Guarantor Disclosures | Guarantor Disclosures The Company's payment obligations under the 3.60% senior notes due 2022 are fully and unconditionally guaranteed by each of its current and future domestic subsidiaries that guarantee other debt of the Company or of another guarantor of the 3.60% senior notes due 2022 in excess of $5,000 (the "Guarantor Subsidiaries"). In October 2016, the Company executed a Joinder Agreement with the Administrative Agent of the Credit Agreement, whereby certain subsidiaries of the Company were added as Guarantor Subsidiaries. Each Guarantor Subsidiary is 100% owned by Westlake Chemical Corporation (the " 100% Owned Guarantor Subsidiaries"). These guarantees are the joint and several obligations of the Guarantor Subsidiaries. The following condensed consolidating financial information presents the financial condition, results of operations and cash flows of Westlake Chemical Corporation, the 100% owned Guarantor Subsidiaries and the remaining subsidiaries that do not guarantee the 3.60% senior notes due 2022 and the Credit Agreement (the "Non-Guarantor Subsidiaries"), together with consolidating eliminations necessary to present the Company's results on a consolidated basis. In August 2016, certain of the Company's subsidiary guarantors were released from their guarantees of the Company's 3.60% senior notes due 2022 in connection with the replacement of the Company's revolving credit facility. Westlake Chemical OpCo LP, which was previously separately presented as a less than 100% owned guarantor, and certain of the Company's other 100% owned subsidiaries that were previously presented as guarantors, are now reflected as Non-Guarantor Subsidiaries in the condensed consolidating guarantor financial information. Prior periods were retrospectively adjusted to conform to the current presentation of Guarantor Subsidiaries and Non-Guarantor Subsidiaries. ondensed Consolidating Financial Information as of December 31, 2016 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Balance Sheet Current assets Cash and cash equivalents $ 146,990 $ 53,006 $ 259,457 $ — $ 459,453 Accounts receivable, net 2,117,540 3,329,871 323,931 (4,832,599 ) 938,743 Inventories — 597,819 203,281 — 801,100 Prepaid expenses and other current assets 30,748 41,755 12,494 (36,504 ) 48,493 Restricted cash — — 160,527 — 160,527 Total current assets 2,295,278 4,022,451 959,690 (4,869,103 ) 2,408,316 Property, plant and equipment, net — 4,475,943 1,944,119 — 6,420,062 Other assets, net 9,170,042 2,264,597 1,484,871 (10,857,635 ) 2,061,875 Total assets $ 11,465,320 $ 10,762,991 $ 4,388,680 $ (15,726,738 ) $ 10,890,253 Current liabilities Accounts and notes payable $ 4,330,375 $ 748,364 $ 225,300 $ (4,807,780 ) $ 496,259 Accrued liabilities 26,367 389,216 183,223 (61,323 ) 537,483 Term loan — — 149,341 — 149,341 Total current liabilities 4,356,742 1,137,580 557,864 (4,869,103 ) 1,183,083 Long-term debt 3,584,949 4,090,775 — (3,997,070 ) 3,678,654 Deferred income taxes — 1,581,260 91,809 (22,494 ) 1,650,575 Pension and other liabilities — 360,622 125,274 — 485,896 Total liabilities 7,941,691 7,170,237 774,947 (8,888,667 ) 6,998,208 Total Westlake Chemical Corporation stockholders' equity 3,523,629 3,592,754 3,245,317 (6,838,071 ) 3,523,629 Noncontrolling interests — — 368,416 — 368,416 Total equity 3,523,629 3,592,754 3,613,733 (6,838,071 ) 3,892,045 Total liabilities and equity $ 11,465,320 $ 10,762,991 $ 4,388,680 $ (15,726,738 ) $ 10,890,253 Condensed Consolidating Financial Information as of December 31, 2015 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Balance Sheet Current assets Cash and cash equivalents $ 303,131 $ 6,818 $ 352,576 $ — $ 662,525 Marketable securities 520,144 — — — 520,144 Accounts receivable, net 10,943 2,474,963 190,384 (2,167,758 ) 508,532 Inventories — 287,114 146,946 — 434,060 Prepaid expenses and other current assets 2,201 10,186 4,981 (2,879 ) 14,489 Deferred income taxes 702 28,325 6,412 — 35,439 Total current assets 837,121 2,807,406 701,299 (2,170,637 ) 2,175,189 Property, plant and equipment, net — 1,476,642 1,527,425 — 3,004,067 Other assets, net 5,003,096 914,823 1,442,436 (6,970,326 ) 390,029 Total assets $ 5,840,217 $ 5,198,871 $ 3,671,160 $ (9,140,963 ) $ 5,569,285 Current liabilities Accounts payable $ 1,817,963 $ 374,468 $ 185,931 $ (2,143,033 ) $ 235,329 Accrued liabilities 9,117 163,167 142,633 (27,604 ) 287,313 Total current liabilities 1,827,080 537,635 328,564 (2,170,637 ) 522,642 Long-term debt 747,259 744,405 — (733,516 ) 758,148 Deferred income taxes — 513,692 68,478 (6,567 ) 575,603 Pension and other liabilities — 49,202 101,759 — 150,961 Total liabilities 2,574,339 1,844,934 498,801 (2,910,720 ) 2,007,354 Total Westlake Chemical Corporation stockholders' equity 3,265,878 3,353,937 2,876,306 (6,230,243 ) 3,265,878 Noncontrolling interests — — 296,053 — 296,053 Total equity 3,265,878 3,353,937 3,172,359 (6,230,243 ) 3,561,931 Total liabilities and equity $ 5,840,217 $ 5,198,871 $ 3,671,160 $ (9,140,963 ) $ 5,569,285 Condensed Consolidating Financial Information for the Year Ended December 31, 2016 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Statement of Operations Net sales $ — $ 4,009,891 $ 2,444,878 $ (1,379,313 ) $ 5,075,456 Cost of sales — 3,532,638 1,919,598 (1,357,342 ) 4,094,894 Gross profit — 477,253 525,280 (21,971 ) 980,562 Selling, general and administrative expenses 3,488 204,353 109,566 (21,971 ) 295,436 Transaction and integration-related costs — 103,226 446 — 103,672 (Loss) income from operations (3,488 ) 169,674 415,268 — 581,454 Interest expense (82,908 ) (75,907 ) (2,578 ) 81,920 (79,473 ) Other income (expense), net 77,151 (14,247 ) 75,414 (81,920 ) 56,398 (Loss) income before income taxes (9,245 ) 79,520 488,104 — 558,379 (Benefit from) provision for income taxes (8,047 ) 115,457 31,110 — 138,520 Equity in net income of subsidiaries 400,057 — — (400,057 ) — Net income (loss) 398,859 (35,937 ) 456,994 (400,057 ) 419,859 Net income attributable to noncontrolling interests — — 21,000 — 21,000 Net income (loss) attributable to Westlake Chemical Corporation $ 398,859 $ (35,937 ) $ 435,994 $ (400,057 ) $ 398,859 Comprehensive income (loss) attributable to Westlake Chemical Corporation $ 406,845 $ 11,695 $ 395,682 $ (407,377 ) $ 406,845 Condensed Consolidating Financial Information for the Year Ended December 31, 2015 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Statement of Operations Net sales $ — $ 3,557,806 $ 2,286,407 $ (1,380,877 ) $ 4,463,336 Cost of sales — 2,842,466 1,796,734 (1,361,055 ) 3,278,145 Gross profit — 715,340 489,673 (19,822 ) 1,185,191 Selling, general and administrative expenses 2,478 150,968 91,740 (19,822 ) 225,364 (Loss) income from operations (2,478 ) 564,372 397,933 — 959,827 Interest expense (42,197 ) (34,667 ) — 42,208 (34,656 ) Other income (expense), net 19,614 5,576 55,288 (42,208 ) 38,270 (Loss) income before income taxes (25,061 ) 535,281 453,221 — 963,441 Provision for (benefit from) income taxes (7,237 ) 275,687 29,946 — 298,396 Equity in net income of subsidiaries 663,834 — — (663,834 ) — Net income (loss) 646,010 259,594 423,275 (663,834 ) 665,045 Net income attributable to noncontrolling interests — — 19,035 — 19,035 Net income (loss) attributable to Westlake Chemical Corporation $ 646,010 $ 259,594 $ 404,240 $ (663,834 ) $ 646,010 Comprehensive income attributable to Westlake Chemical Corporation $ 596,151 $ 261,392 $ 334,447 $ (595,839 ) $ 596,151 Condensed Consolidating Financial Information for the Year Ended December 31, 2014 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Statement of Operations Net sales $ — $ 3,617,627 $ 2,492,099 $ (1,694,376 ) $ 4,415,350 Cost of sales — 3,056,659 1,714,415 (1,673,074 ) 3,098,000 Gross profit — 560,968 777,684 (21,302 ) 1,317,350 Selling, general and administrative expenses 2,082 121,182 81,783 (21,302 ) 183,745 Transaction and integration-related costs — 7,411 2,203 — 9,614 (Loss) income from operations (2,082 ) 432,375 693,698 — 1,123,991 Interest expense (39,763 ) (26,218 ) — 28,629 (37,352 ) Other income (expense), net 21,001 (4,278 ) 9,185 (28,629 ) (2,721 ) (Loss) income before income taxes (20,844 ) 401,879 702,883 — 1,083,918 (Benefit from) provision for income taxes 248 192,659 205,995 — 398,902 Equity in net income of subsidiaries 699,615 — — (699,615 ) — Net income (loss) 678,523 209,220 496,888 (699,615 ) 685,016 Net income attributable to noncontrolling interests — — 6,493 — 6,493 Net income (loss) attributable to Westlake Chemical Corporation $ 678,523 $ 209,220 $ 490,395 $ (699,615 ) $ 678,523 Comprehensive income attributable to Westlake Chemical Corporation $ 601,706 $ 203,428 $ 419,313 $ (622,741 ) $ 601,706 Condensed Consolidating Financial Information for the Year Ended December 31, 2016 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Statement of Cash Flows Cash flows from operating activities Net income (loss) $ 398,859 $ (35,937 ) $ 456,994 $ (400,057 ) $ 419,859 Adjustments to reconcile net income to net cash (used for) provided by operating activities Depreciation and amortization — 216,374 161,292 — 377,666 Deferred income taxes 1,214 103,315 (3,852 ) — 100,677 Net changes in working capital and other (437,148 ) 90,183 (117,442 ) 400,057 (64,350 ) Net cash (used for) provided by operating activities (37,075 ) 373,935 496,992 — 833,852 Cash flows from investing activities Acquisition of business, net of cash acquired — (2,502,018 ) 64,189 — (2,437,829 ) Additions to cost method investments — (17,000 ) — — (17,000 ) Additions to property, plant and equipment — (274,564 ) (353,919 ) — (628,483 ) Proceeds from disposition of assets — 1,037 170 — 1,207 Proceeds from sales and maturities of securities 658,338 — 4,600 — 662,938 Purchase of securities (138,422 ) — — — (138,422 ) Settlements of derivative instruments — (5,211 ) — — (5,211 ) Net cash provided by (used for) investing activities 519,916 (2,797,756 ) (284,960 ) — (2,562,800 ) Cash flows from financing activities Intercompany financing (2,199,148 ) 2,207,119 (7,971 ) — — Capitalized debt issuance costs (34,183 ) — (1,590 ) — (35,773 ) Dividends paid (96,560 ) — — — (96,560 ) Distributions paid — 262,890 (279,527 ) — (16,637 ) Proceeds from debt issuance 1,428,512 — — 1,428,512 Proceeds from exercise of stock options 2,179 — — — 2,179 Proceeds from issuance of notes payable — — 8,324 — 8,324 Proceeds from term loan and drawdown of revolver 450,000 — 150,000 — 600,000 Restricted cash associated with term loan — — (154,000 ) — (154,000 ) Repayment of debt — — (13,046 ) — (13,046 ) Repayment of revolver (125,000 ) — — — (125,000 ) Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Repurchase of common stock for treasury $ (67,406 ) $ — $ — $ — $ (67,406 ) Windfall tax benefits from share-based payment arrangements 2,624 — — — 2,624 Net cash (used for) provided by financing activities (638,982 ) 2,470,009 (297,810 ) — 1,533,217 Effect of exchange rate changes on cash and cash equivalents — — (7,341 ) — (7,341 ) Net (decrease) increase in cash and cash equivalents (156,141 ) 46,188 (93,119 ) — (203,072 ) Cash and cash equivalents at beginning of the year 303,131 6,818 352,576 — 662,525 Cash and cash equivalents at end of the year $ 146,990 $ 53,006 $ 259,457 $ — $ 459,453 Condensed Consolidating Financial Information for the Year Ended December 31, 2015 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Statement of Cash Flows Cash flows from operating activities Net income (loss) $ 646,010 $ 259,594 $ 423,275 $ (663,834 ) $ 665,045 Adjustments to reconcile net income to net cash (used for) provided by operating activities Depreciation and amortization — 113,575 132,182 — 245,757 Deferred income taxes (285 ) 38,680 1,389 — 39,784 Net changes in working capital and other (658,773 ) 93,633 29,556 663,834 128,250 Net cash (used for) provided by operating activities (13,048 ) 505,482 586,402 — 1,078,836 Cash flows from investing activities Acquisition of business, net of cash acquired — — 15,782 — 15,782 Additions to property, plant and equipment — (215,405 ) (276,021 ) — (491,426 ) Proceeds from disposition of assets — 18 31 — 49 Proceeds from disposition of equity method investment — 27,865 — — 27,865 Proceeds from sales and maturities of securities 48,900 — — — 48,900 Purchase of securities (556,211 ) (48,887 ) — — (605,098 ) Settlements of derivative instruments — (2,248 ) — — (2,248 ) Net cash (used for) provided by investing activities (507,311 ) (238,657 ) (260,208 ) — (1,006,176 ) Cash flows from financing activities Intercompany financing 418,844 (590,114 ) 171,270 — — Dividends paid (91,551 ) — — — (91,551 ) Distributions paid — 327,060 (341,916 ) — (14,856 ) Proceeds from exercise of stock options 1,063 — — — 1,063 Proceeds from issuance of notes payable — — 52,960 — 52,960 Repayment of notes payable — — (73,615 ) — (73,615 ) Repurchase of common stock for treasury (162,459 ) — — — (162,459 ) Windfall tax benefits from share-based payment arrangements 1,646 — — — 1,646 Net cash provided by (used for) financing activities $ 167,543 $ (263,054 ) $ (191,301 ) $ — $ (286,812 ) Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Effect of exchange rate changes on cash and cash equivalents $ — $ — $ (3,924 ) $ — $ (3,924 ) Net increase (decrease) in cash and cash equivalents (352,816 ) 3,771 130,969 — (218,076 ) Cash and cash equivalents at beginning of the year 655,947 3,047 221,607 — 880,601 Cash and cash equivalents at end of the year $ 303,131 $ 6,818 $ 352,576 $ — $ 662,525 Condensed Consolidating Financial Information for the Year Ended December 31, 2014 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Statement of Cash Flows Cash flows from operating activities Net income (loss) $ 678,523 $ 209,220 $ 496,888 $ (699,615 ) $ 685,016 Adjustments to reconcile net income (loss) to net cash (used for) provided by operating activities Depreciation and amortization — 101,779 106,707 — 208,486 Deferred income taxes (288 ) 47,692 11,563 — 58,967 Net changes in working capital and other (704,370 ) (560,996 ) 645,658 699,615 79,907 Net cash (used for) provided by operating activities (26,135 ) (202,305 ) 1,260,816 — 1,032,376 Cash flows from investing activities Acquisition of business — — (611,087 ) — (611,087 ) Additions to property, plant and equipment — (209,111 ) (221,993 ) — (431,104 ) Proceeds from disposition of assets — 180 1 — 181 Proceeds from repayment of loan to affiliate — — 45,923 — 45,923 Proceeds from sales and maturities of securities 342,045 — — — 342,045 Purchase of securities (117,332 ) — — — (117,332 ) Settlements of derivative instruments — (1,698 ) (133 ) — (1,831 ) Net cash used for investing activities 224,713 (210,629 ) (787,289 ) — (773,205 ) Cash flows from financing activities Intercompany financing 155,665 (244,122 ) 88,457 — — Net distributions prior to Westlake Partners initial public offering — 448,101 (448,101 ) — — Capitalized debt issuance costs (1,186 ) — — — (1,186 ) Dividends paid (77,656 ) 151,729 (151,729 ) — (77,656 ) Distributions paid — 54,060 (56,264 ) — (2,204 ) Net proceeds from issuance of Westlake Partners common units — — 286,088 — 286,088 Proceeds from exercise of stock options 5,524 — — — 5,524 Repurchase of common stock for treasury (52,630 ) — — — (52,630 ) Windfall tax benefits from share-based payment arrangements 6,704 — — — 6,704 Net cash provided (used for) by financing activities $ 36,421 $ 409,768 $ (281,549 ) $ — $ 164,640 Westlake Chemical Corporation 100% Owned Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Effect of exchange rate changes on cash and cash equivalents $ — $ — $ (4,511 ) $ — $ (4,511 ) Net (decrease) increase in cash and cash equivalents 234,999 (3,166 ) 187,467 — 419,300 Cash and cash equivalents at beginning of the year 420,948 6,213 34,140 — 461,301 Cash and cash equivalents at end of the year $ 655,947 $ 3,047 $ 221,607 $ — $ 880,601 |