Supplemental Guarantor Information | Supplemental Guarantor Information Effective February 12, 2007 , substantially all of the domestic subsidiaries (the “Guarantor Subsidiaries”) of the company became guarantors of the indebtedness of Invacare Corporation under its 4.125% Convertible Senior Subordinated Debentures due 2027 (the “Debentures”) with an original aggregate principal amount of $135,000,000 . The majority of the company’s subsidiaries are not guaranteeing the indebtedness of the Debentures (the “Non-Guarantor Subsidiaries”). Each of the Guarantor Subsidiaries has fully and unconditionally guaranteed, on a joint and several basis, to pay principal, premium and interest related to the Debentures and each of the Guarantor Subsidiaries are directly or indirectly100%-owned subsidiaries of the company. Specifically, the Debentures are guaranteed on an unsecured senior subordinated basis by all of the company's existing domestic subsidiaries (other than the company's captive insurance subsidiary and any receivables subsidiaries) and certain future direct and indirect 100% owned domestic subsidiaries. All of the guarantors are released and relieved of any liability under such guarantees upon the satisfaction and discharge of the indenture governing the debentures and the payment in full of the debentures. Additionally, in the event any subsidiary guarantor no longer guarantees any of the company's existing or future senior debt incurred in a public or private U.S. capital markets transaction, such guarantor shall be released and relieved of any liability which it has under the indenture governing the debentures. On February 16, 2016 , all of the company’s subsidiaries were released as guarantors of the Debentures, pursuant to the terms of the Indenture, dated as of February 12, 2007 , between the company and the trustee named therein. See "Subsequent Events". Presented below are the consolidating condensed financial statements of Invacare Corporation (Parent), its combined Guarantor Subsidiaries and combined Non-Guarantor Subsidiaries with their investments in subsidiaries accounted for using the equity method. The company does not believe that separate financial statements of the Guarantor Subsidiaries are material to investors and accordingly, separate financial statements and other disclosures related to the Guarantor Subsidiaries are not presented. CONSOLIDATING CONDENSED STATEMENTS OF OPERATIONS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) Year ended December 31, 2015 Net sales $ 211,178 $ 402,108 $ 649,966 $ (120,914 ) $ 1,142,338 Cost of products sold 187,272 305,592 457,634 (120,984 ) 829,514 Gross Profit 23,906 96,516 192,332 70 312,824 Selling, general and administrative expenses 111,814 63,068 144,965 — 319,847 Charge related to restructuring activities 1,339 — 632 — 1,971 Income (loss) from equity investee 69,636 29,353 703 (99,692 ) — Interest expense (income)—net 3,011 428 (693 ) — 2,746 Earnings (Loss) from Continuing Operations Before Income Taxes (22,622 ) 62,373 48,131 (99,622 ) (11,740 ) Income taxes 3,568 — 11,142 — 14,710 Net Earnings (Loss) from Continuing Operations (26,190 ) 62,373 36,989 (99,622 ) (26,450 ) Net Earnings from Discontinued Operations — 260 — — 260 Net Earnings (Loss) (26,190 ) 62,633 36,989 (99,622 ) (26,190 ) Other Comprehensive Income (Loss), net of Tax (81,006 ) (15,037 ) (67,842 ) 82,879 (81,006 ) Comprehensive Income (Loss) $ (107,196 ) $ 47,596 $ (30,853 ) $ (16,743 ) $ (107,196 ) CONSOLIDATING CONDENSED STATEMENTS OF OPERATIONS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) Year ended December 31, 2014 Net sales $ 213,072 $ 413,067 $ 740,669 $ (96,645 ) $ 1,270,163 Cost of products sold 192,566 314,562 512,521 (96,874 ) 922,775 Gross Profit 20,506 98,505 228,148 229 347,388 Selling, general and administrative expenses 119,904 81,676 182,416 (83 ) 383,913 Charge related to restructuring activities 9,672 (1,326 ) 2,766 — 11,112 Asset write-downs to intangibles — 13,041 — — 13,041 Income (loss) from equity investee 53,536 35,208 280 (89,024 ) — Interest expense—net 175 2,114 243 — 2,532 Earnings (Loss) from Continuing Operations Before Income Taxes (55,709 ) 38,208 43,003 (88,712 ) (63,210 ) Income taxes 361 — 5,189 — 5,550 Net Earnings (Loss) from Continuing Operations (56,070 ) 38,208 37,814 (88,712 ) (68,760 ) Net Earnings from Discontinued Operations — 12,690 — — 12,690 Net Earnings (Loss) (56,070 ) 50,898 37,814 (88,712 ) (56,070 ) Other Comprehensive Income (Loss), net of Tax (53,537 ) (5,057 ) (50,058 ) 55,115 (53,537 ) Comprehensive Income (Loss) $ (109,607 ) $ 45,841 $ (12,244 ) $ (33,597 ) $ (109,607 ) CONSOLIDATING CONDENSED STATEMENTS OF OPERATIONS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) Year ended December 31, 2013 Net sales $ 241,871 $ 460,960 $ 720,978 $ (89,304 ) $ 1,334,505 Cost of products sold 211,896 338,650 506,308 (89,775 ) 967,079 Gross Profit 29,975 122,310 214,670 471 367,426 Selling, general and administrative expenses 123,377 93,731 177,530 2,694 397,332 Charge related to restructuring activities 6,356 79 2,901 — 9,336 Asset write-downs to intangibles and goodwill — 1,250 273 — 1,523 Income (loss) from equity investee 133,350 29,644 286 (163,280 ) — Interest (income) expense—net (1,661 ) 3,353 1,002 — 2,694 Earnings (Loss) from Continuing Operations Before Income Taxes 35,253 53,541 33,250 (165,503 ) (43,459 ) Income taxes (benefit) 2,202 (1,785 ) 10,458 — 10,875 Net Earnings (Loss) from Continuing Operations 33,051 55,326 22,792 (165,503 ) (54,334 ) Net Earnings from Discontinued Operations — 87,385 — — 87,385 Net Earnings (Loss) 33,051 142,711 22,792 (165,503 ) 33,051 Other Comprehensive Income (Loss), net of Tax 12,413 (2,309 ) 17,797 (15,488 ) 12,413 Comprehensive Income (Loss) $ 45,464 $ 140,402 $ 40,589 $ (180,991 ) $ 45,464 CONSOLIDATING CONDENSED BALANCE SHEETS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) December 31, 2015 Assets Current Assets Cash and cash equivalents $ 14,047 $ 314 $ 45,694 $ — $ 60,055 Trade receivables, net 43,534 20,020 70,101 — 133,655 Installment receivables, net — 361 784 — 1,145 Inventories, net 6,300 25,418 103,173 (2,084 ) 132,807 Intercompany advances, net 8,392 109 49,022 (57,523 ) — Other current assets 6,380 186 32,384 (4,491 ) 34,459 Total Current Assets 78,653 46,408 301,158 (64,098 ) 362,121 Investment in Subsidiaries 1,430,070 467,352 — (1,897,422 ) — Intercompany Advances, net 1,115,121 1,881,567 185,389 (3,182,077 ) — Other Assets 3,095 727 837 — 4,659 Intangibles 123 388 30,489 — 31,000 Property and Equipment, net 32,382 10,170 36,131 — 78,683 Goodwill — 12,142 349,538 — 361,680 Total Assets $ 2,659,444 $ 2,418,754 $ 903,542 $ (5,143,597 ) $ 838,143 Liabilities and Shareholders’ Equity Current Liabilities Accounts payable $ 38,395 $ 8,699 $ 58,514 $ — $ 105,608 Accrued expenses 31,061 20,940 74,910 (4,491 ) 122,420 Current taxes, payable and deferred 1,336 — 16,252 — 17,588 Intercompany advances, net 43,972 2,412 11,140 (57,524 ) — Short-term debt and current maturities of long-term obligations 880 275 873 — 2,028 Total Current Liabilities 115,644 32,326 161,689 (62,015 ) 247,644 Long-Term Debt 35,326 7,257 2,509 — 45,092 Other Long-Term Obligations 31,821 1,752 49,016 — 82,589 Intercompany Advances, net 2,013,835 1,116,834 51,407 (3,182,076 ) — Total Shareholders’ Equity 462,818 1,260,585 638,921 (1,899,506 ) 462,818 Total Liabilities and Shareholders’ Equity $ 2,659,444 $ 2,418,754 $ 903,542 $ (5,143,597 ) $ 838,143 CONSOLIDATING CONDENSED BALANCE SHEETS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) December 31, 2014 Assets Current Assets Cash and cash equivalents $ 7,340 $ 355 $ 31,236 $ — $ 38,931 Trade receivables, net 47,030 21,979 85,198 — 154,207 Installment receivables, net — 292 762 — 1,054 Inventories, net 25,021 25,784 107,139 (2,383 ) 155,561 Deferred income taxes — — 2,048 — 2,048 Intercompany advances, net 10,007 976 84,816 (95,799 ) — Other current assets 8,082 228 33,123 (4,635 ) 36,798 Assets held for sale - current 3,982 13,406 — — 17,388 Total Current Assets 101,462 63,020 344,322 (102,817 ) 405,987 Investment in Subsidiaries 1,409,482 491,541 — (1,901,023 ) — Intercompany Advances, net 1,049,235 1,685,366 184,652 (2,919,253 ) — Other Assets 16,955 657 1,441 — 19,053 Intangibles 286 393 37,334 — 38,013 Property and Equipment, net 29,632 7,209 42,818 — 79,659 Goodwill — 11,968 409,051 — 421,019 Total Assets $ 2,607,052 $ 2,260,154 $ 1,019,618 $ (4,923,093 ) $ 963,731 Liabilities and Shareholders’ Equity Current Liabilities Accounts payable $ 48,815 $ 6,363 $ 64,749 $ — $ 119,927 Accrued expenses 51,613 20,533 88,188 (4,635 ) 155,699 Current taxes, payable and deferred 1,632 — 11,002 — 12,634 Intercompany advances, net 81,141 1,738 12,921 (95,800 ) — Short-term debt and current maturities of long-term obligations — — 959 — 959 Liabilities held for sale - current 632 381 — — 1,013 Total Current Liabilities 183,833 29,015 177,819 (100,435 ) 290,232 Long-Term Debt 15,351 — 4,021 — 19,372 Other Long-Term Obligations 28,551 — 60,254 — 88,805 Intercompany Advances, net 1,813,995 1,051,170 54,088 (2,919,253 ) — Total Shareholders’ Equity 565,322 1,179,969 723,436 (1,903,405 ) 565,322 Total Liabilities and Shareholders’ Equity $ 2,607,052 $ 2,260,154 $ 1,019,618 $ (4,923,093 ) $ 963,731 CONSOLIDATING CONDENSED STATEMENTS OF CASH FLOWS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) Year ended December 31, 2015 Net Cash Provided (Used) by Operating Activities $ (26,382 ) $ 2,125 $ 18,774 $ 105 $ (5,378 ) Investing Activities Purchases of property and equipment (464 ) (704 ) (6,354 ) — (7,522 ) Proceeds from sale of property and equipment 23,040 52 25 — 23,117 Proceeds from sale of businesses — 13,700 — — 13,700 Decrease in other long-term assets 14,488 — 515 — 15,003 Other — 5 178 (105 ) 78 Net Cash Provided (Used) for Investing Activities 37,064 13,053 (5,636 ) (105 ) 44,376 Financing Activities Proceeds from revolving lines of credit and long-term borrowings 214,755 — 4,848 — 219,603 Payments on revolving lines of credit and long-term borrowings (217,589 ) (15,219 ) — — (232,808 ) Proceeds from exercise of equity awards 2,402 — — — 2,402 Payment of financing costs (1,954 ) — — — (1,954 ) Payment of dividends (1,589 ) — — — (1,589 ) Net Cash Used (Provided) by Financing Activities (3,975 ) (15,219 ) 4,848 — (14,346 ) Effect of exchange rate changes on cash — — (3,528 ) — (3,528 ) Increase (decrease) in cash and cash equivalents 6,707 (41 ) 14,458 — 21,124 Cash and cash equivalents at beginning of year 7,340 355 31,236 — 38,931 Cash and cash equivalents at end of year $ 14,047 $ 314 $ 45,694 $ — $ 60,055 CONSOLIDATING CONDENSED STATEMENTS OF CASH FLOWS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) Year ended December 31, 2014 Net Cash (Used) Provided by Operating Activities $ (34,135 ) $ (511 ) $ 14,105 $ 29,433 $ 8,892 Investing Activities Purchases of property and equipment (2,256 ) (1,811 ) (8,260 ) — (12,327 ) Proceeds from sale of property and equipment — — 2,521 — 2,521 Proceeds from sale of businesses — 21,870 — — 21,870 Decrease in other long-term assets 20,926 — 23 — 20,949 Other 44,420 (14,393 ) (25 ) (29,433 ) 569 Net Cash Provided (Used) for Investing Activities 63,090 5,666 (5,741 ) (29,433 ) 33,582 Financing Activities Proceeds from revolving lines of credit and long-term borrowings 255,658 — — — 255,658 Payments on revolving lines of credit and long-term borrowings (277,570 ) (5,113 ) (4,029 ) — (286,712 ) Proceeds from exercise of equity awards 480 — — — 480 Payment of dividends (1,584 ) — — — (1,584 ) Net Used by Financing Activities (23,016 ) (5,113 ) (4,029 ) — (32,158 ) Effect of exchange rate changes on cash — — (1,170 ) — (1,170 ) Increase in cash and cash equivalents 5,939 42 3,165 — 9,146 Cash and cash equivalents at beginning of year 1,401 313 28,071 — 29,785 Cash and cash equivalents at end of year $ 7,340 $ 355 $ 31,236 $ — $ 38,931 CONSOLIDATING CONDENSED STATEMENTS OF CASH FLOWS The Combined Guarantor Subsidiaries Combined Non-Guarantor Subsidiaries Eliminations Total (in thousands) Year ended December 31, 2013 Net Cash Provided (Used) by Operating Activities $ 11,566 $ (68,792 ) $ 1,891 $ 65,389 $ 10,054 Investing Activities Purchases of property and equipment (3,601 ) (4,020 ) (6,537 ) — (14,158 ) Proceeds from sale of property and equipment 4 13 868 — 885 Proceeds from sale of businesses — 187,552 — — 187,552 Decrease in other long-term assets 833 — 168 — 1,001 Other 181,195 (113,067 ) 20 (68,083 ) 65 Net Cash Provided (Used) for Investing Activities 178,431 70,478 (5,481 ) (68,083 ) 175,345 Financing Activities Proceeds from revolving lines of credit and long-term borrowings 323,187 — 29,268 — 352,455 Payments on revolving lines of credit and long-term borrowings (516,488 ) (2,391 ) (26,995 ) — (545,874 ) Proceeds from exercise of equity awards 512 — — — 512 Payment of dividends (1,581 ) — (2,694 ) 2,694 (1,581 ) Net Cash (Used) Provided by Financing Activities (194,370 ) (2,391 ) (421 ) 2,694 (194,488 ) Effect of exchange rate changes on cash — — 83 — 83 Decrease in cash and cash equivalents (4,373 ) (705 ) (3,928 ) — (9,006 ) Cash and cash equivalents at beginning of year 5,774 1,018 31,999 — 38,791 Cash and cash equivalents at end of year $ 1,401 $ 313 $ 28,071 $ — $ 29,785 |