Condensed Consolidating Financial Information (Tables)

9 Months Ended

Sep. 26, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule of Condensed Consolidating Balance Sheet

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET September 26, 2015 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—		$	7,016		$	360		$	2,198		$	—		$	9,574
Accounts receivable, net	—			125,776			119,427			—			—			245,203
Inventories	—			78,776			51,101			—			—			129,877
Notes receivable from subsidiaries	—			36,938			3,245			—			(40,183		)	—
Prepaid and other current assets	—			43,478			2,117			1,268			—			46,863
Assets of discontinued operations - current	—			—			50,208			6,173			—			56,381
Total current assets	—			291,984			226,458			9,639			(40,183		)	487,898
Investment in subsidiaries	(643,752		)	2,006,378			3,700			7,829			(1,374,155		)	—
Property, plant and equipment, net	—			119,381			99,562			620			—			219,563
Goodwill	—			22,940			147,411			4,987			—			175,338
Other intangible assets, net	—			9,701			122,192			551			—			132,444
Other assets, net	—			38,890			3,148			465			—			42,503
Assets of discontinued operations - long-term	—			—			77,969			—			—			77,969
Total assets	$	(643,752	)	$	2,489,274		$	680,440		$	24,091		$	(1,414,338	)	$	1,135,715
Liabilities and Shareholders’ (Deficit) Equity
Current liabilities:
Current maturities of long-term debt	$	—		$	3,000		$	989		$	—		$	—		$	3,989
Accounts payable	—			135,137			75,299			299			—			210,735
Accrued compensation and related liabilities	—			28,212			4,844			926			—			33,982
Other current liabilities	—			60,847			12,686			854			—			74,387
Liabilities of discontinued operations - current	—			—			26,316			562			—			26,878
Intercompany payable (receivable)	—			1,516,994			(1,524,859		)	7,865			—			—
Notes payable to issuer	—			—			36,938			3,245			(40,183		)	—
Total current liabilities	—			1,744,190			(1,367,787		)	13,751			(40,183		)	349,971
Long-term debt	—			1,235,406			2,582			—			—			1,237,988
Other liabilities	—			153,430			37,253			(1,189		)	—			189,494
Liabilities of discontinued operations - long-term	—			—			2,014			—			—			2,014
Shareholders’ (deficit) equity	(643,752		)	(643,752		)	2,006,378			11,529			(1,374,155		)	(643,752		)
Total liabilities and shareholders’ (deficit) equity	$	(643,752	)	$	2,489,274		$	680,440		$	24,091		$	(1,414,338	)	$	1,135,715

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET December 27, 2014 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—		$	10,965		$	767		$	840		$	—		$	12,572
Accounts receivable, net	—			128,599			123,956			—			—			252,555
Inventories	—			71,108			47,783			—			—			118,891
Notes receivable from subsidiaries	—			36,938			3,245			—			(40,183		)	—
Prepaid and other current assets	—			43,027			2,055			2,246			—			47,328
Assets of discontinued operations - current	—			—			44,673			7,896			—			52,569
Total current assets	—			290,637			222,479			10,982			(40,183		)	483,915
Investment in subsidiaries	(632,675		)	1,944,300			3,608			7,829			(1,323,062		)	—
Property, plant and equipment, net	—			120,949			106,318			556			—			227,823
Goodwill	—			25,540			144,811			5,191			—			175,542
Other intangible assets, net	—			10,011			127,158			850			—			138,019
Other assets, net	—			42,242			3,253			484			—			45,979
Assets of discontinued operations - long-term	—			—			86,613			—			—			86,613
Total assets	$	(632,675	)	$	2,433,679		$	694,240		$	25,892		$	(1,363,245	)	$	1,157,891
Liabilities and Shareholders’ (Deficit) Equity
Current liabilities:
Current maturities of long-term debt	$	—		$	3,000		$	880		$	—		$	—		$	3,880
Accounts payable	—			138,939			73,941			160			—			213,040
Accrued compensation and related liabilities	—			29,851			4,666			538			—			35,055
Other current liabilities	—			66,895			17,209			673			—			84,777
Liabilities of discontinued operations - current	—			—			22,671			1,532			—			24,203
Intercompany payable (receivable)	—			1,439,853			(1,449,613		)	9,760			—			—
Notes payable to issuer	—			—			36,938			3,245			(40,183		)	—
Total current liabilities	—			1,678,538			(1,293,308		)	15,908			(40,183		)	360,955
Long-term debt	—			1,227,397			1,273			—			—			1,228,670
Other liabilities	—			160,419			38,455			(1,453		)	—			197,421
Liabilities of discontinued operations - long-term	—			—			3,520			—			—			3,520
Shareholders’ (deficit) equity	(632,675		)	(632,675		)	1,944,300			11,437			(1,323,062		)	(632,675		)
Total liabilities and shareholders’ (deficit) equity	$	(632,675	)	$	2,433,679		$	694,240		$	25,892		$	(1,363,245	)	$	1,157,891

Schedule of Condensed Consolidating Statement of Operations and Comprehensive Income (Loss)

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the three months ended September 26, 2015 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	218,392		$	200,548		$	843		$	—		$	419,783
Cost of sales	—			187,614			159,795			—			—			347,409
Selling, general and administrative expenses	—			29,511			15,707			176			—			45,394
Amortization of intangible assets	—			239			1,622			120			—			1,981
Restructuring and other charges	—			4,875			608			—			—			5,483
Operating (loss) income	—			(3,847		)	22,816			547			—			19,516
Interest expense, net	—			25,046			49			—			—			25,095
Intercompany interest (income) expense	—			(214		)	214			—			—			—
Other (income) expense, net	—			(1,228		)	64			(168		)	—			(1,332		)
(Loss) income from continuing operations before income taxes and equity in (loss) income of subsidiaries	—			(27,451		)	22,489			715			—			(4,247		)
Income tax (benefit) expense	—			(1,597		)	666			246			—			(685		)
(Loss) income from continuing operations before equity in (loss) income of subsidiaries	—			(25,854		)	21,823			469			—			(3,562		)
Equity in (loss) income of subsidiaries	(3,243		)	22,810			441			—			(20,008		)	—
(Loss) income from continuing operations	(3,243		)	(3,044		)	22,264			469			(20,008		)	(3,562		)
(Loss) income from discontinued operations, net of taxes	—			(199		)	546			(28		)	—			319
Net (loss) income	(3,243		)	(3,243		)	22,810			441			(20,008		)	(3,243		)
Other comprehensive (loss) income:
Other comprehensive (loss) income of subsidiaries	(460		)	(1,641		)	(872		)	—			2,973			—
Changes in pension and other employee benefit accounts, net of taxes	—			1,181			252			—			—			1,433
Currency translation adjustment	—			—			(1,021		)	(872		)	—			(1,893		)
Comprehensive (loss) income	$	(3,703	)	$	(3,703	)	$	21,169		$	(431	)	$	(17,035	)	$	(3,703	)

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the nine months ended September 26, 2015 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	653,778		$	605,967		$	3,074		$	—		$	1,262,819
Cost of sales	—			561,734			487,539			731			—			1,050,004
Selling, general and administrative expenses	—			87,595			48,424			540			—			136,559
Amortization of intangible assets	—			543			4,865			348			—			5,756
Restructuring and other charges	—			9,842			1,687			—			—			11,529
Operating (loss) income	—			(5,936		)	63,452			1,455			—			58,971
Interest expense, net	—			75,833			168			—			—			76,001
Intercompany interest (income) expense	—			(765		)	765			—			—			—
Loss on early extinguishment of debt, net	—			559			—			—			—			559
Other expense (income), net	—			(435		)	(106		)	(232		)	—			(773		)
(Loss) income from continuing operations before income taxes and equity in (loss) income of subsidiaries	—			(81,128		)	62,625			1,687			—			(16,816		)
Income tax (benefit) expense	—			(4,194		)	1,976			498			—			(1,720		)
(Loss) income from continuing operations before equity in (loss) income of subsidiaries	—			(76,934		)	60,649			1,189			—			(15,096		)
Equity in (loss) income of subsidiaries	(13,327		)	63,807			982			—			(51,462		)	—
(Loss) income from continuing operations	(13,327		)	(13,127		)	61,631			1,189			(51,462		)	(15,096		)
Loss (income) from discontinued operations, net of taxes	—			(200		)	2,176			(207		)	—			1,769
Net (loss) income	(13,327		)	(13,327		)	63,807			982			(51,462		)	(13,327		)
Other comprehensive income (loss):
Other comprehensive income (loss) of subsidiaries	985			(2,880		)	(890		)	—			2,785			—
Changes in pension and other employee benefit accounts, net of taxes	—			3,865			252			—			—			4,117
Currency translation adjustment	—			—			(2,242		)	(890		)	—			(3,132		)
Comprehensive (loss) income	$	(12,342	)	$	(12,342	)	$	60,927		$	92		$	(48,677	)	$	(12,342	)

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the three months ended September 27, 2014 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	230,496		$	204,416		$	683		$	—		$	435,595
Cost of sales	—			204,889			165,070			—			—			369,959
Selling, general and administrative expenses	—			30,705			17,201			188			—			48,094
Amortization of intangible assets	—			181			1,621			111			—			1,913
Restructuring and other charges	—			5,043			353			—			—			5,396
Operating (loss) income	—			(10,322		)	20,171			384			—			10,233
Interest expense, net	—			25,893			108			—			—			26,001
Intercompany interest (income) expense	—			(341		)	341			—			—			—
Loss on early extinguishment of debt, net	—			1,280			—			—			—			1,280
Other income, net	—			(674		)	(53		)	(44		)	—			(771		)
(Loss) income from continuing operations before income taxes and equity in (loss) income of subsidiaries	—			(36,480		)	19,775			428			—			(16,277		)
Income tax expense (benefit)	—			104			(2,351		)	—			—			(2,247		)
(Loss) income from continuing operations before equity in (loss) income of subsidiaries	—			(36,584		)	22,126			428			—			(14,030		)
Equity in (loss) income of subsidiaries	(10,893		)	25,683			917			—			(15,707		)	—
(Loss) income from continuing operations	(10,893		)	(10,901		)	23,043			428			(15,707		)	(14,030		)
Income from discontinued operations, net of taxes	—			8			2,640			489			—			3,137
Net (loss) income	(10,893		)	(10,893		)	25,683			917			(15,707		)	(10,893		)
Other comprehensive (loss) income:
Other comprehensive (loss) income of subsidiaries	(587		)	(1,067		)	(293		)	—			1,947			—
Changes in pension and other employee benefit accounts, net of taxes	—			480			—			—			—			480
Currency translation adjustment	—			—			(774		)	(293		)	—			(1,067		)
Comprehensive (loss) income	$	(11,480	)	$	(11,480	)	$	24,616		$	624		$	(13,760	)	$	(11,480	)

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the nine months ended September 27, 2014 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	699,188		$	603,544		$	5,061		$	—		$	1,307,793
Cost of sales	—			609,695			490,311			2,624			—			1,102,630
Selling, general and administrative expenses	—			98,211			49,416			556			—			148,183
Amortization of intangible assets	—			551			6,371			377			—			7,299
Restructuring and other charges	—			15,491			2,647			—			—			18,138
Operating (loss) income	—			(24,760		)	54,799			1,504			—			31,543
Interest expense, net	—			80,235			305			—			—			80,540
Intercompany interest (income) expense	—			(827		)	827			—			—			—
Loss on early extinguishment of debt, net	—			27,778			—			—			—			27,778
Other income, net	—			(448		)	(243		)	(21		)	—			(712		)
(Loss) income from continuing operations before income taxes and equity in (loss) income of subsidiaries	—			(131,498		)	53,910			1,525			—			(76,063		)
Income tax (benefit) expense	—			(1,873		)	(2,837		)	302			—			(4,408		)
(Loss) income from continuing operations before equity in (loss) income of subsidiaries	—			(129,625		)	56,747			1,223			—			(71,655		)
Equity in (loss) income of subsidiaries	(65,364		)	64,072			1,477			—			(185		)	—
(Loss) income from continuing operations	(65,364		)	(65,553		)	58,224			1,223			(185		)	(71,655		)
Income from discontinued operations, net of taxes	—			189			5,848			254			—			6,291
Net (loss) income	(65,364		)	(65,364		)	64,072			1,477			(185		)	(65,364		)
Other comprehensive income (loss):
Other comprehensive income (loss) of subsidiaries	1,106			(334		)	289			—			(1,061		)	—
Changes in pension and other employee benefit accounts, net of taxes	—			1,440			—			—			—			1,440
Currency translation adjustment	—			—			(623		)	289			—			(334		)
Comprehensive (loss) income	$	(64,258	)	$	(64,258	)	$	63,738		$	1,766		$	(1,246	)	$	(64,258	)

Schedule of Condensed Consolidating Statement of Cash Flows

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the nine months ended September 26, 2015  (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Net cash provided by (used in) operating activities of continuing operations	$	1,481		$	86,182		$	(85,589	)	$	(574	)	$	—	$	1,500
Net cash provided by operating activities of discontinued operations	—			—			13,039			306			—		13,345
Net cash provided by (used in) operating activities	1,481			86,182			(72,550		)	(268		)	—		14,845
Cash flows from investing activities:
Capital expenditures	—			(14,315		)	(4,693		)	(237		)	—		(19,245		)
Cost of business acquisitions	—			(1,996		)	—			—			—		(1,996		)
Proceeds from sale of property, plant and equipment	—			586			885			—			—		1,471
Proceeds from sale of assets	—			—			2,180			—			—		2,180
Net cash used in investing activities of continuing operations	—			(15,725		)	(1,628		)	(237		)	—		(17,590		)
Net cash used in investing activities of discontinued operations	—			—			(1,864		)	—			—		(1,864		)
Net cash used in investing activities	—			(15,725		)	(3,492		)	(237		)	—		(19,454		)
Cash flows from financing activities:
Payment of financing-related costs and expenses and debt issuance discounts	—			(1,309		)	—			—			—		(1,309		)
Repayments of other long-term debt	—			(4,763		)	1,418			—			—		(3,345		)
Repayment of 11.5% senior notes due 2017	—			(22,720		)	—			—			—		(22,720		)
Purchase and retirement of common stock upon vesting of RSUs	(218		)	—			—			—			—		(218		)
Proceeds from exercise of stock options	2			—			—			—			—		2
Borrowings under ABL Facility due 2017	—			358,900			—			—			—		358,900
Repayments under ABL Facility due 2017	—			(328,500		)	—			—			—		(328,500		)
Intercompany advances	(1,265		)	(76,014		)	75,440			1,839			—		—
Net cash (used in) provided by financing activities of continuing operations	(1,481		)	(74,406		)	76,858			1,839			—		2,810
Net cash used in financing activities of discontinued operations	—			—			(352		)	—			—		(352		)
Net cash (used in) provided by financing activities	(1,481		)	(74,406		)	76,506			1,839			—		2,458
Effect of exchange rate changes on cash and cash equivalents	—			—			(866		)	330			—		(536		)
Net (decrease) increase in cash and cash equivalents	—			(3,949		)	(402		)	1,664			—		(2,687		)
Cash and cash equivalents at beginning of period	—			10,965			844			2,784			—		14,593
Cash and cash equivalents at end of period	—			7,016			442			4,448			—		11,906
Less cash and equivalents of discontinued operations	—			—			(82		)	(2,250		)	—		(2,332		)
Cash and cash equivalents of continuing operations at end of period	$	—		$	7,016		$	360		$	2,198		$	—	$	9,574

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the nine months ended September 27, 2014  (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:
Net cash provided by (used in) operating activities of continuing operations	$	1,971		$	(92,447	)	$	81,262		$	(3,827	)	$	—	$	(13,041	)
Net cash provided by (used in) operating activities of discontinued operations	—			(846		)	6,897			(271		)	—		5,780
Net cash provided by (used in) operating activities	1,971			(93,293		)	88,159			(4,098		)	—		(7,261		)
Cash flows from investing activities:
Capital expenditures	—			(16,515		)	(5,771		)	(47		)	—		(22,333		)
Purchase of investment	—			(2,000		)	—			—			—		(2,000		)
Proceeds from sale of property, plant and equipment	—			1,533			302			—			—		1,835
Net cash used in investing activities of continuing operations	—			(16,982		)	(5,469		)	(47		)	—		(22,498		)
Net cash provided by (used in) investing activities of discontinued operations	—			1,033			(4,346		)	—			—		(3,313		)
Net cash used in investing activities	—			(15,949		)	(9,815		)	(47		)	—		(25,811		)
Cash flows from financing activities:
Proceeds from issuance of 6.000% senior secured priority notes due 2019	—			540,000			—			—			—		540,000
Proceeds from issuance of 8.500% junior secured priority notes due 2022	—			250,000			—			—			—		250,000
Payment of financing-related costs and expenses and debt issuance discounts	—			(35,721		)	—			—			—		(35,721		)
Repayments of other long-term debt	—			(4,477		)	(1,667		)	—			—		(6,144		)
Repayment of 11.5% senior notes due 2017	—			(1,430		)	—			—			—		(1,430		)
Purchase and retirement of common stock upon vesting of RSUs	(562		)	—			—			—			—		(562		)
Repayment of 15% Unsecured Term Loan due 2017	—			(10,000		)	—			—			—		(10,000		)
Repayment of Term Loan Facility due 2017	—			(329,100		)	—			—			—		(329,100		)
Repayment of 8.875% senior second lien notes due 2018	—			(400,000		)	—			—			—		(400,000		)
Borrowings under ABL Facility due 2017	—			389,600			—			—			—		389,600
Repayments under ABL Facility due 2017	—			(363,500		)	—			—			—		(363,500		)
Intercompany advances	(1,409		)	73,578			(76,035		)	3,866			—		—
Net cash (used in) provided by financing activities of continuing operations	(1,971		)	108,950			(77,702		)	3,866			—		33,143
Net cash used in financing activities of discontinued operations	—			—			(365		)	—			—		(365		)
Net cash (used in) provided by financing activities	(1,971		)	108,950			(78,067		)	3,866			—		32,778
Effect of exchange rate changes on cash and cash equivalents	—			—			4			9			—		13
Net (decrease) increase in cash and cash equivalents	—			(292		)	281			(270		)	—		(281		)
Cash and cash equivalents at beginning of period	—			9,504			—			1,825			—		11,329
Cash and cash equivalents at end of period	—			9,212			281			1,555			—		11,048
Less cash and equivalents of discontinued operations	—			—			(82		)	(728		)	—		(810		)
Cash and cash equivalents of continuing operations at end of period	$	—		$	9,212		$	199		$	827		$	—	$	10,238