued operations, net of tax | — | (867 | ) | (2 | ) | (741 | ) | 194 | (1,416 | ) | ||||||||||||||
Net earnings (loss) | $ | (44,787 | ) | $ | 73,027 | $ | 81,946 | $ | 6,274 | $ | (161,247 | ) | $ | (44,787 | ) | |||||||||
Total comprehensive income (loss) | $ | (45,461 | ) | $ | 72,353 | $ | 81,272 | $ | 5,600 | $ | (159,225 | ) | $ | (45,461 | ) | |||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Cash Flows | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2014 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net earnings (loss) | $ | (46,383 | ) | $ | (106,495 | ) | $ | (46,304 | ) | $ | (10,761 | ) | $ | 163,560 | $ | (46,383 | ) | |||||||
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | 941 | 54,197 | 62,506 | 42,868 | (31,283 | ) | 129,229 | |||||||||||||||||
Net cash provided (used) by operating activities | (45,442 | ) | (52,298 | ) | 16,202 | 32,107 | 132,277 | 82,846 | ||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Net additions to property, plant and equipment | — | (20,324 | ) | (2,031 | ) | (12,414 | ) | 22,105 | (12,664 | ) | ||||||||||||||
Businesses acquired in purchase transaction, net of cash acquired | — | — | (4,500 | ) | (113 | ) | — | (4,613 | ) | |||||||||||||||
Decrease (increase) in identifiable intangible assets and other non-current assets | — | (29 | ) | (1,187 | ) | (65 | ) | — | (1,281 | ) | ||||||||||||||
Net cash provided (used) by investing activities | — | (20,353 | ) | (7,718 | ) | (12,592 | ) | 22,105 | (18,558 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Distribution to limited partners | — | — | — | — | — | — | ||||||||||||||||||
Repayments of long-term debt and capital lease obligations | — | (6,619 | ) | — | (16 | ) | — | (6,635 | ) | |||||||||||||||
Payment of debt issuance costs | — | — | — | — | — | — | ||||||||||||||||||
Proceeds (payments) on intercompany loans | — | 36,602 | (18,830 | ) | (17,772 | ) | — | — | ||||||||||||||||
Proceeds (payments) on intercompany investments | 45,442 | 50,744 | 10,228 | 47,968 | (154,382 | ) | — | |||||||||||||||||
Net cash provided (used) by financing activities | 45,442 | 80,727 | (8,602 | ) | 30,180 | (154,382 | ) | (6,635 | ) | |||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | 38 | — | 38 | ||||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 8,076 | (118 | ) | 49,733 | — | 57,691 | |||||||||||||||||
Cash and cash equivalents, beginning of period | 398 | 87,771 | 118 | 118,662 | — | 206,949 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | 398 | $ | 95,847 | $ | — | $ | 168,395 | $ | — | $ | 264,640 | ||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Cash Flows | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2013 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net earnings (loss) | $ | (44,787 | ) | $ | 73,027 | $ | 81,946 | $ | 6,274 | $ | (161,247 | ) | $ | (44,787 | ) | |||||||||
Adjustments to reconcile net loss to net cash provided (used) by operating activities | 533 | 140,723 | (62,103 | ) | (70,159 | ) | 131,372 | 140,366 | ||||||||||||||||
Net cash provided (used) by operating activities | (44,254 | ) | 213,750 | 19,843 | (63,885 | ) | (29,875 | ) | 95,579 | |||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Net additions to property, plant and equipment | — | (29,548 | ) | (3,545 | ) | (24,616 | ) | 35,218 | (22,491 | ) | ||||||||||||||
Decrease (increase) in identifiable intangible assets and other non-current assets | — | (72 | ) | (513 | ) | 304 | — | (281 | ) | |||||||||||||||
Net cash provided (used) by investing activities | — | (29,620 | ) | (4,058 | ) | (24,312 | ) | 35,218 | (22,772 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Repayments of long-term debt and capital lease obligations | — | (5,764 | ) | — | 73 | — | (5,691 | ) | ||||||||||||||||
Payment of debt issuance costs | — | (190 | ) | — | — | — | (190 | ) | ||||||||||||||||
Proceeds (payments) on intercompany loans | — | 5,812 | (6,391 | ) | 579 | — | — | |||||||||||||||||
Proceeds (payments) on intercompany investments | 44,254 | (80,948 | ) | (9,394 | ) | 51,431 | (5,343 | ) | — | |||||||||||||||
Net cash provided (used) by financing activities | 44,254 | (81,090 | ) | (15,785 | ) | 52,083 | (5,343 | ) | (5,881 | ) | ||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (1,842 | ) | — | (1,842 | ) | ||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 103,040 | — | (37,956 | ) | — | 65,084 | |||||||||||||||||
Cash and cash equivalents, beginning of period | 398 | 276,788 | — | 105,964 | — | 383,150 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | 398 | $ | 379,828 | $ | — | $ | 68,008 | $ | — | $ | 448,234 | ||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of Presentation and Principles of Consolidation | ' |
Basis of Presentation and Principles of Consolidation | |
The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP” or “the Codification”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information necessary for a fair presentation of results of operations, financial position and cash flows in conformity with GAAP. Operating results from interim periods are not necessarily indicative of results that may be expected for the fiscal year as a whole. The condensed consolidated financial statements reflect all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation of our results for the interim periods presented. Certain prior period amounts have been reclassified to conform to the 2014 presentation. | |
On November 8, 2012, KCI closed on the divestiture of its TSS business to Getinge AB. The final adjusted purchase price paid by Getinge was $241.5 million. Under the terms of the Agreement, we agreed to provide transition services to Getinge after the close of the transaction. In accordance with the Codification, depreciation and amortization of the long-lived assets subject to the Agreement ceased as of August 15, 2012. Additionally, the results of the operations subject to the Agreement, excluding the allocation of general corporate overhead, are presented as discontinued operations in the consolidated statements of operations for all periods presented. Discontinued operations amounts related to TSS also exclude incremental expenses related to our transition services agreement with Getinge and the service fee payable by Getinge under the transition services agreement. | |
The Company has two reportable operating segments: Advanced Wound Therapeutics and Regenerative Medicine. We have two primary geographic regions for which we provide supplemental information: the Americas, which is comprised principally of the United States and includes Canada, Puerto Rico and Latin America; and EMEA/APAC, which is comprised of Europe, the Middle East, Africa and the Asia Pacific region. | |
The condensed consolidated financial statements appearing in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2013. | |
Derivative Financial Instruments and Fair Value Measurements | ' |
Derivative Financial Instruments and Fair Value Measurements | |
We use derivative financial instruments to manage the economic impact of fluctuations in interest rates. We do not use financial instruments for speculative or trading purposes. Periodically, we enter into interest rate protection agreements to modify the interest characteristics of our outstanding debt. Our interest rate derivatives have not been designated as hedging instruments, and as such, we recognize the fair value of these instruments as an asset or liability with income or expense recognized in the current period. | |
We also use derivative financial instruments to manage the economic impact of fluctuations in currency exchange rates on our intercompany balances and corresponding cash flows and to manage our transactional currency exposures when our foreign subsidiaries enter into transactions denominated in currencies other than their local currency. We enter into foreign currency exchange contracts to manage these economic risks. These contracts are not designated as hedges; as such, we recognize the fair value of these instruments as an asset or liability with income or expense recognized in the current period. Although we use master netting agreements with our derivative counterparties, we do not offset derivative asset and liability positions in the condensed consolidated balance sheets. | |
All derivative instruments are recorded on the balance sheets at fair value. The fair values of our interest rate derivatives and foreign currency exchange contracts are determined based on inputs that are readily available in public markets or can be derived from information available in publicly-quoted markets, which represent level 2 inputs as defined by the Codification. | |
Concentration of Credit Risk | ' |
Concentration of Credit Risk | |
We have a concentration of credit risk with financial institutions related to our derivative instruments. As of March 31, 2014, Morgan Stanley, UBS and HSBC were the counterparties on our interest rate protection agreements consisting of interest rate swap agreements in notional amounts totaling $509.9 million each. We use master netting agreements with our derivative counterparties to reduce our risk and use multiple counterparties to reduce our concentration of credit risk. | |
We maintain cash and cash equivalents with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits. These deposits bear minimal credit risk as they are maintained at financial institutions of reputable credit and generally may be redeemed upon demand. | |
Recently Adopted Accounting Standards | ' |
Recently Adopted Accounting Standards | |
In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11 “Income Taxes – Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry forward, a Similar Tax Loss, or a Tax Credit Carry forwards Exists” which provides that entities should present the unrecognized tax benefit as a reduction of the deferred tax asset for a net operating loss (“NOL”) or similar tax loss or tax credit carryforward rather than as a liability when the uncertain tax position would reduce the NOL or other carryforward under the tax law. The ASU is effective for annual and interim period for fiscal years beginning on or after December 15, 2013. The Company adopted this ASU effective January 1, 2014. The adoption of this update did not have a material impact on our results of operations, financial position or disclosures. | |
Other Significant Accounting Policies | ' |
Other Significant Accounting Policies | |
For further information on our significant accounting policies, see Note 1 of the notes to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2013. |
Business_Acquisition_Tables
Business Acquisition (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Business Acquisition [Abstract] | ' | |||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | |||||||||||
The following table represents the preliminary allocation of the purchase price (in thousands): | ||||||||||||
December 31, | Adjustment | March 31, | ||||||||||
2013 | 2014 | |||||||||||
Goodwill | $ | 171,086 | $ | 270 | $ | 171,356 | ||||||
Identifiable intangible assets | ||||||||||||
Customer relationships | 103,301 | 103,301 | ||||||||||
Developed technology | 91,700 | 91,700 | ||||||||||
Tradenames | 56,800 | 56,800 | ||||||||||
In-process research and development | 1,766 | 1,766 | ||||||||||
Tangible assets acquired and liabilities assumed: | ||||||||||||
Accounts receivable | 50,807 | 50,807 | ||||||||||
Inventories | 27,450 | 27,450 | ||||||||||
Other current assets | 1,902 | 1,902 | ||||||||||
Property, plant and equipment | 44,016 | 44,016 | ||||||||||
Other non-current assets | 139 | 139 | ||||||||||
Current liabilities | (34,752 | ) | (270 | ) | (35,022 | ) | ||||||
Other non-current liabilities | (79 | ) | (79 | ) | ||||||||
Net deferred tax liability | (35,388 | ) | (35,388 | ) | ||||||||
Total purchase price | $ | 478,748 | $ | — | $ | 478,748 | ||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | |||||||||||
The following table reflects the unaudited pro forma condensed consolidated results of operations, as though the acquisition had occurred on January 1, 2012 (in thousands): | ||||||||||||
Three months ended March 31, | ||||||||||||
2013 | ||||||||||||
Pro forma revenue | $ | 466,995 | ||||||||||
Pro forma net loss | $ | (52,124 | ) |
Supplemental_Balance_Sheet_Dat1
Supplemental Balance Sheet Data (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Balance Sheet Related Disclosures [Abstract] | ' | |||||||
Schedule of Accounts Receivable, Net | ' | |||||||
Accounts receivable consist of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Gross trade accounts receivable: | ||||||||
Billed trade accounts receivable | $ | 408,220 | $ | 418,804 | ||||
Unbilled receivables | 30,933 | 50,841 | ||||||
Less: Allowance for revenue adjustments | (59,272 | ) | (67,631 | ) | ||||
Gross trade accounts receivable | 379,881 | 402,014 | ||||||
Less: Allowance for bad debt | (11,862 | ) | (8,483 | ) | ||||
Net trade accounts receivable | 368,019 | 393,531 | ||||||
Other receivables | 14,306 | 14,047 | ||||||
$ | 382,325 | $ | 407,578 | |||||
Schedule of Inventories, Net | ' | |||||||
Inventories consist of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Finished goods and tissue available for distribution | $ | 121,336 | $ | 110,937 | ||||
Goods and tissue in-process | 11,047 | 12,994 | ||||||
Raw materials, supplies, parts and unprocessed tissue | 69,696 | 71,876 | ||||||
202,079 | 195,807 | |||||||
Less: Amounts expected to be converted into equipment for short-term rental | (6,192 | ) | (3,952 | ) | ||||
Reserve for excess and obsolete inventory | (13,780 | ) | (10,288 | ) | ||||
$ | 182,107 | $ | 181,567 | |||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Schedule of Long-term Debt Instruments | ' | |||||||
Long-term debt consists of the following (in thousands): | ||||||||
March 31, | December 31, | |||||||
2014 | 2013 | |||||||
Senior Dollar Term E-1 Credit Facility (1) – due 2018 | $ | 1,941,842 | $ | 1,946,708 | ||||
Senior Euro Term E-1 Credit Facility (1) – due 2018 | 337,220 | 337,820 | ||||||
Senior Term E-2 Credit Facility (1) – due 2016 | 317,740 | 318,537 | ||||||
10.5% Second Lien Senior Secured Notes due 2018 | 1,750,000 | 1,750,000 | ||||||
12.5% Senior Unsecured Notes due 2019 | 612,000 | 612,000 | ||||||
3.25% Convertible Senior Notes due 2015 | 101 | 101 | ||||||
Notional amount of debt | 4,958,903 | 4,965,166 | ||||||
Senior Dollar Term E-1 Credit Facility Discount, net of accretion | (29,289 | ) | (30,926 | ) | ||||
Senior Euro Term E-1 Credit Facility Discount, net of accretion | (10,140 | ) | (10,693 | ) | ||||
Senior Term E-2 Credit Facility Discount, net of accretion | (4,110 | ) | (4,486 | ) | ||||
Second Lien Senior Secured Notes Discount, net of accretion | (23,258 | ) | (24,222 | ) | ||||
Senior Unsecured Notes Discount, net of accretion | (2,936 | ) | (3,025 | ) | ||||
Net discount on debt | (69,733 | ) | (73,352 | ) | ||||
Total debt, net of discount | 4,889,170 | 4,891,814 | ||||||
Less: Current installments | (26,134 | ) | (26,311 | ) | ||||
$ | 4,863,036 | $ | 4,865,503 | |||||
_____________________________ | ||||||||
(1) On January 22, 2014, we entered into Amendment No. 5 to our senior secured credit facility. As a result of the amendment we created new classes of Dollar Term E-1 Loans, Euro Term E-1 Loans and Term E-2 Loans, having the same rights and obligations as the Dollar Term D-1 Loans, Euro Term D-1 Loans and Term D-2 Loans as set forth in the Credit Agreement and Loan Documents, except as revised by the amendment. |
Derivative_Financial_Instrumen1
Derivative Financial Instruments and Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||
Derivative [Line Items] | ' | |||||||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | ' | |||||||||||||||||||
The following table sets forth the location and aggregate fair value amounts of all derivative instruments with credit-related contingent features (in thousands): | ||||||||||||||||||||
Asset Derivatives | Liability Derivatives | |||||||||||||||||||
Balance | Fair Value | Balance | Fair Value | |||||||||||||||||
Sheet | Sheet | |||||||||||||||||||
Location | March 31, | December 31, | Location | March 31, | December 31, | |||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||
Derivatives not designated as hedging instruments | ||||||||||||||||||||
Interest rate swap agreements | Prepaid expenses and other | $ | — | $ | — | Accrued expenses and other | $ | 14,796 | $ | 345 | ||||||||||
Interest rate swap agreements | Other non-current assets | — | — | Other non-current liabilities | 13,678 | 31,906 | ||||||||||||||
Foreign currency exchange contracts | Prepaid expenses and other | 24 | 146 | Accrued expenses and other | 146 | 569 | ||||||||||||||
Total derivatives | $ | 24 | $ | 146 | $ | 28,620 | $ | 32,820 | ||||||||||||
Not Designated as Hedging Instrument [Member] | ' | |||||||||||||||||||
Derivative [Line Items] | ' | |||||||||||||||||||
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | ' | |||||||||||||||||||
The following table summarizes the amount of gain (loss) on derivatives not designated as hedging instruments (dollars in thousands): | ||||||||||||||||||||
Three months ended March 31, | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Interest rate swap agreements | $ | (75 | ) | $ | (701 | ) | ||||||||||||||
Interest rate cap agreements | — | (6 | ) | |||||||||||||||||
Foreign currency exchange contracts | 72 | 191 | ||||||||||||||||||
$ | (3 | ) | $ | (516 | ) | |||||||||||||||
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ' | |||||||||||||||||||
Derivative [Line Items] | ' | |||||||||||||||||||
Schedule of Notional Amounts of Outstanding Derivative Positions | ' | |||||||||||||||||||
The following table summarizes our interest rate swap agreements (dollars in thousands): | ||||||||||||||||||||
Effective Dates | Original Notional Amount | Fixed Interest Rate | ||||||||||||||||||
12/31/13-12/31/16 | $509,867 | 2.26% | ||||||||||||||||||
12/31/13-12/31/16 | $509,867 | 2.25% | ||||||||||||||||||
12/31/13-12/31/16 | $509,867 | 2.25% |
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) | ' | |||||||||||
The components of accumulated other comprehensive loss are as follows (in thousands): | ||||||||||||
Accumulated | Investment Gain | Accumulated | ||||||||||
Foreign | Other | |||||||||||
Currency | Comprehensive | |||||||||||
Translation | Income (Loss) | |||||||||||
Adjustment | ||||||||||||
Balances at December 31, 2013 | $ | (4,384 | ) | $ | 2,241 | $ | (2,143 | ) | ||||
Unrealized investment gain, net of tax expense of $628 | — | 1,003 | 1,003 | |||||||||
Foreign currency translation adjustment, net of taxes of $62 | 290 | — | 290 | |||||||||
Balances at March 31, 2014 | $ | (4,094 | ) | $ | 3,244 | $ | (850 | ) | ||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Segment Reporting [Abstract] | ' | |||||||
Reconciliation of Revenue and Operating Earnings (Loss) from Segments to Consolidated | ' | |||||||
Information on segments and a reconciliation of consolidated totals are as follows (in thousands): | ||||||||
Three months ended March 31, | ||||||||
2014 | 2013 | |||||||
Revenue: | ||||||||
Advanced Wound Therapeutics | $ | 335,979 | $ | 305,882 | ||||
Regenerative Medicine | 111,560 | 110,002 | ||||||
Total revenue | $ | 447,539 | $ | 415,884 | ||||
Operating earnings (loss): | ||||||||
Advanced Wound Therapeutics | $ | 84,750 | $ | 89,421 | ||||
Regenerative Medicine | 31,008 | 29,869 | ||||||
Non-allocated costs: | ||||||||
General headquarter expense (1) | (2,809 | ) | (13,109 | ) | ||||
Equity-based compensation | (941 | ) | (533 | ) | ||||
Merger and restructuring-related expenses (2) | (27,414 | ) | (22,570 | ) | ||||
Acquired intangible asset amortization (3) | (50,689 | ) | (47,546 | ) | ||||
Total non-allocated costs | (81,853 | ) | (83,758 | ) | ||||
Total operating earnings | $ | 33,905 | $ | 35,532 | ||||
-1 | 2013 includes $9.4 million write-off of in-process research and development costs due to discontinuation of related projects. | |||||||
-2 | Represents expenses related to the Merger including management fees and restructuring-related expenses. | |||||||
-3 | 2014 includes amortization of acquired intangible assets related to our acquisition of Systagenix in October 2013 and our Merger in November 2011. 2013 includes amortization of acquired intangible assets related to our Merger in November 2011. |
Guarantor_Condensed_Consolidat1
Guarantor Condensed Consolidating Financial Statements (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Guarantor Condensed Consolidating Financial Statements [Abstract] | ' | |||||||||||||||||||||||
Guarantor and Non-Guarantor Balance Sheet | ' | |||||||||||||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Balance Sheet | ||||||||||||||||||||||||
March 31, 2014 | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Assets: | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 398 | $ | 95,847 | $ | — | $ | 168,395 | $ | — | $ | 264,640 | ||||||||||||
Accounts receivable, net | — | 167,744 | 65,232 | 149,349 | — | 382,325 | ||||||||||||||||||
Inventories, net | — | 60,405 | 123,384 | 105,515 | (107,197 | ) | 182,107 | |||||||||||||||||
Deferred income taxes | — | — | 28,436 | — | — | 28,436 | ||||||||||||||||||
Prepaid expenses and other | — | 16,149 | 5,245 | 300,120 | (284,390 | ) | 37,124 | |||||||||||||||||
Intercompany receivables | 166 | 1,744,227 | 2,283,084 | 58,485 | (4,085,962 | ) | — | |||||||||||||||||
Total current assets | 564 | 2,084,372 | 2,505,381 | 781,864 | (4,477,549 | ) | 894,632 | |||||||||||||||||
Net property, plant and equipment | — | 294,733 | 78,868 | 208,196 | (265,570 | ) | 316,227 | |||||||||||||||||
Debt issuance costs, net | — | 95,999 | — | — | — | 95,999 | ||||||||||||||||||
Deferred income taxes | — | — | — | 35,389 | — | 35,389 | ||||||||||||||||||
Goodwill | — | 2,483,240 | 732,771 | 162,920 | — | 3,378,931 | ||||||||||||||||||
Identifiable intangible assets, net | — | 345,145 | 1,829,466 | 344,018 | — | 2,518,629 | ||||||||||||||||||
Other non-current assets | — | 814 | 186 | 94,746 | (90,900 | ) | 4,846 | |||||||||||||||||
Intercompany loan receivables | — | 967,987 | 418,518 | — | (1,386,505 | ) | — | |||||||||||||||||
Intercompany investments | 857,753 | 382,134 | 361,877 | — | (1,601,764 | ) | — | |||||||||||||||||
$ | 858,317 | $ | 6,654,424 | $ | 5,927,067 | $ | 1,627,133 | $ | (7,822,288 | ) | $ | 7,244,653 | ||||||||||||
Liabilities and Equity: | ||||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 18,759 | $ | 12,724 | $ | 25,343 | $ | — | $ | 56,826 | ||||||||||||
Accrued expenses and other | — | 239,534 | 240,497 | 80,513 | (179,320 | ) | 381,224 | |||||||||||||||||
Intercompany payables | 4,110 | 896,071 | 2,583,199 | 602,582 | (4,085,962 | ) | — | |||||||||||||||||
Current installments of long-term debt | — | 26,134 | — | — | — | 26,134 | ||||||||||||||||||
Income taxes payable | — | — | 2,467 | 6,378 | — | 8,845 | ||||||||||||||||||
Deferred income taxes | — | 7,159 | 95 | 18,499 | — | 25,753 | ||||||||||||||||||
Total current liabilities | 4,110 | 1,187,657 | 2,838,982 | 733,315 | (4,265,282 | ) | 498,782 | |||||||||||||||||
Long-term debt, net of current installments and discount | — | 4,863,036 | — | — | — | 4,863,036 | ||||||||||||||||||
Non-current tax liabilities | — | 29,133 | 4,328 | 19,954 | — | 53,415 | ||||||||||||||||||
Deferred income taxes | — | 142,651 | 742,718 | 59,339 | — | 944,708 | ||||||||||||||||||
Other non-current liabilities | 498 | 20,538 | 8,824 | 1,143 | — | 31,003 | ||||||||||||||||||
Intercompany loan payables | — | 413,307 | 775,000 | 198,198 | (1,386,505 | ) | — | |||||||||||||||||
Total liabilities | 4,608 | 6,656,322 | 4,369,852 | 1,011,949 | (5,651,787 | ) | 6,390,944 | |||||||||||||||||
Total equity | 853,709 | (1,898 | ) | 1,557,215 | 615,184 | (2,170,501 | ) | 853,709 | ||||||||||||||||
$ | 858,317 | $ | 6,654,424 | $ | 5,927,067 | $ | 1,627,133 | $ | (7,822,288 | ) | $ | 7,244,653 | ||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Balance Sheet | ||||||||||||||||||||||||
December 31, 2013 | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Assets: | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $ | 398 | $ | 87,771 | $ | 118 | $ | 118,662 | $ | — | $ | 206,949 | ||||||||||||
Accounts receivable, net | — | 184,723 | 71,457 | 151,398 | — | 407,578 | ||||||||||||||||||
Inventories, net | — | 54,809 | 101,779 | 101,751 | (76,772 | ) | 181,567 | |||||||||||||||||
Deferred income taxes | — | 14,991 | 6,610 | 2,020 | — | 23,621 | ||||||||||||||||||
Prepaid expenses and other | — | 35,832 | 5,434 | 321,427 | (309,532 | ) | 53,161 | |||||||||||||||||
Intercompany receivables | 166 | 1,687,528 | 2,326,181 | 21,241 | (4,035,116 | ) | — | |||||||||||||||||
Total current assets | 564 | 2,065,654 | 2,511,579 | 716,499 | (4,421,420 | ) | 872,876 | |||||||||||||||||
Net property, plant and equipment | — | 311,122 | 80,963 | 223,987 | (282,347 | ) | 333,725 | |||||||||||||||||
Debt issuance costs, net | — | 102,054 | — | — | — | 102,054 | ||||||||||||||||||
Deferred income taxes | — | — | — | 31,459 | — | 31,459 | ||||||||||||||||||
Goodwill | — | 2,483,240 | 732,771 | 162,650 | — | 3,378,661 | ||||||||||||||||||
Identifiable intangible assets, net | — | 361,640 | 1,829,452 | 358,109 | — | 2,549,201 | ||||||||||||||||||
Other non-current assets | — | 715 | 192 | 94,662 | (90,900 | ) | 4,669 | |||||||||||||||||
Intercompany loan receivables | — | 990,972 | 404,688 | — | (1,395,660 | ) | — | |||||||||||||||||
Intercompany investments | 901,902 | 432,884 | 372,093 | — | (1,706,879 | ) | — | |||||||||||||||||
$ | 902,466 | $ | 6,748,281 | $ | 5,931,738 | $ | 1,587,366 | $ | (7,897,206 | ) | $ | 7,272,645 | ||||||||||||
Liabilities and Equity: | ||||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Accounts payable | $ | — | $ | 15,266 | $ | 14,929 | $ | 20,121 | $ | — | $ | 50,316 | ||||||||||||
Accrued expenses and other | — | 185,790 | 246,977 | 77,843 | (181,635 | ) | 328,975 | |||||||||||||||||
Intercompany payables | 4,110 | 852,892 | 2,559,407 | 618,707 | (4,035,116 | ) | — | |||||||||||||||||
Current installments of long-term debt | — | 26,311 | — | — | — | 26,311 | ||||||||||||||||||
Income taxes payable | — | — | 3,368 | — | — | 3,368 | ||||||||||||||||||
Deferred income taxes | — | — | — | 2,199 | — | 2,199 | ||||||||||||||||||
Total current liabilities | 4,110 | 1,080,259 | 2,824,681 | 718,870 | (4,216,751 | ) | 411,169 | |||||||||||||||||
Long-term debt, net of current installments and discount | — | 4,865,503 | — | — | — | 4,865,503 | ||||||||||||||||||
Non-current tax liabilities | — | 28,850 | 4,284 | 20,548 | — | 53,682 | ||||||||||||||||||
Deferred income taxes | — | 231,713 | 718,930 | 53,141 | — | 1,003,784 | ||||||||||||||||||
Other non-current liabilities | 281 | 38,667 | 334 | 1,150 | — | 40,432 | ||||||||||||||||||
Intercompany loan payables | — | 399,690 | 780,000 | 215,970 | (1,395,660 | ) | — | |||||||||||||||||
Total liabilities | 4,391 | 6,644,682 | 4,328,229 | 1,009,679 | (5,612,411 | ) | 6,374,570 | |||||||||||||||||
Total equity | 898,075 | 103,599 | 1,603,509 | 577,687 | (2,284,795 | ) | 898,075 | |||||||||||||||||
$ | 902,466 | $ | 6,748,281 | $ | 5,931,738 | $ | 1,587,366 | $ | (7,897,206 | ) | $ | 7,272,645 | ||||||||||||
Guarantor and Non-Guarantor Statement of Operations and Comprehensive Income (Loss) | ' | |||||||||||||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Operations and Comprehensive Income (Loss) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2014 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Revenue: | ||||||||||||||||||||||||
Rental | $ | — | $ | 135,764 | $ | 1,581 | $ | 29,213 | $ | — | $ | 166,558 | ||||||||||||
Sales | — | 65,869 | 205,355 | 208,466 | (198,709 | ) | 280,981 | |||||||||||||||||
Total revenue | — | 201,633 | 206,936 | 237,679 | (198,709 | ) | 447,539 | |||||||||||||||||
Rental expenses | 43 | 68,791 | 3,291 | 54,111 | (40,444 | ) | 85,792 | |||||||||||||||||
Cost of sales | 6 | 65,341 | 116,976 | 92,834 | (191,855 | ) | 83,302 | |||||||||||||||||
Gross profit (loss) | (49 | ) | 67,501 | 86,669 | 90,734 | 33,590 | 278,445 | |||||||||||||||||
Selling, general and administrative expenses | 893 | 79,282 | 47,402 | 48,887 | (103 | ) | 176,361 | |||||||||||||||||
Research and development expenses | — | 5,622 | 6,744 | 5,124 | — | 17,490 | ||||||||||||||||||
Acquired intangible asset amortization | — | 16,425 | 20,172 | 14,092 | — | 50,689 | ||||||||||||||||||
Operating earnings (loss) | (942 | ) | (33,828 | ) | 12,351 | 22,631 | 33,693 | 33,905 | ||||||||||||||||
Non-operating intercompany transactions | — | (6,626 | ) | (8,282 | ) | (8,007 | ) | 22,915 | — | |||||||||||||||
Interest income and other | — | 17,200 | 9,828 | 30 | (26,963 | ) | 95 | |||||||||||||||||
Interest expense | — | (112,016 | ) | (17,137 | ) | (5 | ) | 26,963 | (102,195 | ) | ||||||||||||||
Foreign currency gain (loss) | — | (460 | ) | (46 | ) | 742 | — | 236 | ||||||||||||||||
Derivative instruments loss | — | (3 | ) | — | — | — | (3 | ) | ||||||||||||||||
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | (942 | ) | (135,733 | ) | (3,286 | ) | 15,391 | 56,608 | (67,962 | ) | ||||||||||||||
Income tax expense (benefit) | — | (79,988 | ) | 32,257 | 26,152 | — | (21,579 | ) | ||||||||||||||||
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | (942 | ) | (55,745 | ) | (35,543 | ) | (10,761 | ) | 56,608 | (46,383 | ) | |||||||||||||
Equity in earnings (loss) of subsidiaries | (45,441 | ) | (50,750 | ) | (10,761 | ) | — | 106,952 | — | |||||||||||||||
Earnings (loss) from continuing operations | (46,383 | ) | (106,495 | ) | (46,304 | ) | (10,761 | ) | 163,560 | (46,383 | ) | |||||||||||||
Earnings (loss) from discontinued operations, net of tax | — | — | — | — | — | — | ||||||||||||||||||
Net earnings (loss) | $ | (46,383 | ) | $ | (106,495 | ) | $ | (46,304 | ) | $ | (10,761 | ) | $ | 163,560 | $ | (46,383 | ) | |||||||
Total comprehensive income (loss) | $ | (45,090 | ) | $ | (105,202 | ) | $ | (45,011 | ) | $ | (9,468 | ) | $ | 159,681 | $ | (45,090 | ) | |||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Operations and Comprehensive Income (Loss) | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2013 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Revenue: | ||||||||||||||||||||||||
Rental | $ | — | $ | 150,468 | $ | 2,240 | $ | 35,455 | $ | — | $ | 188,163 | ||||||||||||
Sales | — | 69,209 | 219,683 | 161,900 | (223,071 | ) | 227,721 | |||||||||||||||||
Total revenue | — | 219,677 | 221,923 | 197,355 | (223,071 | ) | 415,884 | |||||||||||||||||
Rental expenses | — | 62,349 | 4,842 | 56,922 | (26,762 | ) | 97,351 | |||||||||||||||||
Cost of sales | 25 | 50,135 | 109,758 | 60,657 | (164,344 | ) | 56,231 | |||||||||||||||||
Gross profit (loss) | (25 | ) | 107,193 | 107,323 | 79,776 | (31,965 | ) | 262,302 | ||||||||||||||||
Selling, general and administrative expenses | 508 | 82,428 | 44,663 | 33,963 | (120 | ) | 161,442 | |||||||||||||||||
Research and development expenses | — | 6,902 | 8,256 | 2,624 | — | 17,782 | ||||||||||||||||||
Acquired intangible asset amortization | — | 21,237 | 18,279 | 8,030 | — | 47,546 | ||||||||||||||||||
Operating earnings (loss) | (533 | ) | (3,374 | ) | 36,125 | 35,159 | (31,845 | ) | 35,532 | |||||||||||||||
Non-operating intercompany transactions | — | 51,952 | 58,855 | (23,524 | ) | (87,283 | ) | — | ||||||||||||||||
Interest income and other | — | 17,684 | 3,063 | 29 | (20,618 | ) | 158 | |||||||||||||||||
Interest expense | — | (111,139 | ) | (17,557 | ) | (10 | ) | 20,618 | (108,088 | ) | ||||||||||||||
Foreign currency gain (loss) | — | 11,423 | (78 | ) | (6,770 | ) | — | 4,575 | ||||||||||||||||
Derivative instruments loss | — | (516 | ) | — | — | — | (516 | ) | ||||||||||||||||
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | (533 | ) | (33,970 | ) | 80,408 | 4,884 | (119,128 | ) | (68,339 | ) | ||||||||||||||
Income tax expense (benefit) | — | (27,571 | ) | 4,734 | (2,131 | ) | — | (24,968 | ) | |||||||||||||||
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | (533 | ) | (6,399 | ) | 75,674 | 7,015 | (119,128 | ) | (43,371 | ) | ||||||||||||||
Equity in earnings (loss) of subsidiaries | (44,254 | ) | 80,293 | 6,274 | — | (42,313 | ) | — | ||||||||||||||||
Earnings (loss) from continuing operations | (44,787 | ) | 73,894 | 81,948 | 7,015 | (161,441 | ) | (43,371 | ) | |||||||||||||||
Earnings (loss) from discontinued operations, net of tax | — | (867 | ) | (2 | ) | (741 | ) | 194 | (1,416 | ) | ||||||||||||||
Net earnings (loss) | $ | (44,787 | ) | $ | 73,027 | $ | 81,946 | $ | 6,274 | $ | (161,247 | ) | $ | (44,787 | ) | |||||||||
Total comprehensive income (loss) | $ | (45,461 | ) | $ | 72,353 | $ | 81,272 | $ | 5,600 | $ | (159,225 | ) | $ | (45,461 | ) | |||||||||
Guarantor and Non-Guarantor Statement of Cash Flows | ' | |||||||||||||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Cash Flows | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2014 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net earnings (loss) | $ | (46,383 | ) | $ | (106,495 | ) | $ | (46,304 | ) | $ | (10,761 | ) | $ | 163,560 | $ | (46,383 | ) | |||||||
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | 941 | 54,197 | 62,506 | 42,868 | (31,283 | ) | 129,229 | |||||||||||||||||
Net cash provided (used) by operating activities | (45,442 | ) | (52,298 | ) | 16,202 | 32,107 | 132,277 | 82,846 | ||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Net additions to property, plant and equipment | — | (20,324 | ) | (2,031 | ) | (12,414 | ) | 22,105 | (12,664 | ) | ||||||||||||||
Businesses acquired in purchase transaction, net of cash acquired | — | — | (4,500 | ) | (113 | ) | — | (4,613 | ) | |||||||||||||||
Decrease (increase) in identifiable intangible assets and other non-current assets | — | (29 | ) | (1,187 | ) | (65 | ) | — | (1,281 | ) | ||||||||||||||
Net cash provided (used) by investing activities | — | (20,353 | ) | (7,718 | ) | (12,592 | ) | 22,105 | (18,558 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Distribution to limited partners | — | — | — | — | — | — | ||||||||||||||||||
Repayments of long-term debt and capital lease obligations | — | (6,619 | ) | — | (16 | ) | — | (6,635 | ) | |||||||||||||||
Payment of debt issuance costs | — | — | — | — | — | — | ||||||||||||||||||
Proceeds (payments) on intercompany loans | — | 36,602 | (18,830 | ) | (17,772 | ) | — | — | ||||||||||||||||
Proceeds (payments) on intercompany investments | 45,442 | 50,744 | 10,228 | 47,968 | (154,382 | ) | — | |||||||||||||||||
Net cash provided (used) by financing activities | 45,442 | 80,727 | (8,602 | ) | 30,180 | (154,382 | ) | (6,635 | ) | |||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | 38 | — | 38 | ||||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 8,076 | (118 | ) | 49,733 | — | 57,691 | |||||||||||||||||
Cash and cash equivalents, beginning of period | 398 | 87,771 | 118 | 118,662 | — | 206,949 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | 398 | $ | 95,847 | $ | — | $ | 168,395 | $ | — | $ | 264,640 | ||||||||||||
Condensed Consolidating Parent Company, Co-Issuers, | ||||||||||||||||||||||||
Guarantor and Non-Guarantor Statement of Cash Flows | ||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
(unaudited) | ||||||||||||||||||||||||
For the three months ended March 31, 2013 | ||||||||||||||||||||||||
Centaur Guernsey L.P. Inc. Parent Company | Kinetic Concepts, Inc. and KCI USA, Inc. Borrower | Guarantor Subsidiaries | Non-Guarantor Subsidiaries | Eliminations | Consolidated | |||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net earnings (loss) | $ | (44,787 | ) | $ | 73,027 | $ | 81,946 | $ | 6,274 | $ | (161,247 | ) | $ | (44,787 | ) | |||||||||
Adjustments to reconcile net loss to net cash provided (used) by operating activities | 533 | 140,723 | (62,103 | ) | (70,159 | ) | 131,372 | 140,366 | ||||||||||||||||
Net cash provided (used) by operating activities | (44,254 | ) | 213,750 | 19,843 | (63,885 | ) | (29,875 | ) | 95,579 | |||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Net additions to property, plant and equipment | — | (29,548 | ) | (3,545 | ) | (24,616 | ) | 35,218 | (22,491 | ) | ||||||||||||||
Decrease (increase) in identifiable intangible assets and other non-current assets | — | (72 | ) | (513 | ) | 304 | — | (281 | ) | |||||||||||||||
Net cash provided (used) by investing activities | — | (29,620 | ) | (4,058 | ) | (24,312 | ) | 35,218 | (22,772 | ) | ||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Repayments of long-term debt and capital lease obligations | — | (5,764 | ) | — | 73 | — | (5,691 | ) | ||||||||||||||||
Payment of debt issuance costs | — | (190 | ) | — | — | — | (190 | ) | ||||||||||||||||
Proceeds (payments) on intercompany loans | — | 5,812 | (6,391 | ) | 579 | — | — | |||||||||||||||||
Proceeds (payments) on intercompany investments | 44,254 | (80,948 | ) | (9,394 | ) | 51,431 | (5,343 | ) | — | |||||||||||||||
Net cash provided (used) by financing activities | 44,254 | (81,090 | ) | (15,785 | ) | 52,083 | (5,343 | ) | (5,881 | ) | ||||||||||||||
Effect of exchange rate changes on cash and cash equivalents | — | — | — | (1,842 | ) | — | (1,842 | ) | ||||||||||||||||
Net increase (decrease) in cash and cash equivalents | — | 103,040 | — | (37,956 | ) | — | 65,084 | |||||||||||||||||
Cash and cash equivalents, beginning of period | 398 | 276,788 | — | 105,964 | — | 383,150 | ||||||||||||||||||
Cash and cash equivalents, end of period | $ | 398 | $ | 379,828 | $ | — | $ | 68,008 | $ | — | $ | 448,234 | ||||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 0 Months Ended | |
Nov. 08, 2012 | Mar. 31, 2014 | |
segment | ||
Accounting Policies [Line Items] | ' | ' |
Proceeds from Divestiture of Businesses | $241,500,000 | ' |
Basis of Presentation and Principles of Consolidation [Abstract] | ' | ' |
Number of reportable operating segments | ' | 2 |
Number of primary geographic regions | ' | 2 |
Interest Rate Swap [Member] | Concentration of Credit Risk [Member] | ' | ' |
Basis of Presentation and Principles of Consolidation [Abstract] | ' | ' |
Derivative, Notional Amount | ' | 509,900,000 |
Business_Acquisition_Details
Business Acquisition (Details) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Oct. 28, 2013 | Mar. 31, 2014 | |
Attenuate [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Systagenix [Member] | Maximum [Member] | ||||
Customer Relationships [Member] | Customer Relationships [Member] | Developed Technology Rights [Member] | Developed Technology Rights [Member] | Trade Names [Member] | Trade Names [Member] | In Process Research and Development [Member] | In Process Research and Development [Member] | Senior Dollar Term D-1 Credit Facility Due 2018 [Member] | Attenuate [Member] | ||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Cost of Acquired Entity, Purchase Price | $4,613,000 | $0 | ' | $3,000,000 | $478,748,000 | $478,748,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Incremental Borrowing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 350,000,000 | ' |
Goodwill | 3,378,931,000 | ' | 3,378,661,000 | ' | 171,356,000 | 171,086,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill, Purchase Accounting Adjustments | ' | ' | ' | ' | 270,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | ' | ' | ' | ' | ' | ' | ' | 103,301,000 | 103,301,000 | 91,700,000 | 91,700,000 | 56,800,000 | 56,800,000 | 1,766,000 | 1,766,000 | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Accounts Receivable | ' | ' | ' | ' | 50,807,000 | 50,807,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | ' | ' | ' | ' | 27,450,000 | 27,450,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | ' | ' | ' | ' | 1,902,000 | 1,902,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | ' | ' | ' | ' | 44,016,000 | 44,016,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | ' | ' | ' | ' | 139,000 | 139,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | ' | ' | ' | ' | -35,022,000 | -34,752,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assumed Liability Purchase Accounting Adjustment | ' | ' | ' | ' | -270,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | ' | ' | ' | ' | -79,000 | -79,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liability, Net | ' | ' | ' | ' | -35,388,000 | -35,388,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | ' | ' | ' | '16 years | ' | ' | '20 years | ' | '13 years | ' | '15 years | ' | ' | ' | ' | ' |
Business Acquisition, Pro Forma Revenue | ' | ' | ' | ' | ' | ' | 466,995,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Pro Forma Net Income (Loss) | ' | ' | ' | ' | ' | ' | -52,124,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional Future Milestone Payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31,500,000 |
Milestone Achievement Payment | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued expenses and other | 381,224,000 | ' | 328,975,000 | 6,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other non-current liabilities | $31,003,000 | ' | $40,432,000 | $8,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Supplemental_Balance_Sheet_Dat2
Supplemental Balance Sheet Data - Accounts Receivable, Net (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Billed trade accounts receivable | $408,220 | $418,804 |
Unbilled receivables | 30,933 | 50,841 |
Less: Allowance for revenue adjustments | -59,272 | -67,631 |
Gross trade accounts receivable | 379,881 | 402,014 |
Less: Allowance for bad debt | -11,862 | -8,483 |
Net trade accounts receivable | 368,019 | 393,531 |
Other receivables | 14,306 | 14,047 |
Accounts receivable, net | $382,325 | $407,578 |
Supplemental_Balance_Sheet_Dat3
Supplemental Balance Sheet Data - Inventories, Net (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory [Line Items] | ' | ' |
Finished goods and tissue available for distribution | $121,336 | $110,937 |
Goods and tissue in-process | 11,047 | 12,994 |
Raw materials, supplies, parts and unprocessed tissue | 69,696 | 71,876 |
Inventories, gross | 202,079 | 195,807 |
Less: Amounts expected to be converted into equipment for short-term rental | -6,192 | -3,952 |
Reserve for excess and obsolete inventory | -13,780 | -10,288 |
Inventories, net | $182,107 | $181,567 |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | 1 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | |||||||||||||||||||||||||
Mar. 15, 2013 | Feb. 04, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Nov. 30, 2011 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Term Credit Facilities [Member] | Term Credit Facilities [Member] | Term Credit Facilities [Member] | Term Credit Facilities [Member] | Term Credit Facilities [Member] | Term Credit Facilities [Member] | Convertible Senior Notes [Member] | Convertible Senior Notes [Member] | Senior Secured Notes [Member] | Senior Secured Notes [Member] | Senior Unsecured Notes [Member] | Senior Unsecured Notes [Member] | Banks Which Are Not Party To Senior Secured Credit Facility [Member] | Banks Which Are Not Party To Senior Secured Credit Facility [Member] | Eurocurrency Rate [Member] | Eurocurrency Rate [Member] | Eurocurrency Rate [Member] | Eurocurrency Rate [Member] | Base Rate [Member] | Base Rate [Member] | Base Rate [Member] | Base Rate [Member] | |||||
Senior Revolving Credit Facility - due 2016 [Member] | Senior Revolving Credit Facility - due 2016 [Member] | Senior Revolving Credit Facility - due 2016 [Member] | Senior Dollar Term E-1 Credit Facility Due 2018 [Member] | Senior Dollar Term D-1 Credit Facility Due 2018 [Member] | Senior Euro Term E-1 Credit Facility Due 2018 [Member] | Senior Euro Term D-1 Credit Facility Due 2018 [Member] | Senior Term E-2 Credit Facility Due 2016 [Member] [Member] | Senior Term D-2 Credit Facility Due 2016 [Member] | 3.25% Convertible Senior Notes due 2015 [Member] | 3.25% Convertible Senior Notes due 2015 [Member] | 10.5% Second Lien Senior Secured Notes due 2018 [Member] | 10.5% Second Lien Senior Secured Notes due 2018 [Member] | 12.5% Senior Unsecured Notes due 2019 [Member] | 12.5% Senior Unsecured Notes due 2019 [Member] | Senior Revolving Credit Facility - due 2016 [Member] | Senior Revolving Credit Facility - due 2016 [Member] | Senior Dollar Term E-1 Credit Facility Due 2018 [Member] | Senior Euro Term E-1 Credit Facility Due 2018 [Member] | Senior Term E-2 Credit Facility Due 2016 [Member] [Member] | Dollar Term E-1 Facility, Euro Term E-1 Facility and Dollar Term E-2 Facility [Member] | Senior Dollar Term E-1 Credit Facility Due 2018 [Member] | Senior Euro Term E-1 Credit Facility Due 2018 [Member] | Senior Term E-2 Credit Facility Due 2016 [Member] [Member] | Dollar Term E-1 Facility, Euro Term E-1 Facility and Dollar Term E-2 Facility [Member] | |||||
Minimum [Member] | Minimum [Member] | ||||||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term debt, gross | ' | ' | $4,958,903,000 | $4,965,166,000 | ' | ' | ' | $1,941,842,000 | $1,946,708,000 | $337,220,000 | $337,820,000 | $317,740,000 | $318,537,000 | $101,000 | $101,000 | $1,750,000,000 | $1,750,000,000 | $612,000,000 | $612,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less: Discount, net of accretion | ' | ' | -69,733,000 | -73,352,000 | ' | ' | ' | -29,289,000 | -30,926,000 | -10,140,000 | -10,693,000 | -4,110,000 | -4,486,000 | ' | ' | -23,258,000 | -24,222,000 | -2,936,000 | -3,025,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt | ' | ' | 4,889,170,000 | 4,891,814,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less: Current installments | ' | ' | -26,134,000 | -26,311,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term debt, net of current installments and discount | ' | ' | 4,863,036,000 | 4,865,503,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior Secured Credit Facilities [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, maximum borrowing capacity | ' | ' | ' | ' | ' | ' | 200,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letters of credit, amount outstanding | ' | ' | ' | ' | 22,000,000 | 21,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,800,000 | 12,600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, remaining borrowing capacity | ' | ' | ' | ' | $178,000,000 | $178,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, unused capacity, commitment fee percentage | ' | ' | ' | ' | 0.38% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | 3.25% | 2.50% | 1.00% | 2.00% | 2.25% | 1.50% | 2.00% |
10.5% Second Lien Senior Secured Notes and 12.5% Senior Unsecured Notes [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate on senior long-term debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.25% | ' | 10.50% | ' | 12.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instument, Registration Rights Agreement, Additional Interest Accrual Rate | 0.50% | 0.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative_Financial_Instrumen2
Derivative Financial Instruments and Fair Value Measurements - Derivative Financial Instruments (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Interest Rate Protection [Abstract] | ' | ' |
Collateral posted | 0 | ' |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ' | ' |
Interest Rate Protection [Abstract] | ' | ' |
Number of interest rate agreements held | 3 | 3 |
Derivative, quarterly interest payments, receive rates, maximum | 1.25% | ' |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Interest Rate Swap - 2.256%, effective December 31, 2013 [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative, Notional Amount | 509,867,000 | ' |
Interest Rate Protection [Abstract] | ' | ' |
Fixed Interest Rate | 2.26% | ' |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Interest Rate Swap - 2.249%, effective December 31, 2013 [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative, Notional Amount | 509,867,000 | ' |
Interest Rate Protection [Abstract] | ' | ' |
Fixed Interest Rate | 2.25% | ' |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Interest Rate Swap - 2.250%, effective December 31, 2013 [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative, Notional Amount | 509,867,000 | ' |
Interest Rate Protection [Abstract] | ' | ' |
Fixed Interest Rate | 2.25% | ' |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Minimum [Member] | ' | ' |
Interest Rate Protection [Abstract] | ' | ' |
Notional amount decreases by quarter | 1,700,000 | ' |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Maximum [Member] | ' | ' |
Interest Rate Protection [Abstract] | ' | ' |
Notional amount decreases by quarter | 56,400,000 | ' |
Not Designated as Hedging Instrument [Member] | Foreign Currency Exchange Contracts [Member] | ' | ' |
Foreign Currency Exchange Risk Mitigation [Abstract] | ' | ' |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Notional Amount | 3,000,000 | 14,300,000 |
Senior Secured Credit Facility [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Long-term Debt, Fair Value | 2,600,000,000 | 2,600,000,000 |
Fixed Rate Long-Term Debt [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Long-term Debt, Fair Value | 2,700,000,000 | 2,700,000,000 |
Derivative_Financial_Instrumen3
Derivative Financial Instruments and Fair Value Measurements - Fair Value and Balance Sheet Locations (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative asset, fair value | $24 | $146 |
Derivative liability, fair value | 28,620 | 32,820 |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Other non-current assets [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative asset, fair value | 0 | 0 |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Prepaid expenses and other [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative asset, fair value | 0 | 0 |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Other non-current liabilities [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative liability, fair value | 13,678 | 31,906 |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | Accrued expenses and other [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative liability, fair value | 14,796 | 345 |
Not Designated as Hedging Instrument [Member] | Foreign Currency Exchange Contracts [Member] | Prepaid expenses and other [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative asset, fair value | 24 | 146 |
Not Designated as Hedging Instrument [Member] | Foreign Currency Exchange Contracts [Member] | Accrued expenses and other [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Derivative liability, fair value | $146 | $569 |
Derivative_Financial_Instrumen4
Derivative Financial Instruments and Fair Value Measurements - Gain (Loss) on Derivatives (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' |
Derivative instruments loss | ($3) | ($516) |
Not Designated as Hedging Instrument [Member] | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' |
Derivative instruments loss | -3 | -516 |
Not Designated as Hedging Instrument [Member] | Interest Rate Swap [Member] | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' |
Derivative instruments loss | -75 | -701 |
Not Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' |
Derivative instruments loss | 0 | -6 |
Not Designated as Hedging Instrument [Member] | Foreign Currency Exchange Contracts [Member] | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' |
Derivative instruments loss | $72 | $191 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Loss) (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Accumulated other comprehensive income (loss), net | ($850) | ' | ($2,143) |
Unrealized investment gain, net of tax expense of $628 | 1,003 | 1,102 | ' |
Foreign currency translation adjustment, net of taxes of $62 | 290 | -1,776 | ' |
Accumulated Translation Adjustment [Member] | ' | ' | ' |
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, before Tax | 0 | ' | ' |
Accumulated other comprehensive income (loss), net | -4,094 | ' | -4,384 |
Unrealized investment gain, net of tax expense of $628 | 0 | ' | ' |
Foreign currency translation adjustment, net of taxes of $62 | 290 | ' | ' |
Accumulated Net Unrealized Investment Gain (Loss) [Member] | ' | ' | ' |
Accumulated other comprehensive income (loss), net | 3,244 | ' | 2,241 |
Unrealized investment gain, net of tax expense of $628 | 1,003 | ' | ' |
Foreign currency translation adjustment, net of taxes of $62 | 0 | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Member] | ' | ' | ' |
Accumulated other comprehensive income (loss), net | -850 | ' | -2,143 |
Unrealized investment gain, net of tax expense of $628 | 1,003 | ' | ' |
Foreign currency translation adjustment, net of taxes of $62 | $290 | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | Aug. 01, 2013 | Feb. 28, 2011 | Dec. 31, 2010 | Jun. 30, 2010 | Mar. 31, 2014 | Mar. 31, 2014 |
In Millions, unless otherwise specified | Wake Forest Royalty Litigation [Member] | Wake Forest Royalty Litigation [Member] | Wake Forest Royalty Litigation [Member] | Alloderm [Member] | Repliform [Member] | |
LifeCell Corporation [Member] | LifeCell Corporation [Member] | |||||
Damages from Product Defects [Member] | Damages from Product Defects [Member] | |||||
suit | suit | |||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' |
Royalty Expense | ' | $13.60 | $49.60 | $44.20 | ' | ' |
Demand for Arbitration, Requested Damages | $100 | ' | ' | ' | ' | ' |
Number of pending lawsuits | ' | ' | ' | ' | 330 | 120 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | ||
segment | ||||
Segment Reporting Information [Line Items] | ' | ' | ||
Number of reportable operating segments | 2 | ' | ||
Number of global business units | 2 | ' | ||
Total revenue | $447,539 | $415,884 | ||
Operating earnings (loss) | 33,905 | 35,532 | ||
Non-allocated costs: | ' | ' | ||
General headquarter expense | -2,809 | [1] | -13,109 | [1] |
Equity-based compensation | -941 | -533 | ||
Merger and restructuring-related expenses | -27,414 | [2] | -22,570 | [2] |
Acquired intangible asset amortization | -50,689 | [3] | -47,546 | [3] |
Total non-allocated costs | -81,853 | -83,758 | ||
Write-off of other intangible assets | 0 | 9,400 | ||
Advanced Wound Therapeutics [Member] | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Total revenue | 335,979 | 305,882 | ||
Operating earnings (loss) | 84,750 | 89,421 | ||
Regenerative Medicine [Member] | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Total revenue | 111,560 | 110,002 | ||
Operating earnings (loss) | $31,008 | $29,869 | ||
Minimum [Member] | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Minimum number of countries in which the entity has operations | 75 | ' | ||
[1] | 2013 includes $9.4 million write-off of in-process research and development costs due to discontinuation of related projects. | |||
[2] | Represents expenses related to the Merger including management fees and restructuring-related expenses. | |||
[3] | 2014 includes amortization of acquired intangible assets related to our acquisition of Systagenix in October 2013 and our Merger in November 2011. 2013 includes amortization of acquired intangible assets related to our Merger in November 2011. |
Guarantor_Condensed_Consolidat2
Guarantor Condensed Consolidating Financial Statements - Condensed Consolidated Balance Sheet (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||||
Current assets: | ' | ' | ' | ' |
Cash and cash equivalents | $264,640 | $206,949 | $448,234 | $383,150 |
Accounts receivable, net | 382,325 | 407,578 | ' | ' |
Inventories, net | 182,107 | 181,567 | ' | ' |
Deferred income taxes | 28,436 | 23,621 | ' | ' |
Prepaid expenses and other | 37,124 | 53,161 | ' | ' |
Intercompany receivables | 0 | 0 | ' | ' |
Total current assets | 894,632 | 872,876 | ' | ' |
Net property, plant and equipment | 316,227 | 333,725 | ' | ' |
Debt issuance costs, net | 95,999 | 102,054 | ' | ' |
Deferred income taxes | 35,389 | 31,459 | ' | ' |
Goodwill | 3,378,931 | 3,378,661 | ' | ' |
Identifiable intangible assets, net | 2,518,629 | 2,549,201 | ' | ' |
Other non-current assets | 4,846 | 4,669 | ' | ' |
Intercompany loan receivables | 0 | 0 | ' | ' |
Intercompany investments | 0 | 0 | ' | ' |
Total assets | 7,244,653 | 7,272,645 | ' | ' |
Current liabilities: | ' | ' | ' | ' |
Accounts payable | 56,826 | 50,316 | ' | ' |
Accrued expenses and other | 381,224 | 328,975 | ' | ' |
Intercompany payables | 0 | 0 | ' | ' |
Current installments of long-term debt | 26,134 | 26,311 | ' | ' |
Income taxes payable | 8,845 | 3,368 | ' | ' |
Deferred income taxes | 25,753 | 2,199 | ' | ' |
Total current liabilities | 498,782 | 411,169 | ' | ' |
Long-term debt, net of current installments and discount | 4,863,036 | 4,865,503 | ' | ' |
Non-current tax liabilities | 53,415 | 53,682 | ' | ' |
Deferred income taxes | 944,708 | 1,003,784 | ' | ' |
Other non-current liabilities | 31,003 | 40,432 | ' | ' |
Intercompany loan payables | 0 | 0 | ' | ' |
Total liabilities | 6,390,944 | 6,374,570 | ' | ' |
Equity: | ' | ' | ' | ' |
Total equity | 853,709 | 898,075 | ' | ' |
Total liabilities and shareholders' equity | 7,244,653 | 7,272,645 | ' | ' |
Parent Company [Member] | ' | ' | ' | ' |
Current assets: | ' | ' | ' | ' |
Cash and cash equivalents | 398 | 398 | 398 | 398 |
Accounts receivable, net | 0 | 0 | ' | ' |
Inventories, net | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Prepaid expenses and other | 0 | 0 | ' | ' |
Intercompany receivables | 166 | 166 | ' | ' |
Total current assets | 564 | 564 | ' | ' |
Net property, plant and equipment | 0 | 0 | ' | ' |
Debt issuance costs, net | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Goodwill | 0 | 0 | ' | ' |
Identifiable intangible assets, net | 0 | 0 | ' | ' |
Other non-current assets | 0 | 0 | ' | ' |
Intercompany loan receivables | 0 | 0 | ' | ' |
Intercompany investments | 857,753 | 901,902 | ' | ' |
Total assets | 858,317 | 902,466 | ' | ' |
Current liabilities: | ' | ' | ' | ' |
Accounts payable | 0 | 0 | ' | ' |
Accrued expenses and other | 0 | 0 | ' | ' |
Intercompany payables | 4,110 | 4,110 | ' | ' |
Current installments of long-term debt | 0 | 0 | ' | ' |
Income taxes payable | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Total current liabilities | 4,110 | 4,110 | ' | ' |
Long-term debt, net of current installments and discount | 0 | 0 | ' | ' |
Non-current tax liabilities | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Other non-current liabilities | 498 | 281 | ' | ' |
Intercompany loan payables | 0 | 0 | ' | ' |
Total liabilities | 4,608 | 4,391 | ' | ' |
Equity: | ' | ' | ' | ' |
Total equity | 853,709 | 898,075 | ' | ' |
Total liabilities and shareholders' equity | 858,317 | 902,466 | ' | ' |
Kinetic Concepts, Inc. and KCI USA, Inc. Borrower [Member] | ' | ' | ' | ' |
Current assets: | ' | ' | ' | ' |
Cash and cash equivalents | 95,847 | 87,771 | 379,828 | 276,788 |
Accounts receivable, net | 167,744 | 184,723 | ' | ' |
Inventories, net | 60,405 | 54,809 | ' | ' |
Deferred income taxes | 0 | 14,991 | ' | ' |
Prepaid expenses and other | 16,149 | 35,832 | ' | ' |
Intercompany receivables | 1,744,227 | 1,687,528 | ' | ' |
Total current assets | 2,084,372 | 2,065,654 | ' | ' |
Net property, plant and equipment | 294,733 | 311,122 | ' | ' |
Debt issuance costs, net | 95,999 | 102,054 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Goodwill | 2,483,240 | 2,483,240 | ' | ' |
Identifiable intangible assets, net | 345,145 | 361,640 | ' | ' |
Other non-current assets | 814 | 715 | ' | ' |
Intercompany loan receivables | 967,987 | 990,972 | ' | ' |
Intercompany investments | 382,134 | 432,884 | ' | ' |
Total assets | 6,654,424 | 6,748,281 | ' | ' |
Current liabilities: | ' | ' | ' | ' |
Accounts payable | 18,759 | 15,266 | ' | ' |
Accrued expenses and other | 239,534 | 185,790 | ' | ' |
Intercompany payables | 896,071 | 852,892 | ' | ' |
Current installments of long-term debt | 26,134 | 26,311 | ' | ' |
Income taxes payable | 0 | 0 | ' | ' |
Deferred income taxes | 7,159 | 0 | ' | ' |
Total current liabilities | 1,187,657 | 1,080,259 | ' | ' |
Long-term debt, net of current installments and discount | 4,863,036 | 4,865,503 | ' | ' |
Non-current tax liabilities | 29,133 | 28,850 | ' | ' |
Deferred income taxes | 142,651 | 231,713 | ' | ' |
Other non-current liabilities | 20,538 | 38,667 | ' | ' |
Intercompany loan payables | 413,307 | 399,690 | ' | ' |
Total liabilities | 6,656,322 | 6,644,682 | ' | ' |
Equity: | ' | ' | ' | ' |
Total equity | -1,898 | 103,599 | ' | ' |
Total liabilities and shareholders' equity | 6,654,424 | 6,748,281 | ' | ' |
Guarantor Subsidiaries [Member] | ' | ' | ' | ' |
Current assets: | ' | ' | ' | ' |
Cash and cash equivalents | 0 | 118 | 0 | 0 |
Accounts receivable, net | 65,232 | 71,457 | ' | ' |
Inventories, net | 123,384 | 101,779 | ' | ' |
Deferred income taxes | 28,436 | 6,610 | ' | ' |
Prepaid expenses and other | 5,245 | 5,434 | ' | ' |
Intercompany receivables | 2,283,084 | 2,326,181 | ' | ' |
Total current assets | 2,505,381 | 2,511,579 | ' | ' |
Net property, plant and equipment | 78,868 | 80,963 | ' | ' |
Debt issuance costs, net | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Goodwill | 732,771 | 732,771 | ' | ' |
Identifiable intangible assets, net | 1,829,466 | 1,829,452 | ' | ' |
Other non-current assets | 186 | 192 | ' | ' |
Intercompany loan receivables | 418,518 | 404,688 | ' | ' |
Intercompany investments | 361,877 | 372,093 | ' | ' |
Total assets | 5,927,067 | 5,931,738 | ' | ' |
Current liabilities: | ' | ' | ' | ' |
Accounts payable | 12,724 | 14,929 | ' | ' |
Accrued expenses and other | 240,497 | 246,977 | ' | ' |
Intercompany payables | 2,583,199 | 2,559,407 | ' | ' |
Current installments of long-term debt | 0 | 0 | ' | ' |
Income taxes payable | 2,467 | 3,368 | ' | ' |
Deferred income taxes | 95 | 0 | ' | ' |
Total current liabilities | 2,838,982 | 2,824,681 | ' | ' |
Long-term debt, net of current installments and discount | 0 | 0 | ' | ' |
Non-current tax liabilities | 4,328 | 4,284 | ' | ' |
Deferred income taxes | 742,718 | 718,930 | ' | ' |
Other non-current liabilities | 8,824 | 334 | ' | ' |
Intercompany loan payables | 775,000 | 780,000 | ' | ' |
Total liabilities | 4,369,852 | 4,328,229 | ' | ' |
Equity: | ' | ' | ' | ' |
Total equity | 1,557,215 | 1,603,509 | ' | ' |
Total liabilities and shareholders' equity | 5,927,067 | 5,931,738 | ' | ' |
Non-Guarantor Subsidiaries [Member] | ' | ' | ' | ' |
Current assets: | ' | ' | ' | ' |
Cash and cash equivalents | 168,395 | 118,662 | 68,008 | 105,964 |
Accounts receivable, net | 149,349 | 151,398 | ' | ' |
Inventories, net | 105,515 | 101,751 | ' | ' |
Deferred income taxes | 0 | 2,020 | ' | ' |
Prepaid expenses and other | 300,120 | 321,427 | ' | ' |
Intercompany receivables | 58,485 | 21,241 | ' | ' |
Total current assets | 781,864 | 716,499 | ' | ' |
Net property, plant and equipment | 208,196 | 223,987 | ' | ' |
Debt issuance costs, net | 0 | 0 | ' | ' |
Deferred income taxes | 35,389 | 31,459 | ' | ' |
Goodwill | 162,920 | 162,650 | ' | ' |
Identifiable intangible assets, net | 344,018 | 358,109 | ' | ' |
Other non-current assets | 94,746 | 94,662 | ' | ' |
Intercompany loan receivables | 0 | 0 | ' | ' |
Intercompany investments | 0 | 0 | ' | ' |
Total assets | 1,627,133 | 1,587,366 | ' | ' |
Current liabilities: | ' | ' | ' | ' |
Accounts payable | 25,343 | 20,121 | ' | ' |
Accrued expenses and other | 80,513 | 77,843 | ' | ' |
Intercompany payables | 602,582 | 618,707 | ' | ' |
Current installments of long-term debt | 0 | 0 | ' | ' |
Income taxes payable | 6,378 | 0 | ' | ' |
Deferred income taxes | 18,499 | 2,199 | ' | ' |
Total current liabilities | 733,315 | 718,870 | ' | ' |
Long-term debt, net of current installments and discount | 0 | 0 | ' | ' |
Non-current tax liabilities | 19,954 | 20,548 | ' | ' |
Deferred income taxes | 59,339 | 53,141 | ' | ' |
Other non-current liabilities | 1,143 | 1,150 | ' | ' |
Intercompany loan payables | 198,198 | 215,970 | ' | ' |
Total liabilities | 1,011,949 | 1,009,679 | ' | ' |
Equity: | ' | ' | ' | ' |
Total equity | 615,184 | 577,687 | ' | ' |
Total liabilities and shareholders' equity | 1,627,133 | 1,587,366 | ' | ' |
Eliminations [Member] | ' | ' | ' | ' |
Current assets: | ' | ' | ' | ' |
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ' | ' |
Inventories, net | -107,197 | -76,772 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Prepaid expenses and other | -284,390 | -309,532 | ' | ' |
Intercompany receivables | -4,085,962 | -4,035,116 | ' | ' |
Total current assets | -4,477,549 | -4,421,420 | ' | ' |
Net property, plant and equipment | -265,570 | -282,347 | ' | ' |
Debt issuance costs, net | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Goodwill | 0 | 0 | ' | ' |
Identifiable intangible assets, net | 0 | 0 | ' | ' |
Other non-current assets | -90,900 | -90,900 | ' | ' |
Intercompany loan receivables | -1,386,505 | -1,395,660 | ' | ' |
Intercompany investments | -1,601,764 | -1,706,879 | ' | ' |
Total assets | -7,822,288 | -7,897,206 | ' | ' |
Current liabilities: | ' | ' | ' | ' |
Accounts payable | 0 | 0 | ' | ' |
Accrued expenses and other | -179,320 | -181,635 | ' | ' |
Intercompany payables | -4,085,962 | -4,035,116 | ' | ' |
Current installments of long-term debt | 0 | 0 | ' | ' |
Income taxes payable | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Total current liabilities | -4,265,282 | -4,216,751 | ' | ' |
Long-term debt, net of current installments and discount | 0 | 0 | ' | ' |
Non-current tax liabilities | 0 | 0 | ' | ' |
Deferred income taxes | 0 | 0 | ' | ' |
Other non-current liabilities | 0 | 0 | ' | ' |
Intercompany loan payables | -1,386,505 | -1,395,660 | ' | ' |
Total liabilities | -5,651,787 | -5,612,411 | ' | ' |
Equity: | ' | ' | ' | ' |
Total equity | -2,170,501 | -2,284,795 | ' | ' |
Total liabilities and shareholders' equity | ($7,822,288) | ($7,897,206) | ' | ' |
Guarantor_Condensed_Consolidat3
Guarantor Condensed Consolidating Financial Statements - Condensed Consolidated Statement of Operations and Comprehensive Income (Loss) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Condensed Income Statements, Captions [Line Items] | ' | ' |
Rental | $166,558 | $188,163 |
Sales | 280,981 | 227,721 |
Total revenue | 447,539 | 415,884 |
Rental expenses | 85,792 | 97,351 |
Cost of sales | 83,302 | 56,231 |
Gross profit (loss) | 278,445 | 262,302 |
Selling, general and administrative expenses | 176,361 | 161,442 |
Research and development expenses | 17,490 | 17,782 |
Acquired intangible asset amortization | 50,689 | 47,546 |
Operating earnings (loss) | 33,905 | 35,532 |
Non-operating intercompany transactions | 0 | 0 |
Interest income and other | 95 | 158 |
Interest expense | -102,195 | -108,088 |
Foreign currency gain (loss) | 236 | 4,575 |
Derivative instruments loss | -3 | -516 |
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | -67,962 | -68,339 |
Income tax expense (benefit) | -21,579 | -24,968 |
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | -46,383 | -43,371 |
Equity in earnings (loss) of subsidiaries | 0 | 0 |
Earnings (loss) from continuing operations | -46,383 | -43,371 |
Earnings (loss) from discontinued operations, net of tax | 0 | -1,416 |
Net earnings (loss) | -46,383 | -44,787 |
Total comprehensive income (loss) | -45,090 | -45,461 |
Parent Company [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
Rental | 0 | 0 |
Sales | 0 | 0 |
Total revenue | 0 | 0 |
Rental expenses | 43 | 0 |
Cost of sales | 6 | 25 |
Gross profit (loss) | -49 | -25 |
Selling, general and administrative expenses | 893 | 508 |
Research and development expenses | 0 | 0 |
Acquired intangible asset amortization | 0 | 0 |
Operating earnings (loss) | -942 | -533 |
Non-operating intercompany transactions | 0 | 0 |
Interest income and other | 0 | 0 |
Interest expense | 0 | 0 |
Foreign currency gain (loss) | 0 | 0 |
Derivative instruments loss | 0 | 0 |
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | -942 | -533 |
Income tax expense (benefit) | 0 | 0 |
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | -942 | -533 |
Equity in earnings (loss) of subsidiaries | -45,441 | -44,254 |
Earnings (loss) from continuing operations | -46,383 | -44,787 |
Earnings (loss) from discontinued operations, net of tax | 0 | 0 |
Net earnings (loss) | -46,383 | -44,787 |
Total comprehensive income (loss) | -45,090 | -45,461 |
Kinetic Concepts, Inc. and KCI USA, Inc. Borrower [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
Rental | 135,764 | 150,468 |
Sales | 65,869 | 69,209 |
Total revenue | 201,633 | 219,677 |
Rental expenses | 68,791 | 62,349 |
Cost of sales | 65,341 | 50,135 |
Gross profit (loss) | 67,501 | 107,193 |
Selling, general and administrative expenses | 79,282 | 82,428 |
Research and development expenses | 5,622 | 6,902 |
Acquired intangible asset amortization | 16,425 | 21,237 |
Operating earnings (loss) | -33,828 | -3,374 |
Non-operating intercompany transactions | -6,626 | 51,952 |
Interest income and other | 17,200 | 17,684 |
Interest expense | -112,016 | -111,139 |
Foreign currency gain (loss) | -460 | 11,423 |
Derivative instruments loss | -3 | -516 |
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | -135,733 | -33,970 |
Income tax expense (benefit) | -79,988 | -27,571 |
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | -55,745 | -6,399 |
Equity in earnings (loss) of subsidiaries | -50,750 | 80,293 |
Earnings (loss) from continuing operations | -106,495 | 73,894 |
Earnings (loss) from discontinued operations, net of tax | 0 | -867 |
Net earnings (loss) | -106,495 | 73,027 |
Total comprehensive income (loss) | -105,202 | 72,353 |
Guarantor Subsidiaries [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
Rental | 1,581 | 2,240 |
Sales | 205,355 | 219,683 |
Total revenue | 206,936 | 221,923 |
Rental expenses | 3,291 | 4,842 |
Cost of sales | 116,976 | 109,758 |
Gross profit (loss) | 86,669 | 107,323 |
Selling, general and administrative expenses | 47,402 | 44,663 |
Research and development expenses | 6,744 | 8,256 |
Acquired intangible asset amortization | 20,172 | 18,279 |
Operating earnings (loss) | 12,351 | 36,125 |
Non-operating intercompany transactions | -8,282 | 58,855 |
Interest income and other | 9,828 | 3,063 |
Interest expense | -17,137 | -17,557 |
Foreign currency gain (loss) | -46 | -78 |
Derivative instruments loss | 0 | 0 |
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | -3,286 | 80,408 |
Income tax expense (benefit) | 32,257 | 4,734 |
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | -35,543 | 75,674 |
Equity in earnings (loss) of subsidiaries | -10,761 | 6,274 |
Earnings (loss) from continuing operations | -46,304 | 81,948 |
Earnings (loss) from discontinued operations, net of tax | 0 | -2 |
Net earnings (loss) | -46,304 | 81,946 |
Total comprehensive income (loss) | -45,011 | 81,272 |
Non-Guarantor Subsidiaries [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
Rental | 29,213 | 35,455 |
Sales | 208,466 | 161,900 |
Total revenue | 237,679 | 197,355 |
Rental expenses | 54,111 | 56,922 |
Cost of sales | 92,834 | 60,657 |
Gross profit (loss) | 90,734 | 79,776 |
Selling, general and administrative expenses | 48,887 | 33,963 |
Research and development expenses | 5,124 | 2,624 |
Acquired intangible asset amortization | 14,092 | 8,030 |
Operating earnings (loss) | 22,631 | 35,159 |
Non-operating intercompany transactions | -8,007 | -23,524 |
Interest income and other | 30 | 29 |
Interest expense | -5 | -10 |
Foreign currency gain (loss) | 742 | -6,770 |
Derivative instruments loss | 0 | 0 |
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | 15,391 | 4,884 |
Income tax expense (benefit) | 26,152 | -2,131 |
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | -10,761 | 7,015 |
Equity in earnings (loss) of subsidiaries | 0 | 0 |
Earnings (loss) from continuing operations | -10,761 | 7,015 |
Earnings (loss) from discontinued operations, net of tax | 0 | -741 |
Net earnings (loss) | -10,761 | 6,274 |
Total comprehensive income (loss) | -9,468 | 5,600 |
Eliminations [Member] | ' | ' |
Condensed Income Statements, Captions [Line Items] | ' | ' |
Rental | 0 | 0 |
Sales | -198,709 | -223,071 |
Total revenue | -198,709 | -223,071 |
Rental expenses | -40,444 | -26,762 |
Cost of sales | -191,855 | -164,344 |
Gross profit (loss) | 33,590 | -31,965 |
Selling, general and administrative expenses | -103 | -120 |
Research and development expenses | 0 | 0 |
Acquired intangible asset amortization | 0 | 0 |
Operating earnings (loss) | 33,693 | -31,845 |
Non-operating intercompany transactions | 22,915 | -87,283 |
Interest income and other | -26,963 | -20,618 |
Interest expense | 26,963 | 20,618 |
Foreign currency gain (loss) | 0 | 0 |
Derivative instruments loss | 0 | 0 |
Earnings (loss) from continuing operations before income taxes (benefit) and equity in earnings (loss) of subsidiaries | 56,608 | -119,128 |
Income tax expense (benefit) | 0 | 0 |
Earnings (loss) from continuing operations before equity in earnings (loss) of subsidiaries | 56,608 | -119,128 |
Equity in earnings (loss) of subsidiaries | 106,952 | -42,313 |
Earnings (loss) from continuing operations | 163,560 | -161,441 |
Earnings (loss) from discontinued operations, net of tax | 0 | 194 |
Net earnings (loss) | 163,560 | -161,247 |
Total comprehensive income (loss) | $159,681 | ($159,225) |
Guarantor_Condensed_Consolidat4
Guarantor Condensed Consolidating Financial Statements - Condensed Consolidated Cash Flow (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net earnings (loss) | ($46,383) | ($44,787) |
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | 129,229 | 140,366 |
Net cash provided (used) by operating activities | 82,846 | 95,579 |
Cash flows from investing activities | ' | ' |
Net additions to property, plant and equipment | -12,664 | -22,491 |
Businesses acquired in purchase transaction, net of cash acquired | -4,613 | 0 |
Decrease (increase) in identifiable intangible assets and other non-current assets | 1,281 | 281 |
Net cash provided (used) by investing activities | -18,558 | -22,772 |
Cash flows from financing activities: | ' | ' |
Distribution to limited partners | 0 | ' |
Repayments of long-term debt and capital lease obligations | -6,635 | -5,691 |
Payment of debt issuance costs | 0 | -190 |
Proceeds (payments) on intercompany loans | 0 | 0 |
Proceeds (payments) on intercompany investments | 0 | 0 |
Net cash provided (used) by financing activities | -6,635 | -5,881 |
Effect of exchange rate changes on cash and cash equivalents | 38 | -1,842 |
Net increase (decrease) in cash and cash equivalents | 57,691 | 65,084 |
Cash and cash equivalents, beginning of period | 206,949 | 383,150 |
Cash and cash equivalents, end of period | 264,640 | 448,234 |
Parent Company [Member] | ' | ' |
Cash flows from operating activities: | ' | ' |
Net earnings (loss) | -46,383 | -44,787 |
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | 941 | 533 |
Net cash provided (used) by operating activities | -45,442 | -44,254 |
Cash flows from investing activities | ' | ' |
Net additions to property, plant and equipment | 0 | 0 |
Businesses acquired in purchase transaction, net of cash acquired | 0 | ' |
Decrease (increase) in identifiable intangible assets and other non-current assets | 0 | 0 |
Net cash provided (used) by investing activities | 0 | 0 |
Cash flows from financing activities: | ' | ' |
Distribution to limited partners | 0 | ' |
Repayments of long-term debt and capital lease obligations | 0 | 0 |
Payment of debt issuance costs | 0 | 0 |
Proceeds (payments) on intercompany loans | 0 | 0 |
Proceeds (payments) on intercompany investments | 45,442 | 44,254 |
Net cash provided (used) by financing activities | 45,442 | 44,254 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 398 | 398 |
Cash and cash equivalents, end of period | 398 | 398 |
Kinetic Concepts, Inc. and KCI USA, Inc. Borrower [Member] | ' | ' |
Cash flows from operating activities: | ' | ' |
Net earnings (loss) | -106,495 | 73,027 |
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | 54,197 | 140,723 |
Net cash provided (used) by operating activities | -52,298 | 213,750 |
Cash flows from investing activities | ' | ' |
Net additions to property, plant and equipment | -20,324 | -29,548 |
Businesses acquired in purchase transaction, net of cash acquired | 0 | ' |
Decrease (increase) in identifiable intangible assets and other non-current assets | 29 | 72 |
Net cash provided (used) by investing activities | -20,353 | -29,620 |
Cash flows from financing activities: | ' | ' |
Distribution to limited partners | 0 | ' |
Repayments of long-term debt and capital lease obligations | -6,619 | -5,764 |
Payment of debt issuance costs | 0 | -190 |
Proceeds (payments) on intercompany loans | 36,602 | 5,812 |
Proceeds (payments) on intercompany investments | 50,744 | -80,948 |
Net cash provided (used) by financing activities | 80,727 | -81,090 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 8,076 | 103,040 |
Cash and cash equivalents, beginning of period | 87,771 | 276,788 |
Cash and cash equivalents, end of period | 95,847 | 379,828 |
Guarantor Subsidiaries [Member] | ' | ' |
Cash flows from operating activities: | ' | ' |
Net earnings (loss) | -46,304 | 81,946 |
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | 62,506 | -62,103 |
Net cash provided (used) by operating activities | 16,202 | 19,843 |
Cash flows from investing activities | ' | ' |
Net additions to property, plant and equipment | -2,031 | -3,545 |
Businesses acquired in purchase transaction, net of cash acquired | -4,500 | ' |
Decrease (increase) in identifiable intangible assets and other non-current assets | 1,187 | 513 |
Net cash provided (used) by investing activities | -7,718 | -4,058 |
Cash flows from financing activities: | ' | ' |
Distribution to limited partners | 0 | ' |
Repayments of long-term debt and capital lease obligations | 0 | 0 |
Payment of debt issuance costs | 0 | 0 |
Proceeds (payments) on intercompany loans | -18,830 | -6,391 |
Proceeds (payments) on intercompany investments | 10,228 | -9,394 |
Net cash provided (used) by financing activities | -8,602 | -15,785 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | -118 | 0 |
Cash and cash equivalents, beginning of period | 118 | 0 |
Cash and cash equivalents, end of period | 0 | 0 |
Non-Guarantor Subsidiaries [Member] | ' | ' |
Cash flows from operating activities: | ' | ' |
Net earnings (loss) | -10,761 | 6,274 |
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | 42,868 | -70,159 |
Net cash provided (used) by operating activities | 32,107 | -63,885 |
Cash flows from investing activities | ' | ' |
Net additions to property, plant and equipment | -12,414 | -24,616 |
Businesses acquired in purchase transaction, net of cash acquired | -113 | ' |
Decrease (increase) in identifiable intangible assets and other non-current assets | 65 | -304 |
Net cash provided (used) by investing activities | -12,592 | -24,312 |
Cash flows from financing activities: | ' | ' |
Distribution to limited partners | 0 | ' |
Repayments of long-term debt and capital lease obligations | -16 | 73 |
Payment of debt issuance costs | 0 | 0 |
Proceeds (payments) on intercompany loans | -17,772 | 579 |
Proceeds (payments) on intercompany investments | 47,968 | 51,431 |
Net cash provided (used) by financing activities | 30,180 | 52,083 |
Effect of exchange rate changes on cash and cash equivalents | 38 | -1,842 |
Net increase (decrease) in cash and cash equivalents | 49,733 | -37,956 |
Cash and cash equivalents, beginning of period | 118,662 | 105,964 |
Cash and cash equivalents, end of period | 168,395 | 68,008 |
Eliminations [Member] | ' | ' |
Cash flows from operating activities: | ' | ' |
Net earnings (loss) | 163,560 | -161,247 |
Adjustments to reconcile net earnings (loss) to net cash provided (used) by operating activities | -31,283 | 131,372 |
Net cash provided (used) by operating activities | 132,277 | -29,875 |
Cash flows from investing activities | ' | ' |
Net additions to property, plant and equipment | 22,105 | 35,218 |
Businesses acquired in purchase transaction, net of cash acquired | 0 | ' |
Decrease (increase) in identifiable intangible assets and other non-current assets | 0 | 0 |
Net cash provided (used) by investing activities | 22,105 | 35,218 |
Cash flows from financing activities: | ' | ' |
Distribution to limited partners | 0 | ' |
Repayments of long-term debt and capital lease obligations | 0 | 0 |
Payment of debt issuance costs | 0 | 0 |
Proceeds (payments) on intercompany loans | 0 | 0 |
Proceeds (payments) on intercompany investments | -154,382 | -5,343 |
Net cash provided (used) by financing activities | -154,382 | -5,343 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 |
Cash and cash equivalents, end of period | $0 | $0 |