Condensed Consolidating Financial Information (Tables)

12 Months Ended

Dec. 31, 2016

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule of condensed consolidating balance sheet

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2016 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—		$	4,678		$	—	$	854	$	—		$	5,532
Accounts receivable, net	—			131,770			102,417		—		—			234,187
Inventories, net	—			62,179			39,771		—		—			101,950
Intercompany receivable	—			—			1,783,858		—		(1,783,858		)	—
Notes receivable from subsidiaries	—			36,938			3,245		—		(40,183		)	—
Prepaid and other current assets	—			35,659			4,789		1,128		—			41,576
Total current assets	—			271,224			1,934,080		1,982		(1,824,041		)	383,245
Investment in subsidiaries	(589,157		)	2,112,403			4,173		7,829		(1,535,248		)	—
Property, plant and equipment, net	—			108,395			98,255		1,029		—			207,679
Goodwill	—			49,170			121,181		4,858		—			175,209
Other intangible assets, net	—			9,770			114,914		147		—			124,831
Other assets, net	—			18,317			3,100		1,694		(1,116		)	21,995
Total assets	$	(589,157	)	$	2,569,279		$	2,275,703	$	17,539	$	(3,360,405	)	$	912,959
Liabilities and Shareholders’ (Deficit) Equity
Current liabilities:
Current maturities of long-term debt	$	—		$	30,709		$	1,018	$	—	$	—		$	31,727
Accounts payable	—			114,533			61,098		265		—			175,896
Accrued compensation and related liabilities	—			19,245			4,699		740		—			24,684
Other current liabilities	—			70,118			11,962		819		—			82,899
Intercompany payable	—			1,783,390			—		468		(1,783,858		)	—
Notes payable to issuer	—			—			36,938		3,245		(40,183		)	—
Total current liabilities	—			2,017,995			115,715		5,537		(1,824,041		)	315,206
Long-term debt	—			984,833			2,106		—		—			986,939
Other liabilities	—			155,608			45,479		—		(1,116		)	199,971
Shareholders’ (deficit) equity	(589,157		)	(589,157		)	2,112,403		12,002		(1,535,248		)	(589,157		)
Total liabilities and shareholders’ (deficit) equity	$	(589,157	)	$	2,569,279		$	2,275,703	$	17,539	$	(3,360,405	)	$	912,959

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET January 2, 2016 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—		$	5,558		$	235	$	1,992	$	—		$	7,785
Accounts receivable, net	—			133,232			120,810		—		—			254,042
Inventories, net	—			74,116			47,499		—		—			121,615
Intercompany receivable	—			—			1,580,492		—		(1,580,492		)	—
Notes receivable from subsidiaries	—			36,938			3,245		—		(40,183		)	—
Prepaid and other current assets	—			43,349			1,807		1,575		—			46,731
Assets of discontinued operations - current	—			—			41,821		6,745		—			48,566
Total current assets	—			293,193			1,795,909		10,312		(1,620,675		)	478,739
Investment in subsidiaries	(669,839		)	2,014,972			4,492		7,829		(1,357,454		)	—
Property, plant and equipment, net	—			113,608			96,262		708		—			210,578
Goodwill	—			22,940			147,409		4,989		—			175,338
Other intangible assets, net	—			9,533			120,451		466		—			130,450
Other assets, net	—			20,327			3,154		1,477		(888		)	24,070
Assets of discontinued operations - long-term	—			1,226			62,184		—		(559		)	62,851
Total assets	$	(669,839	)	$	2,475,799		$	2,229,861	$	25,781	$	(2,979,576	)	$	1,082,026
Liabilities and Shareholders’ (Deficit) Equity
Current liabilities:
Current maturities of long-term debt	$	—		$	4,454		$	919	$	—	$	—		$	5,373
Accounts payable	—			126,384			73,601		135		—			200,120
Accrued compensation and related liabilities	—			26,812			4,846		303		—			31,961
Other current liabilities	—			71,365			16,737		712		—			88,814
Liabilities of discontinued operations - current	—			—			21,543		725		—			22,268
Intercompany payable	—			1,572,152			—		8,340		(1,580,492		)	—
Notes payable to issuer	—			—			36,938		3,245		(40,183		)	—
Total current liabilities	—			1,801,167			154,584		13,460		(1,620,675		)	348,536
Long-term debt	—			1,200,848			2,402		—		—			1,203,250
Other liabilities	—			143,623			56,191		—		(888		)	198,926
Liabilities of discontinued operations - long-term	—			—			1,712		—		(559		)	1,153
Shareholders’ (deficit) equity	(669,839		)	(669,839		)	2,014,972		12,321		(1,357,454		)	(669,839		)
Total liabilities and shareholders’ (deficit) equity	$	(669,839	)	$	2,475,799		$	2,229,861	$	25,781	$	(2,979,576	)	$	1,082,026

Schedule of condensed consolidating statement of operations and comprehensive income

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE (LOSS) INCOME For The Year Ended 2016 (in thousands)
	Parent Company		Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—	$	882,195		$	775,915		$	1,891		$	—		$	1,660,001
Cost of sales	—		779,574			607,172			—			—			1,386,746
Selling, general and administrative expenses	—		110,870			67,907			748			—			179,525
Amortization of intangible assets	—		608			4,692			444			—			5,744
Restructuring and other charges	—		10,469			1,485			—			—			11,954
Operating (loss) income	—		(19,326		)	94,659			699			—			76,032
Interest expense, net	—		85,537			216			—			—			85,753
Intercompany interest (income) expense	—		(1,008		)	1,008			—			—			—
Gain on early extinguishment of debt, net	—		(82,481		)	—			—			—			(82,481		)
Other income, net	—		(490		)	(1,737		)	(117		)	—			(2,344		)
(Loss) income from continuing operations before income taxes and equity in income (loss) of subsidiaries	—		(20,884		)	95,172			816			—			75,104
Income tax expense	—		2,688			619			951			—			4,258
(Loss) income from continuing operations before equity in income (loss) of subsidiaries	—		(23,572		)	94,553			(135		)	—			70,846
Equity in income (loss) of subsidiaries	67,949		95,485			(146		)	—			(163,288		)	—
Income (loss) from continuing operations	67,949		71,913			94,407			(135		)	(163,288		)	70,846
(Loss) income from discontinued operations, net of taxes	—		(3,964		)	1,078			(11		)	—			(2,897		)
Net income (loss)	67,949		67,949			95,485			(146		)	(163,288		)	67,949
Other comprehensive income (loss):
Other comprehensive income (loss) of subsidiaries	2,701		2,290			(172		)	—			(4,819		)	—
Changes in pension and other employee benefit accounts, net of taxes	—		411			345			—			—			756
Currency translation adjustment, net	—		—			2,117			(172		)	—			1,945
Total other comprehensive income (loss)	2,701		2,701			2,290			(172		)	(4,819		)	2,701
Comprehensive income (loss)	$	70,650	$	70,650		$	97,775		$	(318	)	$	(168,107	)	$	70,650

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE (LOSS) INCOME For The Year Ended 2015 (in thousands)
	Parent Company			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	898,529		$	839,500		$	3,750		$	—		$	1,741,779
Cost of sales	—			775,386			674,759			731			—			1,450,876
Selling, general and administrative expenses	—			119,149			66,882			718			—			186,749
Amortization of intangible assets	—			743			6,574			468			—			7,785
Restructuring and other charges	—			10,751			1,825			—			—			12,576
Operating (loss) income	—			(7,500		)	89,460			1,833			—			83,793
Interest expense, net	—			100,592			213			—			—			100,805
Intercompany interest (income) expense	—			(998		)	998			—			—			—
Loss on early extinguishment of debt, net	—			1,252			—			—			—			1,252
Other income, net	—			(2,658		)	(258		)	(280		)	—			(3,196		)
(Loss) income from continuing operations before income taxes and equity in (loss) income of subsidiaries	—			(105,688		)	88,507			2,113			—			(15,068		)
Income tax expense (benefit)	—			5,425			(1,893		)	861			—			4,393
(Loss) income from continuing operations before equity in (loss) income of subsidiaries	—			(111,113		)	90,400			1,252			—			(19,461		)
Equity in (loss) income of subsidiaries	(30,851		)	74,968			1,644			—			(45,761		)	—
(Loss) income from continuing operations	(30,851		)	(36,145		)	92,044			1,252			(45,761		)	(19,461		)
Income (loss) from discontinued operations, net of taxes	—			5,294			(17,076		)	392			—			(11,390		)
Net (loss) income	(30,851		)	(30,851		)	74,968			1,644			(45,761		)	(30,851		)
Other comprehensive (loss) income:
Other comprehensive (loss) income of subsidiaries	(7,733		)	(4,240		)	(760		)	—			12,733			—
Changes in pension and other employee benefit accounts, net of taxes	—			(3,493		)	55			—			—			(3,438		)
Currency translation adjustment, net	—			—			(3,535		)	(760		)	—			(4,295		)
Total other comprehensive (loss) income	(7,733		)	(7,733		)	(4,240		)	(760		)	12,733			(7,733		)
Comprehensive (loss) income	$	(38,584	)	$	(38,584	)	$	70,728		$	884		$	(33,028	)	$	(38,584	)

Schedule of condensed consolidating statement of cash flows

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For The Year Ended 2016  (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	$	1,468		$	(93,513	)	$	142,605		$	(1,177	)	$	—	$	49,383
Net cash used in operating activities of discontinued operations	—			—			(10,074		)	(438		)	—		(10,512		)
Net cash provided by (used in) operating activities	1,468			(93,513		)	132,531			(1,615		)	—		38,871
Cash flows from investing activities:
Capital expenditures	—			(19,281		)	(21,120		)	(736		)	—		(41,137		)
Proceeds from sale of property, plant and equipment	—			8,189			141			—			—		8,330
Proceeds from sale of assets	—			—			2,000			—			—		2,000
Net cash used in investing activities of continuing operations	—			(11,092		)	(18,979		)	(736		)	—		(30,807		)
Net cash provided by investing activities of discontinued operations	—			—			89,379			6,487			—		95,866
Net cash (used in) provided by investing activities	—			(11,092		)	70,400			5,751			—		65,059
Cash flows from financing activities:
Proceeds from issuance of 4% senior secured notes due 2021	—			50,000			—			—			—		50,000
Payment of financing related costs and expenses and debt issuance discounts	—			(11,576		)	—			—			—		(11,576		)
Repayments of other long-term debt	—			(5,381		)	(197		)	—			—		(5,578		)
Repayment of 11.5% senior notes due 2017	—			(24,725		)	—			—			—		(24,725		)
Repayment of 7% senior exchangeable notes due 2017	—			(45,903		)	—			—			—		(45,903		)
Repayment of 8.500% junior secured priority notes due 2022	—			(4,550		)	—			—			—		(4,550		)
Purchase and retirement of common stock upon vesting of RSUs	(346		)	—			—			—			—		(346		)
Borrowings under ABL Facility due 2021	—			474,300			—			—			—		474,300
Repayments under ABL Facility due 2021	—			(540,800		)	—			—			—		(540,800		)
Intercompany advances	(1,122		)	212,360			(203,366		)	(7,872		)	—		—
Net cash (used in) provided by financing activities of continuing operations	(1,468		)	103,725			(203,563		)	(7,872		)	—		(109,178		)
Net cash used in financing activities of discontinued operations	—			—			(8		)	—			—		(8		)
Net cash (used in) provided by financing activities	(1,468		)	103,725			(203,571		)	(7,872		)	—		(109,186		)
Effect of exchange rate changes on cash and cash equivalents	—			—			316			(84		)	—		232
Net decrease in cash and cash equivalents	—			(880		)	(324		)	(3,820		)	—		(5,024		)
Cash and cash equivalents at beginning of period	—			5,558			324			4,674			—		10,556
Cash and cash equivalents at end of period	$	—		$	4,678		$	—		$	854		$	—	$	5,532

CENVEO, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For The Year Ended 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	$	1,636		$	(110,318	)	$	122,254		$	2,654		$	—	$	16,226
Net cash provided by operating activities of discontinued operations	—			—			15,230			738			—		15,968
Net cash provided by (used in) operating activities	1,636			(110,318		)	137,484			3,392			—		32,194
Cash flows from investing activities:
Cost of business acquisitions, net of cash acquired	—			(1,996		)	—			—			—		(1,996		)
Capital expenditures	—			(18,448		)	(6,921		)	(559		)	—		(25,928		)
Proceeds from sale of property, plant and equipment	—			7,673			885			—			—		8,558
Proceeds from sale of assets	—			—			2,180			—			—		2,180
Net cash used in investing activities of continuing operations	—			(12,771		)	(3,856		)	(559		)	—		(17,186		)
Net cash used in investing activities of discontinued operations	—			—			(2,282		)	—			—		(2,282		)
Net cash used in investing activities	—			(12,771		)	(6,138		)	(559		)	—		(19,468		)
Cash flows from financing activities:
Payment of financing related costs and expenses and debt issuance discounts	—			(1,596		)	—			—			—		(1,596		)
Proceeds from issuance of other long-term debt	—			12,500			—			—			—		12,500
Repayments of other long-term debt	—			(17,721		)	1,176			—			—		(16,545		)
Repayment of 11.5% senior notes due 2017	—			(22,720		)	—			—			—		(22,720		)
Purchase and retirement of common stock upon vesting of RSUs	(216		)	—			—			—			—		(216		)
Borrowings under ABL Facility due 2021	—			468,300			—			—			—		468,300
Repayments under ABL Facility due 2021	—			(454,800		)	—			—			—		(454,800		)
Intercompany advances	(1,420		)	133,719			(130,879		)	(1,420		)	—		—
Net cash (used in) provided by financing activities of continuing operations	(1,636		)	117,682			(129,703		)	(1,420		)	—		(15,077		)
Net cash used in financing activities of discontinued operations	—			—			(473		)	—			—		(473		)
Net cash (used in) provided by financing activities	(1,636		)	117,682			(130,176		)	(1,420		)	—		(15,550		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(1,690		)	477			—		(1,213		)
Net (decrease) increase in cash and cash equivalents	—			(5,407		)	(520		)	1,890			—		(4,037		)
Cash and cash equivalents at beginning of period	—			10,965			844			2,784			—		14,593
Cash and cash equivalents at end of period	—			5,558			324			4,674			—		10,556
Less cash and cash equivalents of discontinued operations	—			—			(89		)	(2,682		)	—		(2,771		)
Cash and cash equivalents of continuing operations at end of period	$	—		$	5,558		$	235		$	1,992		$	—	$	7,785