XML 83 R27.htm IDEA: XBRL DOCUMENT v2.4.0.6
SCHEDULE I - Condensed Financial Statement of Parent Company Only
12 Months Ended
Dec. 31, 2012
SCHEDULE I - Condensed Financial Statement of Parent Company Only  
SCHEDULE I - Condensed Financial Statement of Parent Company Only

SCHEDULE I

 

GUITAR CENTER HOLDINGS, INC. (PARENT COMPANY ONLY)

CONDENSED BALANCE SHEETS

(in thousands, except par values)

 

 

 

December 31,
2012

 

December 31,
2011

 

Assets

 

 

 

 

 

Investment in Guitar Center, Inc.

 

$

127,925

 

$

123,275

 

Receivable from Guitar Center, Inc.

 

224,113

 

303,715

 

Deferred income taxes

 

77,993

 

73,581

 

Other assets, net

 

2,197

 

2,610

 

Total assets

 

$

432,228

 

$

503,181

 

 

 

 

 

 

 

Liabilities and Stockholders’ Deficit

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accrued interest

 

$

16,575

 

$

16,575

 

Current portion of long-term debt

 

129,784

 

 

Total current liabilities

 

146,359

 

16,575

 

Long-term debt

 

434,889

 

564,673

 

Total liabilities

 

581,248

 

581,248

 

Commitments and contingencies

 

 

 

Stockholders’ deficit:

 

 

 

 

 

Preferred stock, $0.01 par value, 5,000 shares authorized, none issued and outstanding

 

 

 

Common stock, $0.01 par value, 20,000 shares authorized, 9,740 and 9,742 shares issued and outstanding, respectively

 

97

 

97

 

Additional paid-in capital

 

633,800

 

632,757

 

Accumulated deficit

 

(782,917

)

(710,748

)

Accumulated other comprehensive loss

 

 

(173

)

Total stockholders’ deficit

 

(149,020

)

(78,067

)

Total liabilities and stockholders’ deficit

 

$

432,228

 

$

503,181

 

 

See accompanying notes to condensed financial statements

 

The combined notes to consolidated financial statements of Guitar Center Holdings, Inc. and Subsidiaries and Guitar Center, Inc. and Subsidiaries are an integral part of these statements.

 

SCHEDULE I

 

GUITAR CENTER HOLDINGS, INC. (PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF COMPREHENSIVE LOSS

(in thousands)

 

 

 

Year ended December 31,

 

 

 

2012

 

2011

 

2010

 

General and administrative expenses

 

$

 

$

277

 

$

 

Interest expense

 

79,975

 

79,973

 

74,391

 

Equity in net income (loss) of Guitar Center, Inc., net of income tax

 

3,395

 

(153,705

)

(8,864

)

Loss before income taxes

 

(76,580

)

(233,955

)

(83,255

)

Income tax expense (benefit)

 

(4,411

)

2,984

 

(26,878

)

Net loss

 

(72,169

)

(236,939

)

(56,377

)

Equity in other comprehensive income (loss) of Guitar Center, Inc., net of income tax

 

173

 

210

 

(440

)

Comprehensive loss

 

$

(71,996

)

$

(236,729

)

$

(56,817

)

 

See accompanying notes to condensed financial statements

 

The combined notes to consolidated financial statements of Guitar Center Holdings, Inc. and Subsidiaries and Guitar Center, Inc. and Subsidiaries are an integral part of these statements.

 

SCHEDULE I

 

GUITAR CENTER HOLDINGS, INC. (PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF CASH FLOWS

(in thousands)

 

 

 

Year ended December 31,

 

 

 

2012

 

2011

 

2010

 

 

 

 

 

 

 

 

 

Operating activities:

 

 

 

 

 

 

 

Net loss

 

$

(72,169

)

$

(236,939

)

$

(56,377

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

Equity in net (income) loss of Guitar Center, Inc.

 

(3,395

)

153,705

 

8,864

 

Amortization of deferred financing fees

 

412

 

410

 

400

 

Non-cash interest expense

 

19,891

 

8,288

 

57,415

 

Deferred income taxes

 

(4,411

)

2,984

 

(26,878

)

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

Accrued expenses and other current liabilities

 

 

(8,288

)

16,576

 

Net cash used in operating activities

 

(59,672

)

(79,840

)

 

 

 

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

 

 

Repurchase of common stock

 

(39

)

(286

)

(729

)

Financing fees

 

 

(902

)

 

Repayments from Guitar Center, Inc.

 

59,711

 

81,028

 

729

 

Net cash provided by financing activities

 

59,672

 

79,840

 

 

Net change in cash

 

 

 

 

Cash at beginning of year

 

 

 

 

Cash at end of year

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

 

Cash paid during the year for:

 

 

 

 

 

 

 

Interest

 

$

59,672

 

$

79,562

 

$

 

Income taxes

 

 

 

 

 

See accompanying notes to condensed financial statements

 

The combined notes to consolidated financial statements of Guitar Center Holdings, Inc. and Subsidiaries and Guitar Center, Inc. and Subsidiaries are an integral part of these statements.

 

SCHEDULE I

 

GUITAR CENTER HOLDINGS, INC. (PARENT COMPANY ONLY)

 

NOTES TO CONDENSED FINANCIAL STATEMENTS

 

 

1.              Basis of Presentation

 

Schedule I, Condensed Financial Information of Registrant, is required in Securities and Exchange Commission (“SEC”) filings when restricted net assets of consolidated subsidiaries exceed 25% of consolidated net assets at the end of the most recent fiscal year.  The restricted net assets of Guitar Center, Inc. were $243 million as of December 31, 2012.

 

Pursuant to the rules and regulations of the SEC, the condensed parent company financial statements do not include all of the information and notes normally included with financial statements prepared in accordance with United States generally accepted accounting principles. In addition, for purposes of this schedule, the investment in wholly-owned subsidiary, Guitar Center, Inc., is accounted for using the equity method of accounting, which is not in accordance with United States generally accepted accounting principles.  The condensed financial statements of the parent company should be read in conjunction with the consolidated financial statements of Guitar Center Holdings, Inc. and Guitar Center, Inc. and the combined notes thereto.

  

2.              Dividends from Subsidiary

 

The parent company did not receive any dividends from Guitar Center, Inc. during 2012, 2011 or 2010.

  

3.              Long-Term Debt

 

The terms and future maturities of the parent company’s long-term debt are presented in Note 5 of the combined notes to consolidated financial statements of Guitar Center Holdings, Inc. and Guitar Center, Inc.

 

Holdings’ interest payments on the senior PIK notes are funded by repayments received from Guitar Center, Inc. on intercompany debt. Interest payments due on the senior PIK notes totaled $79.6 million in 2012. Interest payable in 2012 was settled with cash payments of $59.7 million and a reinvestment by the holders of the senior PIK notes in newly issued Guitar Center, Inc. senior notes totaling $19.9 million.

  

4.              Litigation, Contingencies and Commitments

 

See Note 12 of the combined notes to consolidated financial statements of Guitar Center Holdings, Inc. and Guitar Center, Inc. for a discussion of litigation contingencies.

 

The parent company did not have any separate material long-term obligations or guarantees as of December 31, 2012.