SELECTED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS | SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS The 2021 Notes and the 2022 Notes are fully and unconditionally guaranteed on a joint and several basis by the Guarantor Subsidiaries. The total assets, stockholders' equity, revenue, earnings and cash flows from operating activities of the Guarantor Subsidiaries exceeded a majority of the consolidated total of such items as of and for the periods reported. The only consolidated subsidiaries of the Company that are not guarantors of the 2021 Notes and the 2022 Notes (the “Non-Guarantor Subsidiaries”) are: (a) the receivables securitization special-purpose entity; and (b) the international operating subsidiaries. The following tables present condensed consolidating financial statements including the Company (the “Parent”), the Guarantor Subsidiaries, and the Non-Guarantor Subsidiaries. Such financial statements include summary Condensed Consolidating Balance Sheets as of June 30, 2015 and March 31, 2015 , Condensed Consolidating Statements of Comprehensive Income for the three months ended June 30, 2015 and 2014 , and Condensed Consolidating Statements of Cash Flows for the three months ended June 30, 2015 and 2014 . 12. SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS (Continued) SUMMARY CONDENSED CONSOLIDATING BALANCE SHEETS: June 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Current assets: Cash and cash equivalents $ 546 $ 270 $ 38,855 $ — $ 39,671 Trade and other receivables, net 5,188 224,339 318,279 — 547,806 Inventories — 1,367,198 93,568 — 1,460,766 Rotable assets — 34,767 16,033 — 50,800 Deferred income taxes — 109,997 — — 109,997 Prepaid expenses and other 5,420 10,912 6,935 — 23,267 Total current assets 11,154 1,747,483 473,670 — 2,232,307 Property and equipment, net 7,882 793,915 134,493 — 936,290 Goodwill and other intangible assets, net — 2,764,079 211,642 — 2,975,721 Other, net 13,372 71,883 23,432 — 108,687 Intercompany investments and advances 3,940,407 51,369 76,469 (4,068,245 ) — Total assets $ 3,972,815 $ 5,428,729 $ 919,706 $ (4,068,245 ) $ 6,253,005 Current liabilities: Current portion of long-term debt $ 21,372 $ 21,404 $ — $ — $ 42,776 Accounts payable 3,696 385,530 36,815 — 426,041 Accrued expenses 34,678 300,634 41,533 — 376,845 Total current liabilities 59,746 707,568 78,348 — 845,662 Long-term debt, less current portion 1,245,196 69,833 190,700 — 1,505,729 Intercompany advances 436,233 1,907,896 328,135 (2,672,264 ) — Accrued pension and other postretirement benefits, noncurrent 7,617 500,055 2,602 — 510,274 Deferred income taxes and other 8,406 1,101,537 65,779 — 1,175,722 Total stockholders’ equity 2,215,617 1,141,840 254,142 (1,395,981 ) 2,215,618 Total liabilities and stockholders’ equity $ 3,972,815 $ 5,428,729 $ 919,706 $ (4,068,245 ) $ 6,253,005 12. SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS (Continued) SUMMARY CONDENSED CONSOLIDATING BALANCE SHEETS: March 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Current assets: Cash and cash equivalents $ 620 $ 419 $ 31,578 $ — $ 32,617 Trade and other receivables, net 3,578 180,884 337,178 — 521,640 Inventories — 1,207,541 79,351 — 1,286,892 Rotable assets — 35,248 13,572 — 48,820 Deferred income taxes — 145,352 — — 145,352 Prepaid expenses and other 6,509 10,561 6,011 — 23,081 Total current assets 10,707 1,580,005 467,690 — 2,058,402 Property and equipment, net 8,209 807,574 135,455 — 951,238 Goodwill and other intangible assets, net — 2,776,487 204,709 — 2,981,196 Other, net 13,805 80,806 13,388 — 107,999 Intercompany investments and advances 4,062,058 81,540 63,897 (4,207,495 ) — Total assets $ 4,094,779 $ 5,326,412 $ 885,139 $ (4,207,495 ) $ 6,098,835 Current liabilities: Current portion of long-term debt $ 19,024 $ 23,231 $ — $ — $ 42,255 Accounts payable 8,919 382,143 38,072 — 429,134 Accrued expenses 38,275 326,594 46,902 — 411,771 Total current liabilities 66,218 731,968 84,974 — 883,160 Long-term debt, less current portion 1,155,299 71,046 100,000 — 1,326,345 Intercompany advances 719,525 1,769,564 407,722 (2,896,811 ) — Accrued pension and other postretirement benefits, noncurrent 7,517 527,741 3,123 — 538,381 Deferred income taxes and other 10,435 1,141,506 63,224 — 1,215,165 Total stockholders’ equity 2,135,785 1,084,587 226,096 (1,310,684 ) 2,135,784 Total liabilities and stockholders’ equity $ 4,094,779 $ 5,326,412 $ 885,139 $ (4,207,495 ) $ 6,098,835 12. SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS (Continued) CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME: Three Months Ended June 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ 885,443 $ 86,137 $ (11,942 ) $ 959,638 Operating costs and expenses: Cost of sales — 672,310 71,726 (11,942 ) 732,094 Selling, general and administrative 13,151 52,439 7,691 — 73,281 Depreciation and amortization 399 35,042 8,093 — 43,534 Curtailment charge 2,863 — — — 2,863 16,413 759,791 87,510 (11,942 ) 851,772 Operating (loss) income (16,413 ) 125,652 (1,373 ) — 107,866 Intercompany interest and charges (53,590 ) 51,511 2,079 — — Interest expense and other 14,517 2,890 709 — 18,116 Income before income taxes 22,660 71,251 (4,161 ) — 89,750 Income tax (benefit) expense (13 ) 26,395 636 — 27,018 Net income (loss) 22,673 44,856 (4,797 ) — 62,732 Other comprehensive income 1,019 6,836 10,933 — 18,788 Total comprehensive income $ 23,692 $ 51,692 $ 6,136 $ — $ 81,520 12. SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS (Continued) CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME: Three Months Ended June 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ 842,294 $ 56,593 $ (1,982 ) $ 896,905 Operating costs and expenses: Cost of sales — 637,887 48,911 (1,982 ) 684,816 Selling, general and administrative 10,171 48,384 7,155 — 65,710 Depreciation and amortization 637 34,063 2,851 — 37,551 Relocation costs — 2,997 — — 2,997 Gain on legal settlement, net of expenses (134,693 ) — — — (134,693 ) (123,885 ) 723,331 58,917 (1,982 ) 656,381 Operating income (loss) 123,885 118,963 (2,324 ) — 240,524 Intercompany interest and charges (53,289 ) 51,529 1,760 — — Interest expense and other 41,283 2,155 (1,078 ) — 42,360 Income before income taxes 135,891 65,279 (3,006 ) — 198,164 Income tax expense 46,185 25,075 (1,339 ) — 69,921 Net income (loss) 89,706 40,204 (1,667 ) — 128,243 Other comprehensive loss (1,541 ) (1,533 ) 7,353 — 4,279 Total comprehensive income $ 88,165 $ 38,671 $ 5,686 $ — $ 132,522 12. SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS (Continued) CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS: Three Months Ended June 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Net income $ 22,673 $ 44,856 $ (4,797 ) $ — $ 62,732 Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities (13,821 ) (207,408 ) 11,497 (1,390 ) (211,122 ) Net cash provided by (used in) operating activities 8,852 (162,552 ) 6,700 (1,390 ) (148,390 ) Capital expenditures (257 ) (15,286 ) (2,473 ) — (18,016 ) Proceeds from sale of assets — 402 152 — 554 Acquisitions, net of cash acquired — 14 (6,000 ) — (5,986 ) Net cash used in investing activities (257 ) (14,870 ) (8,321 ) — (23,448 ) Net increase in revolving credit facility 96,541 — — — 96,541 Proceeds on issuance of debt — 2,632 96,300 — 98,932 Retirements and repayments of debt (4,754 ) (5,672 ) (5,600 ) — (16,026 ) Payments of deferred financing costs (71 ) — — — (71 ) Dividends paid (1,971 ) — — — (1,971 ) Repayment of governmental grant — — (82 ) — (82 ) Repurchase of restricted shares for minimum tax obligation (96 ) — — — (96 ) Intercompany financing and advances (98,318 ) 180,313 (83,385 ) 1,390 — Net cash (used in) provided by financing activities (8,669 ) 177,273 7,233 1,390 177,227 Effect of exchange rate changes on cash — — 1,665 — 1,665 Net change in cash and cash equivalents (74 ) (149 ) 7,277 — 7,054 Cash and cash equivalents at beginning of period 620 419 31,578 — 32,617 Cash and cash equivalents at end of period $ 546 $ 270 $ 38,855 $ — $ 39,671 12. SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS (Continued) CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS: Three Months Ended June 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Net income (loss) $ 89,706 $ 40,204 $ (1,667 ) $ — $ 128,243 Adjustments to reconcile net income to net cash provided by (used in) operating activities (389,152 ) 150,053 7,792 51,012 (180,295 ) Net cash provided by (used in) operating activities (299,446 ) 190,257 6,125 51,012 (52,052 ) Capital expenditures (123 ) (21,876 ) (1,078 ) — (23,077 ) Proceeds from sale of assets — 599 52 — 651 Acquisitions, net of cash acquired — — (60,901 ) — (60,901 ) Net cash used in investing activities (123 ) (21,277 ) (61,927 ) — (83,327 ) Net increase in revolving credit facility 259,534 — — — 259,534 Proceeds on issuance of debt 300,000 10,905 12,600 — 323,505 Retirements and repayments of debt (374,260 ) (5,563 ) (10,400 ) — (390,223 ) Purchase of common stock (51,043 ) — — — (51,043 ) Payments of deferred financing costs (5,194 ) — — — (5,194 ) Dividends paid (2,056 ) — — — (2,056 ) Withholding of restricted shares for minimum tax obligation (673 ) — — — (673 ) Repayment of government grant — (3,198 ) — — (3,198 ) Proceeds from exercise of stock options, including excess tax benefit 356 — — — 356 Intercompany financing and advances 170,706 (170,642 ) 50,948 (51,012 ) — Net cash (used in) provided by financing activities 297,370 (168,498 ) 53,148 (51,012 ) 131,008 Effect of exchange rate changes on cash — — 838 — 838 Net change in cash and cash equivalents (2,199 ) 482 (1,816 ) — (3,533 ) Cash and cash equivalents at beginning of period 2,820 1,149 25,029 — 28,998 Cash and cash equivalents at end of period $ 621 $ 1,631 $ 23,213 $ — $ 25,465 |