10. MANAGEMENT’S DISCUSSION AND ANALYSIS OF KLC’s PRO FORMA RESULTS OF OPERATIONS In January 2005, KLC acquired KinderCare and incurred $540 million of term debt (the “Acquisition Term Debt") and $250 million of subordinated bridge debt to finance the acquisition. At the time of the KinderCare acquisition, KinderCare had approximately $300 million of nonrecourse mortgage debt outstanding (the “KinderCare CMBS Debt"). KLC refinanced the bridge debt in February 2005 with $260 million of 7-3/4% senior subordinated notes due 2015 (the “Notes”). In November 2005, KLC completed a transaction (the “Real Estate Transaction") in which KLC divided its business, with substantially all of its real estate owned by special purpose subsidiaries (collectively, KLC PropCo)} and all of its customer contracts and operations remaining at KLC and certain other subsidiaries (collectively, KLC OpCo). Management believes that this division represents the best way to analyze the business going forward. In connection with the Real Estate Transaction, KLC PropCo entities incurred $650 million of mortgage debt, $50 million of senior mezzanine debt and $150 million of junior mezzanine debt, which indebtedness is nonrecourse to KLC OpCo, the proceeds of which were primarily used to repay the Acquisition Term Debt and the KinderCare CMBS Debt, and KLC PropCo leased its owned centers back to KLC OpCo. See “KLC: Management's Discussion and Analysis of Financial Condition and Results of Gperations for the Fiscal Years Ended 2005, 2004 and 2003” in Appendix B, “KLC: Management's Discussion and Analysis of Financial Condition and Results of Operations for the Quarterly Period Ended April 1, 2006” in Appendix C, "KLC: Management's Discussion and Analysis of Financial Condition and Results of Operations for the Quarterly Period Ended July 1, 2006" in Appendix D and Notes 11 and 21 to KLC's Financial Statements in Appendix E. The discussion below presents the pro forma results of consolidated KLC (KLC O