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Supplemental Guarantor Information
 6 Months Ended
Jun. 30, 2012
Supplemental Guarantor Information [Abstract]  
Supplemental Guarantor Information
Supplemental Guarantor Information
        For purposes of this Note 17, including the tables, "Parent Guarantor, 2007 and 2012 Issuer" shall mean MCBC.
SEC Registered Securities
On June 15, 2007, MCBC issued $575 million of 2.5% convertible senior notes due July 30, 2013, in a registered public offering (see Note 13, "Debt"). The convertible notes are guaranteed on a senior unsecured basis by the Subsidiary Guarantors. The guarantees are full and unconditional and joint and several.
On May 3, 2012, MCBC issued $1.9 billion of senior notes, in a registered public offering, consisting of $300 million 2.0% senior notes due 2017, $500 million 3.5% senior notes due 2022, and $1.1 billion 5.0% senior notes due 2042. These senior notes are guaranteed on a senior unsecured basis by the previously reported Subsidiary Guarantors, and the addition of four new guarantors, specifically, Molson Coors Brewing Company (UK) Limited (our primary U.K. operating entity), Golden Acquisition, Molson Coors Holdings Limited, and Molson Coors HoldCo, Inc. The guarantees are full and unconditional and joint and several. The addition of these entities as guarantors of this debt also required the simultaneous addition of these entities as guarantors to our existing senior unsecured notes, pursuant to requirements of the respective debt agreements. This resulted in a change to the presentation of our guarantor financial statements to include the new guarantor entities as guarantors on all current and future filings, as well as on the historical presentation. See Note 13, "Debt" for further discussion of the senior notes issuance.
Other Debt
On September 22, 2005, MC Capital Finance ULC ("MC Capital Finance") issued $1.1 billion of senior notes consisting of $300 million 4.85% U.S. publicly registered notes due 2010 and CAD 900 million 5.0% privately placed notes maturing on September 22, 2015. These CAD 900 million senior notes were subsequently exchanged for substantially identical CAD 900 million senior notes which were quantified by way of a prospectus in Canada. In connection with an internal corporate reorganization, Molson Coors International LP ("MCI LP") was subsequently added as a co-issuer of the CAD 900 million senior notes in 2007. During the third quarter of 2010, the $300 million 4.85% notes were repaid in full. Following the repayment of our $300 million senior notes in 2010 we were no longer required to present the “2005 and 2010 Issuer” column (historically consisting of MC Capital Finance and MCI LP) and as such have removed that column. Additionally, the continuous disclosure requirements applicable to MC Capital Finance in Canada are satisfied through the consolidating financial information in respect of MC Capital Finance, MCI LP and other subsidiary guarantors of the CAD 900 million senior notes as currently presented. Therefore, the results of MC Capital Finance and MCI LP are now included in the Subsidiary Guarantors column.
On October 6, 2010, MCI LP completed a private placement in Canada of CAD 500 million 3.95% fixed rate Series A Notes due 2017. These notes are not publicly registered in the U.S. nor in Canada.
Both the 2005 CAD 900 million senior notes and the 2010 CAD 500 million are guaranteed on a senior and unsecured basis by MCBC and the Subsidiary Guarantors. The guarantees are full and unconditional and joint and several. Funds necessary to meet the debt service obligations of MCI LP and MC Capital Finance are provided in large part by distributions or advances from MCBC's other subsidiaries. Under certain circumstances, contractual and legal restrictions, as well as our financial condition and operating requirements, could limit the ability of MCI LP and MC Capital Finance to obtain cash for the purpose of meeting its debt service obligation, including the payment of principal and interest on the notes.
There were no outstanding borrowings on our 4-year revolving $400 million credit facility as of June 30, 2012, and December 31, 2011, which was issued in the second quarter of 2011.
On April 3, 2012, MCBC entered into a $300 million term loan agreement, consisting of two tranches, of $150 million and the Euro equivalent of $150 million (or €120 million) both of which were funded upon close of the Acquisition on June 15, 2012. Additionally, we entered into a 4-year revolving $300 million credit facility that was subsequently amended to increase the borrowing limit to $550 million. There were no outstanding borrowings on our $550 million credit facility as of June 30, 2012. These loan facilities are not publicly registered in the U.S. nor in Canada. See Note 13, "Debt" for further discussion related to these agreements.
On June 15, 2012, we issued a €500 million Zero Coupon Senior Unsecured Convertible Note due 2013 (the ''Convertible Note'') to the Seller in conjunction with the closing of the Acquisition. The Convertible Note matures on December 31, 2013 and is a senior unsecured obligation guaranteed by MCBC. See Note 13, "Debt" for further discussion related to the Convertible Note issuance.
Presentation    
On May 7, 2002, CBC completed a public offering of $850 million principal amount of 6.375% 10-year senior notes due 2012, which were repaid in full during the second quarter of 2012. Following the repayment, we are no longer required to present the "2002 Issuer" column (historically representing CBC) and as such have removed the column from the current and historical guarantor financial statements. CBC remains a guarantor of our existing senior unsecured notes, as such, the results of CBC are now included in the Subsidiary Guarantors column.
In connection with our adoption in the first quarter of 2012 of new authoritative guidance related to the presentation of other comprehensive income as a component of the consolidating guarantor statement of operations, during the second quarter of 2012 we identified an adjustment to the calculation of Other comprehensive income, as a component of Comprehensive income attributable to MCBC, as previously disclosed within the first quarter 2012 condensed consolidating guarantor statements of operations ("GSOs"). These corrections are reflected in the GSOs for the twenty-six weeks ended June 30, 2012 and June 25, 2011, respectively. The impact of these changes to the Comprehensive income attributable to MCBC as presented below is limited to the Other comprehensive income component of Comprehensive income. Additionally, the corrections did not have an impact on the historical condensed consolidating guarantor balance sheets or statements of cash flows.
Condensed Consolidating Statements of Operations
 
 
 
 
 
Parent Guarantor, 2007 and 2012 Issuer
Subsidiary Guarantors
Subsidiary Non Guarantors
Eliminations
Consolidated
 
(In millions)
Thirteen Weeks Ended March 31, 2012
 
 
 
 
 
Comprehensive income attributable to MCBC - as reported(1)
$
56.1

$
292.5

$
(164.6
)
$
6.6

$
190.6

Comprehensive income attributable to MCBC - as adjusted
$
190.6

$
219.4

$
(100.6
)
$
(118.8
)
$
190.6

Thirteen Weeks Ended March 26, 2011
 
 
 
 
 
Comprehensive income attributable to MCBC - as reported(1)
$
113.1

$
406.4

$
(163.7
)
$
(102.4
)
$
253.4

Comprehensive income attributable to MCBC - as adjusted
$
253.4

$
476.3

$
(85.9
)
$
(390.4
)
$
253.4

(1)
Amounts as previously reported within the first quarter 2012 recast GSOs to include Molson Coors Brewing Company (UK) Limited (our primary U.K. operating entity), Golden Acquisition, and Molson Coors Holdings Limited as subsidiary guarantors. Additionally, the corrections to amounts previously reported for the 2002 Issuer are now reflected under the current structure within the subsidiary guarantor activity.
During the third quarter of 2011, we identified necessary changes to our historical treatment of intercompany distributions within the guarantor financial statements. These distributions represented a return of capital and therefore should not have been reflected in our consolidating statements of operations. While consolidated totals were not impacted, the amounts presented in our historical GSOs have been retrospectively adjusted to correct the presentation to allow for comparative information within the GSOs as indicated in the tables below. All adjustments to amounts previously reported for the 2002 Issuer or 2005 and 2010 Issuers are now reflected under the current structure within the subsidiary guarantor activity. Additionally, during the first quarter of 2012, we identified necessary changes to our historical guarantor financial statements related to intercompany transactions.
Condensed Consolidating Statements of Operations
 
 
 
 
 
June 25, 2011
 
As previously reported(1)
 
(In millions)
 
Parent Guarantor, 2007 and 2012 Issuer
Subsidiary Guarantors
Subsidiary Non Guarantors
Eliminations
Consolidated
Equity income (loss) in subsidiaries, 13 weeks ended
$
223.2

$
7.5

$
132.7

$
(363.4
)
$
—

Equity income (loss) in subsidiaries, 26 weeks ended
$
409.1

$
(120.2
)
$
176.9

$
(465.8
)
$
—

Interest income (expense), net, 13 weeks ended
$
(8.4
)
$
191.9

$
(210.9
)
$
(0.3
)
$
(27.7
)
Interest income (expense), net, 26 weeks ended
$
(16.8
)
$
270.7

$
(308.1
)
$
(0.3
)
$
(54.5
)
Other income (expense), net, 13 weeks ended
$
(0.1
)
$
(2.3
)
$
118.6

$
(118.0
)
$
(1.8
)
Other income (expense), net, 26 weeks ended
$
1.3

$
99.3

$
118.9

$
(222.0
)
$
(2.5
)
Income (loss) from continuing operations before income taxes, 13 weeks ended
$
190.4

$
549.9

$
9.9

$
(481.7
)
$
268.5

Income (loss) from continuing operations before income taxes, 26 weeks ended
$
342.4

$
785.1

$
(72.4
)
$
(688.1
)
$
367.0

Net income (loss) attributable to MCBC, 13 weeks ended
$
222.8

$
466.1

$
15.6

$
(481.7
)
$
222.8

Net income (loss) attributable to MCBC, 26 weeks ended
$
305.7

$
755.2

$
(67.1
)
$
(688.1
)
$
305.7


(1)     Amounts as previously reported within the second quarter 2011 GSOs have been recast to include Molson Coors Brewing Company (UK) Limited (our primary U.K. operating entity), Golden Acquisition, and Molson Coors Holdings Limited as subsidiary guarantors as a result of our May 3, 2012 senior note issuance. Additionally, the corrections to amounts previously reported for the 2002 Issuer and 2005 and 2010 Issuers are now reflected under the current structure within the subsidiary guarantor activity.
 
June 25, 2011
 
As adjusted
 
(In millions)
 
Parent Guarantor, 2007 and 2012 Issuer
Subsidiary Guarantors
Subsidiary Non Guarantors
Eliminations
Consolidated
Equity income (loss) in subsidiaries, 13 weeks ended
$
223.2

$
(99.8
)
$
132.7

$
(256.1
)
$
—

Equity income (loss) in subsidiaries, 26 weeks ended
$
409.1

$
(227.5
)
$
176.9

$
(358.5
)
$
—

Interest income (expense), net, 13 weeks ended
$
(8.4
)
$
56.5

$
(75.8
)
$
—

$
(27.7
)
Interest income (expense), net, 26 weeks ended
$
(16.8
)
$
135.3

$
(173.0
)
$
—

$
(54.5
)
Other income (expense), net, 13 weeks ended
$
(0.1
)
$
(2.3
)
$
0.6

$
—

$
(1.8
)
Other income (expense), net, 26 weeks ended
$
1.3

$
(4.7
)
$
0.9

$
—

$
(2.5
)
Income (loss) from continuing operations before income taxes, 13 weeks ended
$
190.4

$
307.2

$
27.0

$
(256.1
)
$
268.5

Income (loss) from continuing operations before income taxes, 26 weeks ended
$
342.4

$
438.4

$
(55.3
)
$
(358.5
)
$
367.0

Net income (loss) attributable to MCBC, 13 weeks ended
$
222.8

$
223.4

$
32.7

$
(256.1
)
$
222.8

Net income (loss) attributable to MCBC, 26 weeks ended
$
305.7

$
408.5

$
(50.0
)
$
(358.5
)
$
305.7

The following information sets forth the Condensed Consolidating Statements of Operations for the 13 and 26 weeks ended June 30, 2012, and June 25, 2011, Condensed Consolidating Balance Sheets as of June 30, 2012, and December 31, 2011, and Condensed Consolidating Statements of Cash Flows for the 26 weeks ended June 30, 2012, and June 25, 2011. Investments in subsidiaries are accounted for on the equity method; accordingly, entries necessary to consolidate the Parent Guarantor, each of the issuers and all of our guarantor and non-guarantor subsidiaries are reflected in the eliminations column. In the opinion of management, separate complete financial statements of MCBC and the Subsidiary Guarantors would not provide additional material information that would be useful in assessing their financial composition.
MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE THIRTEEN WEEKS ENDED JUNE 30, 2012
(IN MILLIONS)
(UNAUDITED)

 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
7.7

 
$
1,328.9

 
$
162.9

 
$
(58.6
)
 
$
1,440.9

Excise taxes
—

 
(410.8
)
 
(30.7
)
 
—

 
(441.5
)
Net sales
7.7

 
918.1

 
132.2

 
(58.6
)
 
999.4

Cost of goods sold
—

 
(508.2
)
 
(120.7
)
 
48.8

 
(580.1
)
Gross profit
7.7

 
409.9

 
11.5

 
(9.8
)
 
419.3

Marketing, general and administrative expenses
(50.9
)
 
(219.7
)
 
(44.0
)
 
9.8

 
(304.8
)
Special items, net
—

 
(10.8
)
 
(10.4
)
 
—

 
(21.2
)
Equity income (loss) in subsidiaries
205.3

 
(181.6
)
 
123.7

 
(147.4
)
 
—

Equity income in MillerCoors
—

 
185.6

 
—

 
—

 
185.6

Operating income (loss)
162.1

 
183.4

 
80.8

 
(147.4
)
 
278.9

Interest income (expense), net
(55.4
)
 
64.1

 
(93.3
)
 
—

 
(84.6
)
Other income (expense), net
(19.2
)
 
3.8

 
(55.1
)
 
—

 
(70.5
)
Income (loss) from continuing operations before income taxes
87.5

 
251.3

 
(67.6
)
 
(147.4
)
 
123.8

Income tax benefit (expense)
17.6

 
(52.8
)
 
9.3

 
—

 
(25.9
)
Net income (loss) from continuing operations
105.1

 
198.5

 
(58.3
)
 
(147.4
)
 
97.9

Income (loss) from discontinued operations, net of tax
—

 
—

 
0.8

 
—

 
0.8

Net income (loss) including noncontrolling interests
105.1

 
198.5

 
(57.5
)
 
(147.4
)
 
98.7

Add back (less): Loss (net income) attributable to noncontrolling interests
—

 
—

 
6.4

 
—

 
6.4

Net income (loss) attributable to MCBC
$
105.1

 
$
198.5

 
$
(51.1
)
 
$
(147.4
)
 
$
105.1

Comprehensive income attributable to MCBC
$
55.7

 
$
125.6

 
$
(4.5
)
 
$
(121.1
)
 
$
55.7



MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE THIRTEEN WEEKS ENDED JUNE 25, 2011
(IN MILLIONS)
(UNAUDITED)

 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
8.0

 
$
1,340.8

 
$
85.5

 
$
(51.2
)
 
$
1,383.1

Excise taxes
—

 
(434.3
)
 
(15.2
)
 
—

 
(449.5
)
Net sales
8.0

 
906.5

 
70.3

 
(51.2
)
 
933.6

Cost of goods sold
—

 
(488.5
)
 
(78.1
)
 
42.7

 
(523.9
)
Gross profit
8.0

 
418.0

 
(7.8
)
 
(8.5
)
 
409.7

Marketing, general and administrative expenses
(31.8
)
 
(226.5
)
 
(22.7
)
 
8.5

 
(272.5
)
Special items, net
(0.5
)
 
(10.5
)
 
—

 
—

 
(11.0
)
Equity income (loss) in subsidiaries
223.2

 
(99.8
)
 
132.7

 
(256.1
)
 
—

Equity income in MillerCoors
—

 
171.8

 
—

 
—

 
171.8

Operating income (loss)
198.9

 
253.0

 
102.2

 
(256.1
)
 
298.0

Interest income (expense), net
(8.4
)
 
56.5

 
(75.8
)
 
—

 
(27.7
)
Other income (expense), net
(0.1
)
 
(2.3
)
 
0.6

 
—

 
(1.8
)
Income (loss) from continuing operations before income taxes
190.4

 
307.2

 
27.0

 
(256.1
)
 
268.5

Income tax benefit (expense)
32.4

 
(84.5
)
 
8.9

 
—

 
(43.2
)
Net income (loss) from continuing operations
222.8

 
222.7

 
35.9

 
(256.1
)
 
225.3

Income (loss) from discontinued operations, net of tax
—

 
—

 
(1.5
)
 
—

 
(1.5
)
Net income (loss) including noncontrolling interests
222.8

 
222.7

 
34.4

 
(256.1
)
 
223.8

Add back (less): Loss (net income) attributable to noncontrolling interests
—

 
0.7

 
(1.7
)
 
—

 
(1.0
)
Net income (loss) attributable to MCBC
$
222.8

 
$
223.4

 
$
32.7

 
$
(256.1
)
 
$
222.8

Comprehensive income attributable to MCBC
$
190.1

 
$
44.1

 
$
112.4

 
$
(156.5
)
 
$
190.1


MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE TWENTY-SIX WEEKS ENDED JUNE 30, 2012
(IN MILLIONS)
(UNAUDITED)

 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
13.2

 
$
2,311.6

 
$
222.6

 
$
(98.4
)
 
$
2,449.0

Excise taxes
—

 
(714.7
)
 
(43.5
)
 
—

 
(758.2
)
Net sales
13.2

 
1,596.9

 
179.1

 
(98.4
)
 
1,690.8

Cost of goods sold
—

 
(924.8
)
 
(175.2
)
 
81.1

 
(1,018.9
)
Gross profit
13.2

 
672.1

 
3.9

 
(17.3
)
 
671.9

Marketing, general and administrative expenses
(85.4
)
 
(421.7
)
 
(63.2
)
 
17.3

 
(553.0
)
Special items, net
(1.1
)
 
(11.2
)
 
(10.4
)
 
—

 
(22.7
)
Equity income (loss) in subsidiaries
290.2

 
(299.1
)
 
149.7

 
(140.8
)
 
—

Equity income in MillerCoors
—

 
304.5

 
—

 
—

 
304.5

Operating income (loss)
216.9

 
244.6

 
80.0

 
(140.8
)
 
400.7

Interest income (expense), net
(55.4
)
 
138.2

 
(191.2
)
 
—

 
(108.4
)
Other income (expense), net
(7.1
)
 
(8.9
)
 
(55.9
)
 
—

 
(71.9
)
Income (loss) from continuing operations before income taxes
154.4

 
373.9

 
(167.1
)
 
(140.8
)
 
220.4

Income tax benefit (expense)
30.2

 
(90.5
)
 
17.1

 
—

 
(43.2
)
Net income (loss) from continuing operations
184.6

 
283.4

 
(150.0
)
 
(140.8
)
 
177.2

Income (loss) from discontinued operations, net of tax
—

 
—

 
0.9

 
—

 
0.9

Net income (loss) including noncontrolling interests
184.6

 
283.4

 
(149.1
)
 
(140.8
)
 
178.1

Add back (less): Loss (net income) attributable to noncontrolling interests
—

 
—

 
6.5

 
—

 
6.5

Net income (loss) attributable to MCBC
$
184.6

 
$
283.4

 
$
(142.6
)
 
$
(140.8
)
 
$
184.6

Comprehensive income attributable to MCBC
$
246.3

 
$
345.0

 
$
(105.1
)
 
$
(239.9
)
 
$
246.3



MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE TWENTY-SIX WEEKS ENDED JUNE 25, 2011
(IN MILLIONS)
(UNAUDITED)

 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
13.8

 
$
2,340.7

 
$
111.2

 
$
(85.3
)
 
$
2,380.4

Excise taxes
—

 
(736.9
)
 
(19.5
)
 
—

 
(756.4
)
Net sales
13.8

 
1,603.8

 
91.7

 
(85.3
)
 
1,624.0

Cost of goods sold
—

 
(905.1
)
 
(116.9
)
 
70.9

 
(951.1
)
Gross profit
13.8

 
698.7

 
(25.2
)
 
(14.4
)
 
672.9

Marketing, general and administrative expenses
(64.5
)
 
(425.9
)
 
(34.9
)
 
14.4

 
(510.9
)
Special items, net
(0.5
)
 
(10.5
)
 
—

 
—

 
(11.0
)
Equity income (loss) in subsidiaries
409.1

 
(227.5
)
 
176.9

 
(358.5
)
 
—

Equity income in MillerCoors
—

 
273.0

 
—

 
—

 
273.0

Operating income (loss)
357.9

 
307.8

 
116.8

 
(358.5
)
 
424.0

Interest income (expense), net
(16.8
)
 
135.3

 
(173.0
)
 
—

 
(54.5
)
Other income (expense), net
1.3

 
(4.7
)
 
0.9

 
—

 
(2.5
)
Income (loss) from continuing operations before income taxes
342.4

 
438.4

 
(55.3
)
 
(358.5
)
 
367.0

Income tax benefit (expense)
(36.7
)
 
(29.9
)
 
7.3

 
—

 
(59.3
)
Net income (loss) from continuing operations
305.7

 
408.5

 
(48.0
)
 
(358.5
)
 
307.7

Income (loss) from discontinued operations, net of tax
—

 
—

 
(1.2
)
 
—

 
(1.2
)
Net income (loss) including noncontrolling interests
305.7

 
408.5

 
(49.2
)
 
(358.5
)
 
306.5

Add back (less): Loss (net income) attributable to noncontrolling interests
—

 
—

 
(0.8
)
 
—

 
(0.8
)
Net income (loss) attributable to MCBC
$
305.7

 
$
408.5

 
$
(50.0
)
 
$
(358.5
)
 
$
305.7

Comprehensive income attributable to MCBC
$
443.5

 
$
520.4

 
$
26.5

 
$
(546.9
)
 
$
443.5

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
AS OF JUNE 30, 2012
(IN MILLIONS)
(UNAUDITED)
 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Assets
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
80.8

 
$
186.3

 
$
248.9

 
$
—

 
$
516.0

Accounts receivable, net
2.0

 
526.3

 
211.6

 
—

 
739.9

Other receivables, net
48.8

 
73.3

 
14.3

 
(0.2
)
 
136.2

Total inventories, net
—

 
207.2

 
61.5

 
—

 
268.7

Other assets, net
12.5

 
84.7

 
43.2

 
—

 
140.4

Deferred tax assets
—

 
—

 
32.9

 
(0.5
)
 
32.4

Intercompany accounts receivable
—

 
1,488.8

 
848.0

 
(2,336.8
)
 
—

Total current assets
144.1

 
2,566.6

 
1,460.4

 
(2,337.5
)
 
1,833.6

Properties, net
28.3

 
1,298.9

 
650.5

 
—

 
1,977.7

Goodwill
—

 
1,041.9

 
1,246.1

 
—

 
2,288.0

Other intangibles, net
—

 
4,531.6

 
2,593.7

 
—

 
7,125.3

Investment in MillerCoors
—

 
2,605.8

 
—

 
—

 
2,605.8

Net investment in and advances to subsidiaries
11,072.1

 
2,307.7

 
5,576.6

 
(18,956.4
)
 
—

Deferred tax assets
32.6

 
147.0

 
9.2

 
(34.4
)
 
154.4

Other assets, net
42.4

 
153.0

 
56.5

 
—

 
251.9

Total assets
$
11,319.5

 
$
14,652.5

 
$
11,593.0

 
$
(21,328.3
)
 
$
16,236.7

Liabilities and equity
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
11.0

 
$
240.2

 
$
240.8

 
$
—

 
$
492.0

Accrued expenses and other liabilities, net
67.3

 
554.5

 
177.8

 
(0.2
)
 
799.4

Derivative hedging instruments
—

 
6.4

 
—

 
—

 
6.4

Deferred tax liability
6.6

 
165.4

 
—

 
(0.5
)
 
171.5

Current portion of long-term debt and short-term borrowings
15.0

 
653.0

 
134.5

 
—

 
802.5

Discontinued operations
—

 
—

 
14.3

 
—

 
14.3

Intercompany accounts payable
813.6

 
846.3

 
676.9

 
(2,336.8
)
 
—

Total current liabilities
913.5

 
2,465.8

 
1,244.3

 
(2,337.5
)
 
2,286.1

Long-term debt
2,585.5

 
1,375.3

 
137.1

 
—

 
4,097.9

Derivative hedging instruments
—

 
209.8

 
—

 
—

 
209.8

Pension and post-retirement benefits
—

 
681.3

 
5.9

 
—

 
687.2

Deferred tax liability
—

 
—

 
918.2

 
(34.4
)
 
883.8

Other liabilities, net
9.7

 
48.7

 
111.2

 
—

 
169.6

Discontinued operations
—

 
—

 
20.4

 
—

 
20.4

Intercompany notes payable
—

 
1,103.7

 
6,712.7

 
(7,816.4
)
 
—

Total liabilities
3,508.7

 
5,884.6

 
9,149.8

 
(10,188.3
)
 
8,354.8

MCBC stockholders' equity
8,654.3

 
14,845.4

 
3,267.5

 
(18,956.4
)
 
7,810.8

Intercompany notes receivable
(843.5
)
 
(6,077.5
)
 
(895.4
)
 
7,816.4

 
—

Total stockholders' equity
7,810.8

 
8,767.9

 
2,372.1

 
(11,140.0
)
 
7,810.8

Noncontrolling interests
—

 
—

 
71.1

 
—

 
71.1

Total equity
7,810.8

 
8,767.9

 
2,443.2

 
(11,140.0
)
 
7,881.9

Total liabilities and equity
$
11,319.5

 
$
14,652.5

 
$
11,593.0

 
$
(21,328.3
)
 
$
16,236.7


MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
AS OF DECEMBER 31, 2011
(IN MILLIONS)
(UNAUDITED)
 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Assets
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
601.1

 
$
422.5

 
$
55.3

 
$
—

 
$
1,078.9

Accounts receivable, net
0.9

 
550.8

 
37.1

 
—

 
588.8

Other receivables, net
46.9

 
84.0

 
6.3

 
—

 
137.2

Total inventories, net
—

 
193.0

 
14.2

 
—

 
207.2

Other assets, net
9.7

 
74.2

 
10.1

 
—

 
94.0

Deferred tax assets
—

 
—

 
12.1

 
(0.5
)
 
11.6

Discontinued operations
—

 
—

 
0.3

 
—

 
0.3

Intercompany accounts receivable
—

 
1,522.0

 
1,612.9

 
(3,134.9
)
 
—

Total current assets
658.6

 
2,846.5

 
1,748.3

 
(3,135.4
)
 
2,118.0

Properties, net
27.6

 
1,314.0

 
88.5

 
—

 
1,430.1

Goodwill
—

 
1,033.0

 
420.3

 
—

 
1,453.3

Other intangibles, net
—

 
4,525.3

 
60.7

 
—

 
4,586.0

Investment in MillerCoors
—

 
2,487.9

 
—

 
—

 
2,487.9

Net investment in and advances to subsidiaries
7,925.2

 
1,056.3

 
5,363.3

 
(14,344.8
)
 
—

Deferred tax assets
33.1

 
149.2

 
2.3

 
(34.7
)
 
149.9

Other assets
19.8

 
155.6

 
23.2

 
—

 
198.6

Total assets
$
8,664.3

 
$
13,567.8

 
$
7,706.6

 
$
(17,514.9
)
 
$
12,423.8

Liabilities and equity
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable
$
7.3

 
$
256.1

 
$
37.8

 
$
—

 
$
301.2

Accrued expenses and other liabilities
34.6

 
579.9

 
32.3

 
—

 
646.8

Derivative hedging instruments
—

 
107.6

 
—

 
—

 
107.6

Deferred tax liability
6.2

 
155.6

 
—

 
(0.5
)
 
161.3

Short-term borrowings and current portion of long-term debt
—

 
44.7

 
2.2

 
—

 
46.9

Discontinued operations
—

 
—

 
13.4

 
—

 
13.4

Intercompany accounts payable
413.8

 
1,646.6

 
1,074.5

 
(3,134.9
)
 
—

Total current liabilities
461.9

 
2,790.5

 
1,160.2

 
(3,135.4
)
 
1,277.2

Long-term debt
546.2

 
1,368.7

 
—

 
—

 
1,914.9

Pension and post-retirement benefits
—

 
693.6

 
3.9

 
—

 
697.5

Derivative hedging instruments
—

 
212.5

 
—

 
—

 
212.5

Deferred tax liability
—

 
—

 
490.3

 
(34.7
)
 
455.6

Other liabilities, net
8.3

 
53.0

 
92.6

 
—

 
153.9

Discontinued operations
—

 
—

 
22.0

 
—

 
22.0

Intercompany notes payable
—

 
1,504.0

 
4,971.6

 
(6,475.6
)
 
—

Total liabilities
1,016.4

 
6,622.3

 
6,740.6

 
(9,645.7
)
 
4,733.6

MCBC stockholders' equity
8,267.8

 
11,917.0

 
1,807.9

 
(14,344.8
)
 
7,647.9

Intercompany notes receivable
(619.9
)
 
(4,971.5
)
 
(884.2
)
 
6,475.6

 
—

Total stockholders' equity
7,647.9

 
6,945.5

 
923.7

 
(7,869.2
)
 
7,647.9

Noncontrolling interests
—

 
—

 
42.3

 
—

 
42.3

Total equity
7,647.9

 
6,945.5

 
966.0

 
(7,869.2
)
 
7,690.2

Total liabilities and equity
$
8,664.3

 
$
13,567.8

 
$
7,706.6

 
$
(17,514.9
)
 
$
12,423.8

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE TWENTY-SIX WEEKS ENDED JUNE 30, 2012
(IN MILLIONS)
(UNAUDITED)

 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash provided by (used in) operating activities
$
374.8

 
$
664.9

 
$
(547.9
)
 
$
(94.4
)
 
$
397.4

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(5.4
)
 
(63.3
)
 
(12.7
)
 
—

 
(81.4
)
Proceeds from sales of properties and intangible assets
—

 
1.0

 
0.3

 
—

 
1.3

Acquisition of businesses, net of cash acquired
—

 
—

 
(2,257.4
)
 
—

 
(2,257.4
)
Investment in MillerCoors
—

 
(565.7
)
 
—

 
—

 
(565.7
)
Return of capital from MillerCoors
—

 
459.9

 
—

 
—

 
459.9

Payments on settlement of derivative instruments
—

 
(110.6
)
 
—

 
—

 
(110.6
)
Investment in and advances to an unconsolidated affiliate
—

 
(2.6
)
 
(1.1
)
 
—

 
(3.7
)
Trade loan repayments from customers
—

 
9.5

 
—

 
—

 
9.5

Trade loans advanced to customers
—

 
(4.6
)
 
—

 
—

 
(4.6
)
Net intercompany investing activity
(2,811.6
)
 
(2,659.9
)
 
—

 
5,471.5

 
—

Net cash provided by (used in) investing activities
(2,817.0
)
 
(2,936.3
)
 
(2,270.9
)
 
5,471.5

 
(2,552.7
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Exercise of stock options under equity compensation plans
20.8

 
—

 
—

 
—

 
20.8

Excess tax benefits from share-based compensation
3.5

 
—

 
—

 
—

 
3.5

Dividends paid
(108.6
)
 
(97.5
)
 
(4.2
)
 
94.4

 
(115.9
)
Dividends paid to noncontrolling interests holders
—

 
(2.9
)
 
—

 
—

 
(2.9
)
Debt issuance costs
(39.2
)
 
—

 
—

 
—

 
(39.2
)
Proceeds from issuances of long-term debt
2,045.4

 
—

 
150.0

 
—

 
2,195.4

Payments on long-term debt and capital lease obligations
—

 
(44.8
)
 
—

 
—

 
(44.8
)
Payments on debt assumed in acquisition
—

 
—

 
(424.3
)
 
—

 
(424.3
)
Proceeds from short-term borrowings
—

 
—

 
2.5

 
—

 
2.5

Payments on short-term borrowings
—

 
—

 
(13.5
)
 
—

 
(13.5
)
Payments on settlement of derivative instruments
—

 
(4.0
)
 
—

 
—

 
(4.0
)
Net (payments) proceeds from revolving credit facilities
—

 
—

 
3.9

 
—

 
3.9

Change in overdraft balances and other
—

 
—

 
2.1

 
—

 
2.1

Net intercompany financing activity
—

 
2,178.2

 
3,293.3

 
(5,471.5
)
 
—

Net cash provided by (used in) financing activities
1,921.9

 
2,029.0

 
3,009.8

 
(5,377.1
)
 
1,583.6

CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
(520.3
)
 
(242.4
)
 
191.0

 
—

 
(571.7
)
Effect of foreign exchange rate changes on cash and cash equivalents
—

 
6.2

 
2.6

 
—

 
8.8

Balance at beginning of year
601.1

 
422.5

 
55.3

 
—

 
1,078.9

Balance at end of period
$
80.8

 
$
186.3

 
$
248.9

 
$
—

 
$
516.0


MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE TWENTY-SIX WEEKS ENDED JUNE 25, 2011
(IN MILLIONS)
(UNAUDITED)

 
Parent
Guarantor, 2007 and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash (used in) provided by operating activities
$
127.3

 
$
(696.5
)
 
$
975.5

 
$
(134.5
)
 
$
271.8

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(1.6
)
 
(50.0
)
 
(20.9
)
 
—

 
(72.5
)
Proceeds from sales of properties and intangible assets
—

 
—

 
1.2

 
—

 
1.2

Acquisition of businesses, net of cash acquired
—

 
—

 
(41.3
)
 
—

 
(41.3
)
Change in restricted cash balance
—

 
—

 
2.7

 
—

 
2.7

Investment in MillerCoors
—

 
(470.4
)
 
—

 
—

 
(470.4
)
Return of capital from MillerCoors
—

 
376.4

 
—

 
—

 
376.4

Proceeds from settlements of derivative instruments
15.4

 
—

 
—

 
—

 
15.4

Investment in and advances to an unconsolidated affiliate
—

 
—

 
(5.7
)
 
—

 
(5.7
)
Trade loan repayments from customers
—

 
1.3

 
6.3

 
—

 
7.6

Trade loans advanced to customers
—

 
(0.1
)
 
(5.1
)
 
—

 
(5.2
)
Other
—

 
—

 
—

 
—

 
—

Net intercompany investing activity
0.1

 
2,251.2

 
1,497.6

 
(3,748.9
)
 
—

Net cash provided by (used in) investing activities
13.9

 
2,108.4

 
1,434.8

 
(3,748.9
)
 
(191.8
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 

 
 

 
 

 
 

 
 

Exercise of stock options under equity compensation plans
6.3

 
—

 
—

 
—

 
6.3

Excess tax benefits from share-based compensation
0.9

 
—

 
—

 
—

 
0.9

Dividends paid
(99.1
)
 
—

 
(147.5
)
 
134.5

 
(112.1
)
Dividends paid to noncontrolling interest holders
—

 
—

 
(1.5
)
 
—

 
(1.5
)
Debt issuance costs
(2.2
)
 
—

 
—

 
—

 
(2.2
)
Payments on short-term borrowings, net
—

 
—

 
(8.5
)
 
—

 
(8.5
)
Net (payments) proceeds from revolving credit facilities
—

 
—

 
2.6

 
—

 
2.6

Change in overdraft balances and other
—

 
—

 
(10.8
)
 
—

 
(10.8
)
Net intercompany financing activity
—

 
(1,497.8
)
 
(2,251.1
)
 
3,748.9

 
—

Net cash provided by (used in) financing activities
(94.1
)
 
(1,497.8
)
 
(2,416.8
)
 
3,883.4

 
(125.3
)
CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
47.1

 
(85.9
)
 
(6.5
)
 
—

 
(45.3
)
Effect of foreign exchange rate changes on cash and cash equivalents
—

 
2.5

 
9.4

 
—

 
11.9

Balance at beginning of year
832.0

 
349.5

 
36.1

 
—

 
1,217.6

Balance at end of period
$
879.1

 
$
266.1

 
$
39.0

 
$
—

 
$
1,184.2