GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Notes)

6 Months Ended

Jun. 30, 2014

Guarantees [Abstract]

Guarantor and Non-guarantor Financial Information [Text Block]

GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION

As discussed in Note 5, "Long-term Debt and Other Financing Arrangements", our 100% owned subsidiaries, CME NV and CME BV (collectively, the "Guarantor Subsidiaries"), have agreed to fully and unconditionally, and jointly and severally, guarantee (the “Guarantees”), the 2017 PIK Notes. The Guarantor Subsidiaries are subject to the requirements of Rule 3-10 of Regulation S-X regarding financial statements of guarantors and issuers of guaranteed securities registered or being registered with the SEC. Our remaining subsidiaries (the “Non-Guarantor Subsidiaries”) are presented separately from CME Ltd. (the “Parent Issuer”) and the Guarantor Subsidiaries in the condensed consolidating financial statements presented below.

The Guarantees are senior obligations of the Guarantors and rank equal in right of payment with all of the Guarantor Subsidiaries’ existing and future senior indebtedness, including in respect of their guarantees of the 2015 Convertible Notes, the 2017 Term Loan and the 2017 Revolving Credit Facility. In addition, the Guarantees rank senior in right of payment to any other existing and future obligations of the Guarantor Subsidiaries expressly subordinated in right of payment to the Guarantees. The Guarantees effectively rank junior to all of the future indebtedness and other liabilities of our Non-Guarantor Subsidiaries, including with respect to their obligations in respect of the 2017 PIK Notes.

CME Ltd. and the Guarantor Subsidiaries are holding companies with no revenue-generating operations and rely on the repayment of intercompany indebtedness and the declaration of dividends to receive distributions of cash from our operating subsidiaries and affiliates. There are no significant restrictions on CME Ltd.'s ability to obtain funds from the Guarantor Subsidiaries.

The following tables present condensed consolidating financial information relating to the Guarantor Subsidiaries as at June 30, 2014 and 2013, and for the three and six months ended June 30, 2014 and 2013:

Condensed Consolidating Balance Sheets as at June 30, 2014
	Parent Issuer		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets
Cash and cash equivalents	$	9,522	$	841	$	77,461	$	—		$	87,824
Accounts receivable, net	—		—		190,699		—			190,699
Program rights, net	—		—		132,808		—			132,808
Other current assets	542		312		42,439		—			43,293
Assets held for sale	—		—		1,418		—			1,418
Intercompany current assets	18,905		884		49,854		(69,643		)	—
Total current assets	28,969		2,037		494,679		(69,643		)	456,042
Non-current assets
Investments in subsidiaries	—		545,072		—		(545,072		)	—
Property, plant and equipment, net	—		—		189,281		—			189,281
Program rights, net	—		—		260,411		—			260,411
Goodwill	—		—		777,147		—			777,147
Broadcast licenses and other intangible assets, net	—		—		215,171		—			215,171
Other non-current assets	52,534		—		10,550		—			63,084
Intercompany non-current assets	1,618,263		312,858		20,628		(1,951,749		)	—
Total non-current assets	1,670,797		857,930		1,473,188		(2,496,821		)	1,505,094
Total assets	$	1,699,766	$	859,967	$	1,967,867	$	(2,566,464	)	$	1,961,136

LIABILITIES AND EQUITY
Current liabilities
Accounts payable and accrued liabilities	$	3,399	$	239		$	260,933	$	—		$	264,571
Current portion of long-term debt and other financing arrangements	—		—			1,479		—			1,479
Other current liabilities	469		—			41,217		—			41,686
Liabilities held for sale	—		—			1,418		—			1,418
Intercompany current liabilities	8,330		42,408			18,905		(69,643		)	—
Total current liabilities	12,198		42,647			323,952		(69,643		)	309,154
Non-current liabilities
Deficiency in excess of investments in subsidiaries	95,853		—			—		(95,853		)	—
Long-term debt and other financing arrangements	487,493		—			338,784		—			826,277
Other non-current liabilities	9,833		—			34,890		—			44,723
Intercompany non-current liabilities	313,407		1,638,342			—		(1,951,749		)	—
Total non-current liabilities	906,586		1,638,342			373,674		(2,047,602		)	871,000
Temporary equity	215,693		—			—		—			215,693
Total equity / (deficit)	565,289		(821,022		)	1,270,241		(449,219		)	565,289
Total liabilities and equity	$	1,699,766	$	859,967		$	1,967,867	$	(2,566,464	)	$	1,961,136

Condensed Consolidating Balance Sheets as at December 31, 2013
	Parent Issuer		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets
Cash and cash equivalents	$	19,461	$	5,422	$	78,741	$	—		$	103,624
Accounts receivable, net	—		—		174,081		—			174,081
Program rights, net	—		—		109,238		—			109,238
Other current assets	2,638		31		42,513		—			45,182
Assets held for sale	—		—		22,661		—			22,661
Intercompany current assets	53,396		2,052		—		(55,448		)	—
Total current assets	75,495		7,505		427,234		(55,448		)	454,786
Non-current assets
Investments in subsidiaries	—		479,435		—		(479,435		)	—
Property, plant and equipment, net	—		—		198,292		—			198,292
Program rights, net	—		—		288,344		—			288,344
Goodwill	—		—		782,870		—			782,870
Broadcast licenses and other intangible assets, net	—		—		223,815		—			223,815
Other non-current assets	3,976		—		9,790		—			13,766
Intercompany non-current assets	1,822,966		315,017		18,887		(2,156,870		)	—
Total non-current assets	1,826,942		794,452		1,521,998		(2,636,305		)	1,507,087
Total assets	$	1,902,437	$	801,957	$	1,949,232	$	(2,691,753	)	$	1,961,873

LIABILITIES AND EQUITY
Current liabilities
Accounts payable and accrued liabilities	$	18,234	$	41		$	272,102	$	—		$	290,377
Current portion of long-term debt and other financing arrangements	—		71			2,040		—			2,111
Other current liabilities	500		—			16,129		—			16,629
Liabilities held for sale	—		—			7,105		—			7,105
Intercompany current liabilities	7,788		45,988			1,672		(55,448		)	—
Total current liabilities	26,522		46,100			299,048		(55,448		)	316,222
Non-current liabilities
Deficiency in excess of investments in subsidiaries	296,351		—			—		(296,351		)	—
Long-term debt and other financing arrangements	620,375		—			342,568		—			962,943
Other non-current liabilities	—		—			33,817		—			33,817
Intercompany non-current liabilities	310,298		1,846,572			—		(2,156,870		)	—
Total non-current liabilities	1,227,024		1,846,572			376,385		(2,453,221		)	996,760
Temporary equity	207,890		—			—		—			207,890
Total equity / (deficit)	441,001		(1,090,715		)	1,273,799		(183,084		)	441,001
Total liabilities and equity	$	1,902,437	$	801,957		$	1,949,232	$	(2,691,753	)	$	1,961,873

Condensed Consolidating Statements of Operations for the three months ended June 30, 2014
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net revenues	$	—		$	—		$	204,870		$	—		$	204,870
Cost of revenues	—			—			135,689			—			135,689
Selling, general and administrative expenses	5,289			275			38,124			—			43,688
Restructuring costs	—			—			2,920			—			2,920
Operating (loss) / income	(5,289		)	(275		)	28,137			—			22,573
Interest income	34,537			7,058			145			(41,591		)	149
Interest expense	(38,217		)	(34,476		)	(7,996		)	41,591			(39,098		)
Loss on extinguishment of debt	(24,161		)	—			—			—			(24,161		)
Foreign currency exchange gain / (loss), net	784			(2,822		)	2,064			—			26
Change in fair value of derivatives	2,361			418			(418		)	—			2,361
Other expense	—			—			(1,775		)	—			(1,775		)
(Loss) / gain from continuing operations before tax and loss from investment in subsidiaries	(29,985		)	(30,097		)	20,157			—			(39,925		)
Credit / (provision) for income taxes	—			4,326			(6,813		)	—			(2,487		)
(Loss) / income from continuing operations before loss from investment in subsidiaries	(29,985		)	(25,771		)	13,344			—			(42,412		)
Loss from investment in subsidiaries	(30,825		)	(5,054		)	—			35,879			—
(Loss) / income from continuing operations	(60,810		)	(30,825		)	13,344			35,879			(42,412		)
Loss from discontinued operations, net of tax	—			—			(10,095		)	—			(10,095		)
Net (loss) / income	(60,810		)	(30,825		)	3,249			35,879			(52,507		)
Net loss attributable to noncontrolling interests	—			—			69			—			69
Net (loss) / income attributable to CME Ltd.	(60,810		)	(30,825		)	3,318			35,879			(52,438		)
Comprehensive loss attributable to CME Ltd.	$	(60,810	)	$	(30,825	)	$	(5,054	)	$	35,879		$	(60,810	)

Condensed Consolidating Statements of Operations for the six months ended June 30, 2014
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net revenues	$	—		$	—		$	356,107		$	—		$	356,107
Cost of revenues	—			—			263,729			—			263,729
Selling, general and administrative expenses	8,956			527			66,346			—			75,829
Restructuring costs	—			—			8,286			—			8,286
Operating (loss) / income	(8,956		)	(527		)	17,746			—			8,263
Interest income	73,728			14,105			281			(87,819		)	295
Interest expense	(64,624		)	(73,606		)	(16,598		)	87,819			(67,009		)
Loss on extinguishment of debt	(24,161		)	—			—			—			(24,161		)
Foreign currency exchange gain / (loss), net	962			(3,722		)	2,368			—			(392		)
Change in fair value of derivatives	2,311			(2,429		)	2,429			—			2,311
Other expense	—			—			(1,768		)	—			(1,768		)
(Loss) / gain from continuing operations before tax and loss from investment in subsidiaries	(20,740		)	(66,179		)	4,458			—			(82,461		)
Credit / (provision) for income taxes	—			7,929			(8,219		)	—			(290		)
Loss from continuing operations before loss from investment in subsidiaries	(20,740		)	(58,250		)	(3,761		)	—			(82,751		)
Loss from investment in subsidiaries	(86,611		)	(28,548		)	—			115,159			—
Loss from continuing operations	(107,351		)	(86,798		)	(3,761		)	115,159			(82,751		)
Loss from discontinued operations, net of tax	—			—			(18,388		)	—			(18,388		)
Net loss	(107,351		)	(86,798		)	(22,149		)	115,159			(101,139		)
Net loss attributable to noncontrolling interests	—			—			786			—			786
Net loss attributable to CME Ltd.	(107,351		)	(86,798		)	(21,363		)	115,159			(100,353		)
Comprehensive loss attributable to CME Ltd.	$	(107,351	)	$	(86,611	)	$	(28,548	)	$	115,159		$	(107,351	)

Condensed Consolidating Statements of Operations for the three months ended June 30, 2013
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net revenues	$	—		$	—		$	175,566		$	—		$	175,566
Cost of revenues	—			—			141,303			—			141,303
Selling, general and administrative expenses	6,114			980			27,067			—			34,161
Restructuring costs	—			—			4,698			—			4,698
Operating (loss) / income	(6,114		)	(980		)	2,498			—			(4,596		)
Interest income	31,749			799			178			(32,546		)	180
Interest expense	(24,645		)	(28,274		)	(10,806		)	32,546			(31,179		)
Loss on extinguishment of debt	(23,115		)	—			—			—			(23,115		)
Foreign currency exchange gain / (loss), net	17,186			1,218			(3,357		)	—			15,047
Other income / (expense)	—			38			(450		)	—			(412		)
Loss from continuing operations before tax and loss on investment in subsidiaries	(4,939		)	(27,199		)	(11,937		)	—			(44,075		)
Credit for income taxes	—			1,797			1,535			—			3,332
Loss from continuing operations before loss on investment in subsidiaries	(4,939		)	(25,402		)	(10,402		)	—			(40,743		)
Loss on investment in subsidiaries	(47,333		)	(21,934		)	—			69,267			—
Loss from continuing operations	(52,272		)	(47,336		)	(10,402		)	69,267			(40,743		)
Loss from discontinued operations, net of tax	—			—			(350		)	—			(350		)
Net loss	(52,272		)	(47,336		)	(10,752		)	69,267			(41,093		)
Net loss attributable to noncontrolling interests	—			—			131			—			131
Net loss attributable to CME Ltd.	(52,272		)	(47,336		)	(10,621		)	69,267			(40,962		)
Comprehensive loss attributable to CME Ltd.	$	(52,272	)	$	(47,336	)	$	(21,934	)	$	69,267		$	(52,275	)

Condensed Consolidating Statements of Operations for the six months ended June 30, 2013
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net revenues	$	—		$	—		$	306,226		$	—		$	306,226
Cost of revenues	—			—			274,403			—			274,403
Selling, general and administrative expenses	9,488			1,172			55,919			—			66,579
Restructuring costs	—			—			4,698			—			4,698
Operating loss	(9,488		)	(1,172		)	(28,794		)	—			(39,454		)
Interest income	68,089			814			393			(68,883		)	413
Interest expense	(49,235		)	(58,377		)	(24,457		)	68,883			(63,186		)
Loss on extinguishment of debt	(23,115		)	—			—			—			(23,115		)
Foreign currency exchange (loss) / gain, net	(20,656		)	636			(14,785		)	—			(34,805		)
Change in fair value of derivatives	—			—			104			—			104
Other expense	—			—			(425		)	—			(425		)
Loss from continuing operations before tax and loss on investment in subsidiaries	(34,405		)	(58,099		)	(67,964		)	—			(160,468		)
Credit for income taxes	—			5,574			5,739			—			11,313
Loss from continuing operations before loss on investment in subsidiaries	(34,405		)	(52,525		)	(62,225		)	—			(149,155		)
Loss on investment in subsidiaries	(123,826		)	(71,690		)	—			195,516			—
Loss from continuing operations	(158,231		)	(124,215		)	(62,225		)	195,516			(149,155		)
Loss from discontinued operations, net of tax	—			—			(896		)	—			(896		)
Net loss	(158,231		)	(124,215		)	(63,121		)	195,516			(150,051		)
Net loss attributable to noncontrolling interests	—			—			813			—			813
Net loss attributable to CME Ltd.	(158,231		)	(124,215		)	(62,308		)	195,516			(149,238		)
Comprehensive loss attributable to CME Ltd.	$	(158,231	)	$	(123,826	)	$	(71,690	)	$	195,516		$	(158,231	)

Condensed Consolidating Statements of Cash Flows for the six months ended June 30, 2014
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net cash (used in) / generated from continuing operating activities	$	(16,852	)	$	(29,208	)	$	29,144		$	—		$	(16,916	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment	—			—			(14,199		)	—			(14,199		)
Disposal of property, plant and equipment	—			—			145			—			145
Intercompany investing receipts	315,249			41,186			—			(356,435		)	—
Intercompany investing payments	(326,665		)	(28,019		)	—			354,684			—
Net cash (used in) / provided by continuing investing activities	(11,416		)	13,167			(14,054		)	(1,751		)	(14,054		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of Senior Debt	(400,673		)	—			—			—			(400,673		)
Debt transaction costs	(10,998		)	—			(1,594		)	—			(12,592		)
Issuance of Senior Debt	221,374			—			—			—			221,374
Proceeds from credit facilities	16,801			—			—			—			16,801
Payment of credit facilities and capital leases	—			—			(749		)	—			(749		)
Issuance of common stock warrants	191,825			—			—			—			191,825
Dividends paid to holders of noncontrolling interests	—			—			(46		)	—			(46		)
Intercompany financing receipts	—			326,665			28,019			(354,684		)	—
Intercompany financing payments				(315,249		)	(41,186		)	356,435			—
Net cash provided by / (used in) continuing financing activities	18,329			11,416			(15,556		)	1,751			15,940
Net cash used in discontinued operations - operating activities	—			—			(645		)	—			(645		)
Net cash used in discontinued operations - financing activities	—			—			(107		)	—			(107		)
Impact of exchange rate fluctuations on cash	—			44			(62		)	—			(18		)
Net decrease in cash and cash equivalents	(9,939		)	(4,581		)	(1,280		)	—			(15,800		)
CASH AND CASH EQUIVALENTS, beginning of period	19,461			5,422			78,741			—			103,624
CASH AND CASH EQUIVALENTS, end of period	$	9,522		$	841		$	77,461		$	—		$	87,824

Condensed Consolidating Statements of Cash Flows for the six months ended June 30, 2013
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net cash (used in) / generated from continuing operating activities	$	(45,760	)	$	222,511		$	(214,001	)	$	—		$	(37,250	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment	—			—			(14,808		)	—			(14,808		)
Disposal of property, plant and equipment	—			—			264			—			264
Intercompany investing receipts	502,771			9,323			—			(512,094		)	—
Intercompany investing payments	(474,252		)	(205,886		)	—			680,138			—
Net cash provided by / (used in) continuing investing activities	28,519			(196,563		)	(14,544		)	168,044			(14,544		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of Senior Debt	(310,322		)	—			—			—			(310,322		)
Debt transactions costs	(639		)	—			(146		)	—			(785		)
Change in restricted cash	20,467			—			—			—			20,467
Proceeds from credit facilities	—			—			377			—			377
Payment of credit facilities and capital leases	—			—			(876		)	—			(876		)
Issuance of common stock	157,116			—			—			—			157,116
Issuance of preferred stock	200,000			—			—			—			200,000
Equity issuance costs	(4,322		)	—			—			—			(4,322		)
Dividends paid to holders of noncontrolling interests	—			—			(184		)	—			(184		)
Intercompany financing receipts	—			474,252			205,886			(680,138		)	—
Intercompany financing payments				(502,771		)	(9,323		)	512,094			—
Net cash provided by / (used in) financing activities	62,300			(28,519		)	195,734			(168,044		)	61,471
Net cash used in discontinued operations - operating activities	—			—			(1,053		)	—			(1,053		)
Net cash provided by discontinued operations - financing activities	—			—			67			—			67
Impact of exchange rate fluctuations on cash	—			27			(3,504		)	—			(3,477		)
Net increase / (decrease) in cash and cash equivalents	45,059			(2,544		)	(37,301		)	—			5,214
CASH AND CASH EQUIVALENTS, beginning of period	9,372			2,836			126,471			—			138,679
CASH AND CASH EQUIVALENTS, end of period	$	54,431		$	292		$	89,170		$	—		$	143,893