Annual report pursuant to Section 13 and 15(d)

CONSOLIDATED STATEMENTS OF CASH FLOWS

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CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Operating activities      
Net income $ 171,420 $ 132,582 $ 149,663
Adjustments to reconcile net income to cash provided by operating activities:      
Depreciation 143,394 150,149 138,637
Amortization of intangible and other assets and unfavorable leases 4,281 4,300 4,871
Amortization of long-term prepaid rents 2,673 2,657 1,786
Amortization of debt issue costs 4,792 4,744 4,716
Amortization of deferred revenues, deferred lease incentives and other (9,343) (9,629) (6,968)
Amortization of bond discount 933 853 780
Amortization of accumulated other comprehensive loss related to terminated interest rate swap agreement 2,470 4,236 4,633
Fair value change in interest rate swap agreements not designated as hedges (808) (1,130)  
Impairment of long-lived assets 3,031 7,033 12,538
Share based awards compensation expense 15,070 9,692 8,352
(Gain) loss on sale of assets and other 12,168 7,754 (2,464)
Loss on contribution and sale of digital projection systems to DCIP   1,038 2,033
Loss on marketable securities - RealD   12,610  
Write-off of unamortized debt issue costs and accumulated other comprehensive loss related to early retirement of debt   4,945  
Deferred lease expenses 4,104 4,155 3,940
Deferred income tax expenses 5,280 21,676 (8,603)
Equity in (income) loss of affiliates (13,109) (5,651) 3,438
Tax benefit related to stock option exercises and restricted stock vestings   917 2,680
Distributions from equity investees 7,470 7,125 5,486
Changes in other assets and liabilities 41,379 31,145 (60,767)
Net cash provided by (used for) operating activities 395,205 391,201 264,751
Investing activities      
Additions to theatre properties and equipment (220,727) (184,819) (156,102)
Proceeds from sale of theatre properties and equipment and other 1,976 6,230 21,791
Investment in DCIP and other (1,480) (1,520) (1,756)
Net cash used for investing activities (234,311) (247,067) (136,067)
Financing Activities      
Proceeds from stock option exercises 459 444 7,914
Payroll taxes paid as a result of noncash stock option exercises and restricted stock withholdings (3,263) (494) (416)
Dividends paid to stockholders (96,367) (95,838) (84,502)
Retirement of senior subordinated notes     (181)
Proceeds from issuance of notes 400,000 200,000  
Payment of debt issue costs (18,453) (4,539) (8,858)
Proceeds from amended senior secured credit facility 700,000    
Repayment of former senior secured credit facility (898,955)    
Repayments of other long-term debt (9,711) (166,898) (11,853)
Payments on capital leases (9,451) (7,526) (7,327)
Purchases of non-controlling interests   (1,443) (888)
Other (835) (2,120) (539)
Net cash provided by (used for) financing activities 63,424 (78,414) (106,650)
Effect of exchange rates on cash and cash equivalents (3,062) (9,309) 5,027
Increase (decrease) in cash and cash equivalents 221,256 56,411 27,061
Cash and cash equivalents:      
Beginning of period 521,408 464,997 437,936
End of period 742,664 521,408 464,997
UNITED STATES
     
Investing activities      
Acquisition of theatres in the U.S. and theatres in Argentina (14,080)    
ARGENTINA
     
Investing activities      
Acquisition of theatres in the U.S. and theatres in Argentina   $ (66,958)