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 foreign 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, 2016 and March 31, 2016 , Condensed Consolidating Statements of Comprehensive Income for the three months ended June 30, 2016 and 2015 , and Condensed Consolidating Statements of Cash Flows for the three months ended June 30, 2016 and 2015 . 12. SELECTED CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PARENT, GUARANTORS AND NON-GUARANTORS (Continued) SUMMARY CONDENSED CONSOLIDATING BALANCE SHEETS: June 30, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Current assets: Cash and cash equivalents $ 617 $ 806 $ 29,876 $ — $ 31,299 Trade and other receivables, net 2,801 114,446 270,872 — 388,119 Inventories — 1,232,020 123,134 — 1,355,154 Prepaid expenses and other 5,173 11,487 8,980 — 25,640 Total current assets 8,591 1,358,759 432,862 — 1,800,212 Property and equipment, net 7,029 730,404 130,296 — 867,729 Goodwill and other intangible assets, net — 1,883,835 186,508 — 2,070,343 Other, net 16,348 71,135 20,640 — 108,123 Intercompany investments and advances 2,484,939 81,540 82,432 (2,648,911 ) — Total assets $ 2,516,907 $ 4,125,673 $ 852,738 $ (2,648,911 ) $ 4,846,407 Current liabilities: Current portion of long-term debt $ 33,393 $ 13,694 $ — $ — $ 47,087 Accounts payable 7,647 374,596 48,820 — 431,063 Accrued expenses 40,538 530,910 34,920 — 606,368 Total current liabilities 81,578 919,200 83,740 — 1,084,518 Long-term debt, less current portion 1,277,630 59,595 155,100 — 1,492,325 Intercompany advances 200,845 2,111,492 357,239 (2,669,576 ) — Accrued pension and other postretirement benefits, noncurrent 7,564 632,402 2,488 — 642,454 Deferred income taxes and other 11,356 628,440 49,380 — 689,176 Total stockholders’ equity 937,934 (225,456 ) 204,791 20,665 937,934 Total liabilities and stockholders’ equity $ 2,516,907 $ 4,125,673 $ 852,738 $ (2,648,911 ) $ 4,846,407 SUMMARY CONDENSED CONSOLIDATING BALANCE SHEETS: March 31, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Current assets: Cash and cash equivalents $ 1,544 $ 201 $ 19,239 $ — $ 20,984 Trade and other receivables, net 2,057 127,968 314,183 — 444,208 Inventories — 1,127,275 108,915 — 1,236,190 Prepaid expenses and other 6,524 26,433 8,302 — 41,259 Total current assets 10,125 1,281,877 450,639 — 1,742,641 Property and equipment, net 7,324 746,455 135,955 — 889,734 Goodwill and other intangible assets, net — 1,898,401 195,465 — 2,093,866 Other, net 11,878 76,262 20,712 — 108,852 Intercompany investments and advances 2,301,054 81,540 82,930 (2,465,524 ) — Total assets $ 2,330,381 $ 4,084,535 $ 885,701 $ (2,465,524 ) $ 4,835,093 Current liabilities: Current portion of long-term debt $ 28,473 $ 13,968 $ — $ — $ 42,441 Accounts payable 11,154 346,602 52,469 — 410,225 Accrued expenses 44,856 599,921 38,431 — 683,208 Total current liabilities 84,483 960,491 90,900 — 1,135,874 Long-term debt, less current portion 1,120,570 63,009 191,300 — 1,374,879 Intercompany advances 171,480 1,972,729 330,176 (2,474,385 ) — Accrued pension and other postretirement benefits, noncurrent 7,315 654,201 3,148 — 664,664 Deferred income taxes and other 11,589 658,873 54,270 — 724,732 Total stockholders’ equity 934,944 (224,768 ) 215,907 8,861 934,944 Total liabilities and stockholders’ equity $ 2,330,381 $ 4,084,535 $ 885,701 $ (2,465,524 ) $ 4,835,093 CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME: For the Three Months Ended June 30, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ 817,345 $ 94,651 $ (18,743 ) $ 893,253 Operating costs and expenses: Cost of sales — 668,539 76,592 (18,743 ) 726,388 Selling, general and administrative 14,444 45,907 7,675 — 68,026 Depreciation and amortization 383 40,766 4,313 — 45,462 Restructuring 1,860 4,791 — — 6,651 16,687 760,003 88,580 (18,743 ) 846,527 Operating (loss) income (16,687 ) 57,342 6,071 — 46,726 Intercompany interest and charges (51,564 ) 49,173 2,391 — — Interest expense and other 17,375 2,282 (1,531 ) — 18,126 Income before income taxes 17,502 5,887 5,211 — 28,600 Income tax expense 2,050 5,289 1,527 — 8,866 Net income 15,452 598 3,684 — 19,734 Other comprehensive loss (566 ) (1,572 ) (14,797 ) — (16,935 ) Total comprehensive income (loss) $ 14,886 $ (974 ) $ (11,113 ) $ — $ 2,799 CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME: For the 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 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS: For the Three Months Ended June 30, 2016 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Total Net income $ 15,452 $ 598 $ 3,684 $ — $ 19,734 Adjustments to reconcile net income to net cash provided by (used in) operating activities (2,131 ) (121,953 ) 19,688 627 (103,769 ) Net cash provided by (used in) operating activities 13,321 (121,355 ) 23,372 627 (84,035 ) Capital expenditures (130 ) (8,961 ) (3,632 ) — (12,723 ) Proceeds from sale of assets — 108 840 — 948 Acquisitions, net of cash acquired — 9 — — 9 Net cash used in investing activities (130 ) (8,844 ) (2,792 ) — (11,766 ) Net increase in revolving credit facility 174,091 — — — 174,091 Retirements and repayments of debt (7,102 ) (3,687 ) (36,200 ) — (46,989 ) Payments of deferred financing costs (10,689 ) — — — (10,689 ) Dividends paid (1,981 ) — — — (1,981 ) Repayment of governmental grant — (7,285 ) — — (7,285 ) Repurchase of restricted shares for minimum tax obligation (171 ) — — — (171 ) Intercompany financing and advances (168,266 ) 141,776 27,117 (627 ) — Net cash (used in) provided by financing activities (14,118 ) 130,804 (9,083 ) (627 ) 106,976 Effect of exchange rate changes on cash — — (860 ) — (860 ) Net change in cash and cash equivalents (927 ) 605 10,637 — 10,315 Cash and cash equivalents at beginning of period 1,544 201 19,239 — 20,984 Cash and cash equivalents at end of period $ 617 $ 806 $ 29,876 $ — $ 31,299 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS: For the 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 ) Repurchase of restricted shares for minimum tax obligation (96 ) — — — (96 ) Repayment of government grant — — (82 ) — (82 ) 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 |