Consolidating Financial Information | 3 Months Ended |
Mar. 31, 2014 |
Consolidating Financial Information [Abstract] | ' |
Consolidating Financial Information | ' |
Consolidating Financial Information |
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Certain of the Company's subsidiaries have guaranteed the Company's obligations under the Senior Secured Credit Facility. The following presents the condensed consolidating financial information separately for: (i) the parent Company, the issuer of the guaranteed obligations; (ii) the guarantor subsidiaries, on a combined basis, as specified in the Credit Agreement; (iii) the non-guarantor subsidiaries, on a combined basis; (iv) consolidating eliminations and reclassifications; and (v) DineEquity, Inc. and Subsidiaries on a consolidated basis. |
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Each guarantor subsidiary is 100% owned by the Company at the date of each balance sheet presented. The notes are fully and unconditionally guaranteed on a joint and several basis by each guarantor subsidiary. Each entity in the consolidating financial information follows the same accounting policies as described in Note 2 of the Notes to Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2013. |
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Supplemental Condensed Consolidating Balance Sheet |
March 31, 2014 |
(In millions(1)) |
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| | Parent | | Combined | | Combined | | Eliminations and | | Consolidated |
Guarantor | Non-guarantor | Reclassification |
Subsidiaries | Subsidiaries | |
Assets | | | | | | | | | | | | | | | |
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Current Assets: | | | | | | | | | | | | | | | |
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Cash and cash equivalents | | $ | 65.8 | | | $ | 66.8 | | | $ | 0.6 | | | $ | — | | | $ | 133.2 | |
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Receivables, net | | 3.1 | | | 96.2 | | | 0.1 | | | (8.0 | ) | | 91.5 | |
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Prepaid expenses and other current assets | | 197.6 | | | 49.7 | | | — | | | (199.7 | ) | | 47.7 | |
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Deferred income taxes | | (3.7 | ) | | 30.2 | | | — | | | — | | | 26.5 | |
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Intercompany | | (425.8 | ) | | 419.6 | | | 6.2 | | | — | | | — | |
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Total current assets | | (163.0 | ) | | 662.6 | | | 6.9 | | | (207.7 | ) | | 298.9 | |
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Long-term receivables | | — | | | 194.1 | | | — | | | — | | | 194.1 | |
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Property and equipment, net | | 22.7 | | | 241.1 | | | 1 | | | — | | | 264.9 | |
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Goodwill | | — | | | 697.5 | | | — | | | — | | | 697.5 | |
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Other intangible assets, net | | — | | | 791 | | | — | | | — | | | 791 | |
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Other assets, net | | 15.5 | | | 93.5 | | | — | | | — | | | 109 | |
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Investment in subsidiaries | | 1,697.60 | | | — | | | — | | | (1,697.6 | ) | | — | |
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Total assets | | $ | 1,572.80 | | | $ | 2,679.80 | | | $ | 8 | | | $ | (1,905.2 | ) | | $ | 2,355.20 | |
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Liabilities and Stockholders’ Equity | | | | | | | | | | |
Current Liabilities: | | | | | | | | | | |
Current maturities of long-term debt | | $ | 12.7 | | | $ | — | | | $ | — | | | $ | (8.0 | ) | | $ | 4.7 | |
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Accounts payable | | 1.3 | | | 38.6 | | | — | | | — | | | 39.9 | |
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Accrued employee compensation and benefits | | 5.5 | | | 4.6 | | | — | | | — | | | 10.1 | |
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Gift card liability | | — | | | 111 | | | — | | | — | | | 111 | |
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Other accrued expenses | | 28.5 | | | 251.3 | | | (0.1 | ) | | (199.7 | ) | | 80.1 | |
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Total current liabilities | | 47.9 | | | 405.6 | | | — | | | (207.7 | ) | | 245.8 | |
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Long-term debt | | 1,203.20 | | | — | | | — | | | — | | | 1,203.20 | |
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Financing obligations | | — | | | 46.8 | | | — | | | — | | | 46.8 | |
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Capital lease obligations | | — | | | 108.5 | | | — | | | — | | | 108.5 | |
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Deferred income taxes | | (2.9 | ) | | 337.3 | | | (0.3 | ) | | — | | | 334.2 | |
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Other liabilities | | 6.1 | | | 91.5 | | | 0.9 | | | — | | | 98.5 | |
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Total liabilities | | 1,254.40 | | | 989.8 | | | 0.6 | | | (207.7 | ) | | 2,037.10 | |
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Total stockholders’ equity | | 318.4 | | | 1,690.00 | | | 7.4 | | | (1,697.6 | ) | | 318.2 | |
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Total liabilities and stockholders’ equity | | $ | 1,572.80 | | | $ | 2,679.80 | | | $ | 8 | | | $ | (1,905.2 | ) | | $ | 2,355.20 | |
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(1) Supplemental condensed statements presented in millions may not foot/crossfoot due to rounding from Consolidated Statements presented in thousands. |
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Supplemental Condensed Consolidating Balance Sheet |
December 31, 2013 |
(In millions(1)) |
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| | Parent | | Combined | | Combined | | Eliminations and | | Consolidated |
Guarantor | Non-guarantor | Reclassification |
Subsidiaries | Subsidiaries | |
Assets | | | | | | | | | | | | | | | |
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Current Assets: | | | | | | | | | | | | | | | |
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Cash and cash equivalents | | $ | 50.3 | | | $ | 54.7 | | | $ | 1 | | | $ | — | | | $ | 106 | |
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Receivables, net | | 2 | | | 150 | | | 0.1 | | | (8.0 | ) | | 144.1 | |
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Prepaid expenses and other current assets | | 189.2 | | | 56.1 | | | — | | | (187.7 | ) | | 57.6 | |
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Deferred income taxes | | (4.1 | ) | | 28 | | | — | | | — | | | 23.9 | |
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Intercompany | | (435.2 | ) | | 429.4 | | | 5.8 | | | — | | | — | |
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Total current assets | | (197.8 | ) | | 718.1 | | | 7 | | | (195.7 | ) | | 331.6 | |
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Long-term receivables | | — | | | 197.2 | | | — | | | — | | | 197.2 | |
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Property and equipment, net | | 23.5 | | | 249.7 | | | 1 | | | — | | | 274.3 | |
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Goodwill | | — | | | 697.5 | | | — | | | — | | | 697.5 | |
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Other intangible assets, net | | — | | | 794.1 | | | — | | | — | | | 794.1 | |
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Other assets, net | | 16.2 | | | 93.9 | | | — | | | — | | | 110.1 | |
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Investment in subsidiaries | | 1,697.60 | | | — | | | — | | | (1,697.6 | ) | | — | |
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Total assets | | $ | 1,539.50 | | | $ | 2,750.40 | | | $ | 8 | | | $ | (1,893.3 | ) | | $ | 2,404.60 | |
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Liabilities and Stockholders’ Equity | | | | | | | | | | | | | | | |
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Current Liabilities: | | | | | | | | | | | | | | | |
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Current maturities of long-term debt | | $ | 12.7 | | | $ | — | | | $ | — | | | $ | (8.0 | ) | | $ | 4.7 | |
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Accounts payable | | 1.4 | | | 38.6 | | | — | | | — | | | 40.1 | |
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Accrued employee compensation and benefits | | 14.5 | | | 10.4 | | | — | | | — | | | 25 | |
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Gift card liability | | — | | | 172 | | | — | | | — | | | 172 | |
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Other accrued expenses | | (13.7 | ) | | 244.1 | | | — | | | (187.7 | ) | | 42.6 | |
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Total current liabilities | | 15 | | | 465 | | | — | | | (195.7 | ) | | 284.3 | |
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Long-term debt | | 1,203.50 | | | — | | | — | | | — | | | 1,203.50 | |
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Financing obligations | | — | | | 48.8 | | | — | | | — | | | 48.8 | |
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Capital lease obligations | | — | | | 111.7 | | | — | | | — | | | 111.7 | |
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Deferred income taxes | | (0.3 | ) | | 342.1 | | | (0.3 | ) | | — | | | 341.6 | |
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Other liabilities | | 5.9 | | | 92.7 | | | 0.9 | | | — | | | 99.5 | |
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Total liabilities | | 1,224.20 | | | 1,060.40 | | | 0.6 | | | (195.7 | ) | | 2,089.50 | |
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Total stockholders’ equity | | 315.3 | | | 1,690.00 | | | 7.4 | | | (1,697.6 | ) | | 315.2 | |
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Total liabilities and stockholders’ equity | | $ | 1,539.50 | | | $ | 2,750.40 | | | $ | 8 | | | $ | (1,893.3 | ) | | $ | 2,404.60 | |
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(1) Supplemental condensed statements presented in millions may not foot/crossfoot due to rounding from Consolidated Statements presented in thousands. |
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Supplemental Condensed Consolidating Statement of Comprehensive Income |
For the Three Months Ended March 31, 2014 |
(In millions(1)) |
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| | | | | | | | | | | | | | | | | | | | |
| | Parent | | Combined | | Combined | | Eliminations and | | Consolidated |
Guarantor | Non-guarantor | Reclassification |
Subsidiaries | Subsidiaries | |
Revenues | | | | | | | | | | | | | | | |
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Franchise and restaurant revenues | | $ | 0.7 | | | $ | 130.8 | | | $ | 0.3 | | | $ | — | | | $ | 131.8 | |
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Rental revenues | | — | | | 30.8 | | | — | | | — | | | 30.7 | |
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Financing revenues | | — | | | 4.7 | | | — | | | — | | | 4.7 | |
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Total revenue | | 0.7 | | | 166.3 | | | 0.3 | | | — | | | 167.2 | |
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Franchise and restaurant expenses | | 0.7 | | | 45 | | | — | | | — | | | 45.7 | |
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Rental expenses | | — | | | 23.9 | | | — | | | — | | | 23.8 | |
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Financing expenses | | — | | | 0.6 | | | — | | | — | | | 0.6 | |
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General and administrative expenses | | 9.2 | | | 24.9 | | | 0.1 | | | — | | | 34.2 | |
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Interest expense | | 24.6 | | | 0.4 | | | — | | | — | | | 25 | |
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Amortization of intangible assets | | — | | | 3.1 | | | — | | | — | | | 3.1 | |
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Closure and impairment charges | | — | | | 0.1 | | | 0.1 | | | — | | | 0.2 | |
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Loss on disposition of assets | | — | | | 0.9 | | | — | | | — | | | 0.9 | |
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Intercompany dividend | | (46.8 | ) | | — | | | — | | | 46.8 | | | — | |
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Income before income taxes | | 12.9 | | | 67.5 | | | 0.1 | | | (46.8 | ) | | 33.7 | |
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Benefit (provision) for income taxes | | 7.9 | | | (20.8 | ) | | — | | | — | | | (12.9 | ) |
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Net income | | $ | 20.8 | | | $ | 46.8 | | | $ | 0.1 | | | $ | (46.8 | ) | | $ | 20.8 | |
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Total comprehensive income | | $ | 20.8 | | | $ | 46.8 | | | $ | 0.1 | | | $ | (46.8 | ) | | $ | 20.8 | |
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(1) Supplemental condensed statements presented in millions may not foot/crossfoot due to rounding from Consolidated Statements presented in thousands. |
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Supplemental Condensed Consolidating Statement of Comprehensive Income |
For the Three Months Ended March 31, 2013 |
(In millions(1)) |
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| | | | | | | | | | | | | | | | | | | | |
| | Parent | | Combined | | Combined | | Eliminations and | | Consolidated |
Guarantor | Non-guarantor | Reclassification |
Subsidiaries | Subsidiaries | |
Revenues | | | | | | | | | | | | | | | |
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Franchise and restaurant revenues | | $ | 0.7 | | | $ | 127.3 | | | $ | 0.3 | | | $ | — | | | $ | 128.3 | |
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Rental revenues | | — | | | 31 | | | — | | | — | | | 31 | |
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Financing revenues | | — | | | 3.8 | | | — | | | — | | | 3.8 | |
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Total revenue | | 0.7 | | | 162.1 | | | 0.3 | | | — | | | 163.2 | |
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Franchise and restaurant expenses | | 0.8 | | | 43.6 | | | — | | | — | | | 44.5 | |
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Rental expenses | | — | | | 24.3 | | | — | | | — | | | 24.3 | |
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General and administrative expenses | | 9.2 | | | 24.5 | | | 0.3 | | | — | | | 34 | |
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Interest expense | | 25 | | | 0.3 | | | — | | | — | | | 25.3 | |
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Amortization of intangible assets | | — | | | 3.1 | | | — | | | — | | | 3.1 | |
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Closure and impairment charges | | — | | | 0.7 | | | 0.1 | | | — | | | 0.8 | |
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Gain on disposition of assets | | — | | | (0.1 | ) | | (0.3 | ) | | — | | | (0.3 | ) |
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Debt modification costs | | 1.3 | | | — | | | — | | | — | | | 1.3 | |
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Intercompany dividend | | (39.8 | ) | | — | | | — | | | 39.8 | | | — | |
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Income before income taxes | | 4.2 | | | 65.7 | | | 0.1 | | | (39.8 | ) | | 30.2 | |
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Benefit (provision) for income taxes | | 14.1 | | | (26.0 | ) | | — | | | — | | | (12.0 | ) |
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Net income | | $ | 18.2 | | | $ | 39.7 | | | $ | 0.1 | | | $ | (39.8 | ) | | $ | 18.2 | |
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Total comprehensive income | | $ | 18.2 | | | $ | 39.7 | | | $ | 0.1 | | | $ | (39.8 | ) | | $ | 18.2 | |
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(1) Supplemental condensed statements presented in millions may not foot/crossfoot due to rounding from Consolidated Statements presented in thousands. |
Supplemental Condensed Consolidating Statement of Cash Flows |
For the Three Months Ended March 31, 2014 |
(In millions(1)) |
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| | Parent | | Combined | | Combined | | Eliminations and | | Consolidated |
Guarantor | Non-guarantor | Reclassification |
Subsidiaries | Subsidiaries | |
Cash flows provided by (used in) operating activities | | $ | (22.8 | ) | | $ | 75.6 | | | $ | — | | | $ | — | | | $ | 52.8 | |
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Investing cash flows: | | | | | | | | | | |
Additions to property and equipment | | (1.3 | ) | | (0.7 | ) | | — | | | — | | | (2.0 | ) |
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Principal receipts from long-term receivables | | — | | | 3.4 | | | — | | | — | | | 3.4 | |
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Proceeds from sale of assets | | — | | | 0.7 | | | — | | | — | | | 0.7 | |
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Other | | — | | | (0.1 | ) | | — | | | — | | | (0.1 | ) |
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Cash flows provided by (used in) investing activities | | (1.3 | ) | | 3.3 | | | — | | | — | | | 2 | |
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Financing cash flows: | | | | | | | | | | |
Payment of debt | | (1.2 | ) | | (2.7 | ) | | — | | | — | | | (3.9 | ) |
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Repurchase of common stock | | (15.0 | ) | | — | | | — | | | — | | | (15.0 | ) |
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Dividends paid on common stock | | (14.3 | ) | | — | | | — | | | — | | | (14.3 | ) |
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Restricted cash | | — | | | (3.7 | ) | | — | | | — | | | (3.7 | ) |
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Other | | 9.2 | | | 0.1 | | | — | | | — | | | 9.2 | |
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Intercompany transfers | | 60.9 | | | (60.5 | ) | | (0.4 | ) | | — | | | — | |
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Cash flows provided by (used in) financing activities | | 39.6 | | | (66.9 | ) | | (0.4 | ) | | — | | | (27.6 | ) |
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Net change | | 15.5 | | | 12.1 | | | (0.4 | ) | | — | | | 27.2 | |
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Beginning cash and equivalents | | 50.3 | | | 54.7 | | | 1 | | | — | | | 106 | |
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Ending cash and equivalents | | $ | 65.8 | | | $ | 66.8 | | | $ | 0.6 | | | $ | — | | | $ | 133.2 | |
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(1) Supplemental condensed statements presented in millions may not foot/crossfoot due to rounding from Consolidated Statements presented in thousands. |
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Supplemental Condensed Consolidating Statement of Cash Flows |
For the Three Months Ended March 31, 2013 |
(In millions(1)) |
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| | Parent | | Combined | | Combined | | Eliminations and | | Consolidated |
Guarantor | Non-guarantor | Reclassification |
Subsidiaries | Subsidiaries | |
Cash flows provided by (used in) operating activities | | $ | (14.5 | ) | | $ | 85.5 | | | $ | 0.2 | | | $ | — | | | $ | 71.2 | |
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Investing cash flows: | | | | | | | | | | |
Additions to property and equipment | | (0.9 | ) | | (0.6 | ) | | — | | | — | | | (1.5 | ) |
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Principal receipts from long-term receivables | | — | | | 3.8 | | | — | | | — | | | 3.8 | |
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Other | | — | | | 0.1 | | | — | | | — | | | 0.1 | |
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Cash flows provided by (used in) investing activities | | (0.9 | ) | | 3.3 | | | — | | | — | | | 2.4 | |
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Financing cash flows: | | | | | | | | | | |
Payment of debt | | (1.2 | ) | | (2.5 | ) | | — | | | — | | | (3.7 | ) |
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Payment of debt modification costs | | (1.3 | ) | | — | | | — | | | — | | | (1.3 | ) |
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Dividends paid on common stock | | (14.5 | ) | | — | | | — | | | — | | | (14.5 | ) |
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Restricted cash | | — | | | (2.7 | ) | | — | | | — | | | (2.7 | ) |
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Other | | 1.3 | | | 0.1 | | | — | | | — | | | 1.4 | |
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Intercompany transfers | | 74 | | | (74.0 | ) | | — | | | — | | | — | |
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Cash flows provided by (used in) financing activities | | 58.2 | | | (79.0 | ) | | — | | | — | | | (20.8 | ) |
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Net change | | 42.9 | | | 9.7 | | | 0.2 | | | — | | | 52.8 | |
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Beginning cash and equivalents | | 9.9 | | | 54 | | | 0.6 | | | — | | | 64.5 | |
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Ending cash and equivalents | | $ | 52.8 | | | $ | 63.7 | | | $ | 0.9 | | | $ | — | | | $ | 117.4 | |
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(1) Supplemental condensed statements presented in millions may not foot/crossfoot due to rounding from Consolidated Statements presented in thousands. |