Condensed Consolidating Schedules

3 Months Ended

Apr. 03, 2016

Mar. 29, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Consolidating Financial Statements

Consolidating Guarantor Financial Information:

The senior notes issued by CEC Entertainment, Inc. (the “Issuer”) in conjunction with the Merger are our unsecured obligations and are fully and unconditionally, jointly and severally guaranteed by all of our 100% wholly-owned U.S. subsidiaries (the “Guarantors”). Our wholly-owned foreign subsidiaries and our less-than-wholly-owned U.S. subsidiaries are not a party to the guarantees (the “Non-Guarantors”). The following schedules present the condensed consolidating financial statements of the Issuer, Guarantors and Non-Guarantors, as well as consolidated results, for the periods presented:

CEC Entertainment, Inc.
Condensed Consolidating Balance Sheet
As of April 3, 2016
(in thousands)
	Issuer			Guarantors			Non-Guarantors			Eliminations			Consolidated
Current assets:
Cash and cash equivalents	$	61,106		$	2,217		$	6,675		$	—		$	69,998
Restricted cash	—			—			4,142			—			4,142
Accounts receivable	14,416			2,811			8,944			(8,513		)	17,658
Inventories	23,031			3,087			307			—			26,425
Other current assets	14,608			4,219			2,003			—			20,830
Total current assets	113,161			12,334			22,071			(8,513		)	139,053
Property and equipment, net	570,343			34,587			8,707			—			613,637
Goodwill	432,462			51,414			—			—			483,876
Intangible assets, net	21,156			465,912			—			—			487,068
Intercompany	129,033			27,913			—			(156,946		)	—
Investment in subsidiaries	422,049			—			—			(422,049		)	—
Other noncurrent assets	7,692			11,965			619			—			20,276
Total assets	$	1,695,896		$	604,125		$	31,397		$	(587,508	)	$	1,743,910
Current liabilities:
Bank indebtedness and other long-term debt, current portion	$	7,600		$	56		$	—		$	—		$	7,656
Capital lease obligations, current portion	430			—			5			—			435
Accounts payable and accrued expenses	80,532			13,381			8,290			—			102,203
Other current liabilities	3,452			328			—			—			3,780
Total current liabilities	92,014			13,765			8,295			—			114,074
Capital lease obligations, less current portion	14,867			—			67			—			14,934
Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion	970,556			—			—			—			970,556
Deferred tax liability	178,014			16,991			(1,421		)	—			193,584
Intercompany	1,479			138,099			25,881			(165,459		)	—
Other noncurrent liabilities	211,579			11,538			258			—			223,375
Total liabilities	1,468,509			180,393			33,080			(165,459		)	1,516,523
Stockholder's equity:
Common stock	—			—			—			—			—
Capital in excess of par value	356,632			466,114			3,241			(469,355		)	356,632
Retained earnings (deficit)	(126,683		)	(42,382		)	(2,362		)	44,744			(126,683		)
Accumulated other comprehensive income (loss)	(2,562		)	—			(2,562		)	2,562			(2,562		)
Total stockholder's equity	227,387			423,732			(1,683		)	(422,049		)	227,387
Total liabilities and stockholder's equity	$	1,695,896		$	604,125		$	31,397		$	(587,508	)	$	1,743,910

CEC Entertainment, Inc.
Condensed Consolidating Balance Sheet
As of January 3, 2016
(in thousands)
	Issuer			Guarantors			Non-Guarantors			Eliminations			Consolidated
Current assets:
Cash and cash equivalents	$	42,235		$	1,797		$	6,622		$	—		$	50,654
Accounts receivable	21,595			3,944			9,468			(9,071		)	25,936
Inventories	19,959			3,021			295			—			23,275
Other current assets	13,562			3,561			1,100			—			18,223
Total current assets	97,351			12,323			17,485			(9,071		)	118,088
Property and equipment, net	585,915			34,539			8,593			—			629,047
Goodwill	432,462			51,414			—			—			483,876
Intangible assets, net	21,855			466,240			—			—			488,095
Intercompany	129,151			30,716			—			(159,867		)	—
Investment in subsidiaries	422,407			—			—			(422,407		)	—
Other noncurrent assets	4,318			8,940			671			—			13,929
Total assets	$	1,693,459		$	604,172		$	26,749		$	(591,345	)	$	1,733,035
Current liabilities:
Bank indebtedness and other long-term debt, current portion	$	7,600		$	50		$	—		$	—		$	7,650
Capital lease obligations, current portion	418			—			3			—			421
Accounts payable and accrued expenses	71,320			27,774			3,270			—			102,364
Other current liabilities	3,350			328			—			—			3,678
Total current liabilities	82,688			28,152			3,273			—			114,113
Capital lease obligations, less current portion	14,980			—			64			—			15,044
Bank indebtedness and other long-term debt, net of deferred financing costs, less current portion	971,320			13			—			—			971,333
Deferred tax liability	184,083			17,867			(216		)	—			201,734
Intercompany	20,580			121,850			26,508			(168,938		)	—
Other noncurrent liabilities	211,262			10,784			219			—			222,265
Total liabilities	1,484,913			178,666			29,848			(168,938		)	1,524,489
Stockholder's equity:
Common stock	—			—			—			—			—
Capital in excess of par value	356,460			466,114			3,241			(469,355		)	356,460
Retained earnings (deficit)	(144,598		)	(40,608		)	(3,024		)	43,632			(144,598		)
Accumulated other comprehensive income (loss)	(3,316		)	—			(3,316		)	3,316			(3,316		)
Total stockholder's equity	208,546			425,506			(3,099		)	(422,407		)	208,546
Total liabilities and stockholder's equity	$	1,693,459		$	604,172		$	26,749		$	(591,345	)	$	1,733,035

CEC Entertainment, Inc.
Consolidating Statement of Comprehensive Income (Loss)
For the Three Months Ended April 3, 2016
(in thousands)
	Issuer			Guarantors			Non-Guarantors			Eliminations			Consolidated
Revenues:
Food and beverage sales	$	107,822		$	12,788		$	1,592		$	—		$	122,202
Entertainment and merchandise sales	139,208			5,598			2,751			—			147,557
Total company store sales	247,030			18,386			4,343			—			269,759
Franchise fees and royalties	598			3,961			—			—			4,559
International Association assessments and other fees	255			615			11,958			(12,828		)	—
Total revenues	247,883			22,962			16,301			(12,828		)	274,318
Operating Costs and Expenses:
Company store operating costs:
Cost of food and beverage	26,644			3,297			580			—			30,521
Cost of entertainment and merchandise	8,119			445			186			—			8,750
Total cost of food, beverage, entertainment and merchandise	34,763			3,742			766			—			39,271
Labor expenses	63,734			3,999			1,310			—			69,043
Depreciation and amortization	26,563			607			459			—			27,629
Rent expense	22,257			1,333			560			—			24,150
Other store operating expenses	33,763			2,166			951			(870		)	36,010
Total company store operating costs	181,080			11,847			4,046			(870		)	196,103
Advertising expense	12,420			1,673			10,965			(11,958		)	13,100
General and administrative expenses	7,183			10,659			176			—			18,018
Transaction, severance and related litigation costs	701			48			—			—			749
Total operating costs and expenses	201,384			24,227			15,187			(12,828		)	227,970
Operating income (loss)	46,499			(1,265		)	1,114			—			46,348
Equity in earnings (loss) in affiliates	(1,112		)	—			—			1,112			—
Interest expense (income)	16,602			351			108			—			17,061
Income (loss) before income taxes	28,785			(1,616		)	1,006			1,112			29,287
Income tax expense (benefit)	10,870			165			337			—			11,372
Net income (loss)	$	17,915		$	(1,781	)	$	669		$	1,112		$	17,915
Components of other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	754			—			(754		)	754			754
Comprehensive income (loss)	$	18,669		$	(1,781	)	$	(85	)	$	1,866		$	18,669

CEC Entertainment, Inc.
Consolidating Statement of Comprehensive Income (Loss)
For the Three Months Ended March 29, 2015
(in thousands)
	Issuer			Guarantors			Non-Guarantors			Eliminations			Consolidated
Revenues:
Food and beverage sales	$	102,387		$	12,316		$	1,834		$	—		$	116,537
Entertainment and merchandise sales	137,510			4,110			3,124			—			144,744
Total company store sales	239,897			16,426			4,958			—			261,281
Franchise fees and royalties	805			3,422			—			—			4,227
International Association assessments and other fees	286			662			8,653			(9,601		)	—
Total revenues	240,988			20,510			13,611			(9,601		)	265,508
Operating Costs and Expenses:
Company store operating costs:
Cost of food and beverage	25,390			3,244			591			—			29,225
Cost of entertainment and merchandise	7,620			753			149			—			8,522
Total cost of food, beverage, entertainment and merchandise	33,010			3,997			740			—			37,747
Labor expenses	61,732			3,930			1,511			—			67,173
Depreciation and amortization	27,619			1,114			508			—			29,241
Rent expense	22,303			1,494			661			—			24,458
Other store operating expenses	31,509			1,830			1,128			(948		)	33,519
Total company store operating costs	176,173			12,365			4,548			(948		)	192,138
Advertising expense	9,141			1,060			9,904			(8,653		)	11,452
General and administrative expenses	4,893			11,316			117			—			16,326
Transaction, severance and related litigation costs	—			905			—			—			905
Total operating costs and expenses	190,207			25,646			14,569			(9,601		)	220,821
Operating income (loss)	50,781			(5,136		)	(958		)	—			44,687
Equity in earnings (loss) in affiliates	(7,769		)	—			—			7,769			—
Interest expense (income)	16,737			633			129			—			17,499
Income (loss) before income taxes	26,275			(5,769		)	(1,087		)	7,769			27,188
Income tax expense (benefit)	11,533			1,328			(415		)	—			12,446
Net income (loss)	$	14,742		$	(7,097	)	$	(672	)	$	7,769		$	14,742
Components of other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	(1,642		)	—			(1,642		)	1,642			(1,642		)
Comprehensive income (loss)	$	13,100		$	(7,097	)	$	(2,314	)	$	9,411		$	13,100

CEC Entertainment, Inc.
Consolidating Statement of Comprehensive Income (Loss)
For the Three Months Ended April 3, 2016
(in thousands)
	Successor
	Issuer		Guarantors		Non-Guarantors		Eliminations		Consolidated
Revenues:
Food and beverage sales	$	—	$	—	$	—	$	—	$	—
Entertainment and merchandise sales	—		—		—		—		—
Total company store sales	—		—		—		—		—
Franchise fees and royalties	—		—		—		—		—
International Association assessments and other fees	—		—		—		—		—
Total revenues	—		—		—		—		—
Operating Costs and Expenses:
Company store operating costs:
Cost of food and beverage	—		—		—		—		—
Cost of entertainment and merchandise	—		—		—		—		—
Total cost of food, beverage, entertainment and merchandise	—		—		—		—		—
Labor expenses	—		—		—		—		—
Depreciation and amortization	—		—		—		—		—
Rent expense	—		—		—		—		—
Other store operating expenses	—		—		—		—		—
Total company store operating costs	—		—		—		—		—
Advertising expense	—		—		—		—		—
General and administrative expenses	—		—		—		—		—
Transaction and severance costs	—		—		—		—		—
Asset impairments	—		—		—		—		—
Total operating costs and expenses	—		—		—		—		—
Operating income (loss)	—		—		—		—		—
Equity in earnings (loss) in affiliates	—		—		—		—		—
Interest expense (income)	—		—		—		—		—
Income (loss) before income taxes	—		—		—		—		—
Income tax expense (benefit)	—		—		—		—		—
Net income (loss)	$	—	$	—	$	—	$	—	$	—
Components of other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	$	—	$	—	$	—	$	—	$	—
Total components of other comprehensive income (loss), net of tax	—		—		—		—		—
Comprehensive income (loss)	$	—	$	—	$	—	$	—	$	—

CEC Entertainment, Inc.
Consolidating Statement of Comprehensive Income (Loss)
For the Three Months Ended September 28, 2014
(in thousands)
	Successor
	Issuer		Guarantors		Non-Guarantors		Eliminations		Consolidated
Revenues:
Food and beverage sales
Entertainment and merchandise sales
Total company store sales	—		—		—		—		—
Franchise fees and royalties
International Association assessments and other fees
Total revenues	—		—		—		—		—
Operating Costs and Expenses:
Company store operating costs:
Cost of food and beverage
Cost of entertainment and merchandise
Total cost of food, beverage, entertainment and merchandise	—		—		—		—		—
Labor expenses
Depreciation and amortization
Rent expense
Other store operating expenses
Total company store operating costs	—		—		—		—		—
Advertising expense
General and administrative expenses
Transaction and severance costs
Total operating costs and expenses	—		—		—		—		—
Operating income (loss)	—		—		—		—		—
Equity in earnings (loss) in affiliates									—
Interest expense (income)									—
Income (loss) before income taxes	—		—		—		—		—
Income tax expense (benefit)									—
Net income (loss)	$	—	$	—	$	—	$	—	$	—
Components of other comprehensive income (loss), net of tax:
Foreign currency translation adjustments									$	—
Total components of other comprehensive income (loss), net of tax	—		—		—		—		—
Comprehensive income (loss)	$	—	$	—	$	—	$	—	$	—

CEC Entertainment, Inc.
Consolidating Statement of Cash Flows
For the Three Months Ended April 3, 2016
(in thousands)
	Issuer			Guarantors			Non-Guarantors			Eliminations		Consolidated
Cash flows provided by (used in) operating activities:	$	40,445		$	3,662		$	(335	)	$	—	$	43,772
Cash flows from investing activities:
Purchases of property and equipment	(18,342		)	(451		)	(30		)	—		(18,823		)
Development of internal use software	(841		)	(2,784		)	—			—		(3,625		)
Proceeds from sale of property and equipment	79			—			—			—		79
Cash flows provided by (used in) investing activities	(19,104		)	(3,235		)	(30		)	—		(22,369		)
Cash flows from financing activities:
Repayments on senior term loan	(1,900		)	—			—			—		(1,900		)
Repayments on note payable	—			(7		)	—			—		(7		)
Payments on capital lease obligations	(100		)	—			(1		)	—		(101		)
Payments on sale leaseback transactions	(474		)	—			—			—		(474		)
Excess tax benefit realized from stock-based compensation	4			—			—			—		4
Cash flows provided by (used in) financing activities	(2,470		)	(7		)	(1		)	—		(2,478		)
Effect of foreign exchange rate changes on cash	—			—			419			—		419
Change in cash and cash equivalents	18,871			420			53			—		19,344
Cash and cash equivalents at beginning of period	42,235			1,797			6,622			—		50,654
Cash and cash equivalents at end of period	$	61,106		$	2,217		$	6,675		$	—	$	69,998

CEC Entertainment, Inc.
Consolidating Statement of Cash Flows
For the Three Months Ended March 29, 2015
(in thousands)
	Issuer			Guarantors			Non-Guarantors			Eliminations			Consolidated
Cash flows provided by (used in) operating activities:	$	53,409		$	2,476		$	4,663		$	—		$	60,548
Cash flows from investing activities:
Acquisition of Peter Piper Pizza	(663		)	—			—			—			(663		)
Intercompany note	(96		)	2,500			—			(2,404		)	—
Purchases of property and equipment	(14,451		)	(1,023		)	(635		)	—			(16,109		)
Development of internal use software	—			(185		)	—			—			(185		)
Proceeds from sale of property and equipment	97			—			—			—			97
Cash flows provided by (used in) investing activities	(15,113		)	1,292			(635		)	(2,404		)	(16,860		)
Cash flows from financing activities:
Repayments on senior term loan	(1,900		)	—			—			—			(1,900		)
Repayments on Note Payable	—			(11		)							(11		)
Intercompany note	—			96			(2,500		)	2,404			—
Payments on capital lease obligations	(100		)	—			—			—			(100		)
Payments on sale leaseback transactions	(386		)	—			—			—			(386		)
Cash flows provided by (used in) financing activities	(2,386		)	85			(2,500		)	2,404			(2,397		)
Effect of foreign exchange rate changes on cash	—			—			(661		)	—			(661		)
Change in cash and cash equivalents	35,910			3,853			867			—			40,630
Cash and cash equivalents at beginning of period	97,020			6,427			7,547			—			110,994
Cash and cash equivalents at end of period	$	132,930		$	10,280		$	8,414		$	—		$	151,624