Consolidating Guarantor Financial Information

12 Months Ended

Dec. 29, 2019

Dec. 30, 2018

Dec. 31, 2017

Condensed Financial Information Disclosure [Abstract]

Consolidating Guarantor Financial Information

CEC Entertainment, Inc.
Consolidating Statement of Cash Flows
Fiscal Year 2019
(in thousands)
	Issuer				Guarantors			Non-Guarantors			Consolidated
Cash flows provided by operating activities:	$	107,867			$	1,473		$	1,802		$	111,142
Cash flows from investing activities:
Purchases of property and equipment	(80,476		)		(5,937		)	(605		)	(87,018		)
Development of internal use software	(174		)		(596		)	—			(770		)
Proceeds from sale of property and equipment	204				—			—			204
Cash flows used in investing activities	(80,446		)		(6,533		)	(605		)	(87,584		)
Cash flows from financing activities:
Proceeds from refinancing of senior term loan	479,449				—			—			479,449
Repayments on senior term loan	(473,749		)		—			—			(473,749		)
Repurchase of Senior Notes	(38,337		)		—			—			(38,337		)
Payment of debt financing costs	(15,375		)		—			—			(15,375		)
Payments on capital lease obligations	(683		)		—			(14		)	(697		)
Payments on sale leaseback transactions	(3,379		)	—	—			—			(3,379		)
Cash flows used in financing activities	(52,074		)		—			(14		)	(52,088		)
Effect of foreign exchange rate changes on cash	—				—			(2		)	(2		)
Change in cash, cash equivalents and restricted cash	(24,653		)		(5,060		)	1,181			(28,532		)
Cash, cash equivalents and restricted cash at beginning of period	54,775				6,725			1,821			63,321
Cash, cash equivalents and restricted cash at end of period	$	30,122			$	1,665		$	3,002		$	34,789

Consolidating Guarantor Financial Information:

On February 14, 2014, CEC Entertainment, Inc. (the “Issuer”), merged with and into an entity controlled by Apollo Global Management, LLC and its subsidiaries, which we refer to as the “Merger.” The Senior Notes issued by 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.
Consolidating Statement of Cash Flows
Fiscal Year 2018
(in thousands)
	Issuer				Guarantors				Non-Guarantors				Consolidated
Cash flows provided by (used in) operating activities:	$	68,828			$	21,872			$	(3,910	)		$	86,790
Cash flows from investing activities:
Purchases of property and equipment	(61,178		)		(14,646		)		(1,264		)		(77,088		)
Development of internal use software	(1,845		)		(911		)		—				(2,756		)
Proceeds from sale of property and equipment	560				—				—				560
Cash flows used in investing activities	(62,463		)	—	(15,557		)	—	(1,264		)	—	(79,284		)
Cash flows from financing activities:
Repayments on senior term loan	(7,600		)		—				—				(7,600		)
Payment of debt financing costs	(442		)		—				—				(442		)
Payments on capital lease obligations	(586		)		—				(9		)		(595		)
Payments on sale leaseback transactions	(2,910		)		—				—				(2,910		)
Cash flows used in financing activities	(11,538		)		—				(9		)		(11,547		)
Effect of foreign exchange rate changes on cash	—				—				50				50
Change in cash and cash equivalents and restricted cash	(5,173		)		6,315				(5,133		)		(3,991		)
Cash and cash equivalents and restricted cash at beginning of period	59,948				410				6,954				67,312
Cash and cash equivalents and restricted cash at end of period	$	54,775			$	6,725			$	1,821			$	63,321

CEC Entertainment, Inc.
Consolidating Statement of Cash Flows
Fiscal Year 2019
(in thousands)
	Issuer				Guarantors			Non-Guarantors			Consolidated
Cash flows provided by operating activities:	$	107,867			$	1,473		$	1,802		$	111,142
Cash flows from investing activities:
Purchases of property and equipment	(80,476		)		(5,937		)	(605		)	(87,018		)
Development of internal use software	(174		)		(596		)	—			(770		)
Proceeds from sale of property and equipment	204				—			—			204
Cash flows used in investing activities	(80,446		)		(6,533		)	(605		)	(87,584		)
Cash flows from financing activities:
Proceeds from refinancing of senior term loan	479,449				—			—			479,449
Repayments on senior term loan	(473,749		)		—			—			(473,749		)
Repurchase of Senior Notes	(38,337		)		—			—			(38,337		)
Payment of debt financing costs	(15,375		)		—			—			(15,375		)
Payments on capital lease obligations	(683		)		—			(14		)	(697		)
Payments on sale leaseback transactions	(3,379		)	—	—			—			(3,379		)
Cash flows used in financing activities	(52,074		)		—			(14		)	(52,088		)
Effect of foreign exchange rate changes on cash	—				—			(2		)	(2		)
Change in cash, cash equivalents and restricted cash	(24,653		)		(5,060		)	1,181			(28,532		)
Cash, cash equivalents and restricted cash at beginning of period	54,775				6,725			1,821			63,321
Cash, cash equivalents and restricted cash at end of period	$	30,122			$	1,665		$	3,002		$	34,789

CEC Entertainment, Inc.
Consolidating Statement of Cash Flows
Fiscal Year 2018
(in thousands)
	Issuer				Guarantors				Non-Guarantors				Consolidated
Cash flows provided by (used in) operating activities:	$	68,828			$	21,872			$	(3,910	)		$	86,790
Cash flows from investing activities:
Purchases of property and equipment	(61,178		)		(14,646		)		(1,264		)		(77,088		)
Development of internal use software	(1,845		)		(911		)		—				(2,756		)
Proceeds from sale of property and equipment	560				—				—				560
Cash flows used in investing activities	(62,463		)	—	(15,557		)	—	(1,264		)	—	(79,284		)
Cash flows from financing activities:
Repayments on senior term loan	(7,600		)		—				—				(7,600		)
Payment of debt financing costs	(442		)		—				—				(442		)
Payments on capital lease obligations	(586		)		—				(9		)		(595		)
Payments on sale leaseback transactions	(2,910		)		—				—				(2,910		)
Cash flows used in financing activities	(11,538		)		—				(9		)		(11,547		)
Effect of foreign exchange rate changes on cash	—				—				50				50
Change in cash and cash equivalents and restricted cash	(5,173		)		6,315				(5,133		)		(3,991		)
Cash and cash equivalents and restricted cash at beginning of period	59,948				410				6,954				67,312
Cash and cash equivalents and restricted cash at end of period	$	54,775			$	6,725			$	1,821			$	63,321

CEC Entertainment, Inc.
Consolidating Statement of Cash Flows
Fiscal Year 2017
(in thousands)
	Successor
	Issuer				Guarantors				Non-Guarantors				Consolidated
Cash flows provided by operating activities:	$	73,925			$	29,569			$	803			$	104,297
Cash flows from investing activities:
Purchases of property and equipment	(62,544		)		(27,061		)		(1,353		)		(90,958		)
Development of internal use software	—				(3,243		)		—				(3,243		)
Proceeds from sale of property and equipment	489				—				—				489
Cash flows used in investing activities	(62,055		)	—	(30,304		)	—	(1,353		)	—	(93,712		)
Cash flows from financing activities:
Repayments on senior term loan	(7,600		)		—				—				(7,600		)
Repayments on note payable	—				(13		)		—				(13		)
Proceeds from financing sale-leaseback transaction	4,073				—				—				4,073
Payments on capital lease obligations	(460		)		—				(7		)		(467		)
Payments on sale leaseback transactions	(2,470		)		—				—				(2,470		)
Return of capital	1,447				—				—				1,447
Cash flows used in financing activities	(5,010		)		(13		)		(7		)		(5,030		)
Effect of foreign exchange rate changes on cash	—				—				466				466
				—				—				—
Change in cash and cash equivalents and restricted cash	6,860				(748		)		(91		)		6,021
Cash and cash equivalents and restricted cash at beginning of period	$	53,088			$	1,158			$	7,045			$	61,291
Cash and cash equivalents and restricted cash at end of period	$	59,948			$	410			$	6,954			$	67,312

CEC Entertainment, Inc.
Consolidating Statement of Cash Flows
Fiscal Year 2017
(in thousands)
	Successor
	Issuer				Guarantors				Non-Guarantors				Consolidated
Cash flows provided by operating activities:	$	73,925			$	29,569			$	803			$	104,297
Cash flows from investing activities:
Purchases of property and equipment	(62,544		)		(27,061		)		(1,353		)		(90,958		)
Development of internal use software	—				(3,243		)		—				(3,243		)
Proceeds from sale of property and equipment	489				—				—				489
Cash flows used in investing activities	(62,055		)	—	(30,304		)	—	(1,353		)	—	(93,712		)
Cash flows from financing activities:
Repayments on senior term loan	(7,600		)		—				—				(7,600		)
Repayments on note payable	—				(13		)		—				(13		)
Proceeds from financing sale-leaseback transaction	4,073				—				—				4,073
Payments on capital lease obligations	(460		)		—				(7		)		(467		)
Payments on sale leaseback transactions	(2,470		)		—				—				(2,470		)
Return of capital	1,447				—				—				1,447
Cash flows used in financing activities	(5,010		)		(13		)		(7		)		(5,030		)
Effect of foreign exchange rate changes on cash	—				—				466				466
				—				—				—
Change in cash and cash equivalents and restricted cash	6,860				(748		)		(91		)		6,021
Cash and cash equivalents and restricted cash at beginning of period	$	53,088			$	1,158			$	7,045			$	61,291
Cash and cash equivalents and restricted cash at end of period	$	59,948			$	410			$	6,954			$	67,312