CONDENSED CONSOLIDATED FINANCIAL STATEMENTS | CONDENSED CONSOLIDATING FINANCIAL STATEMENTS The following Condensed Consolidating Financial Statements present the financial information required with respect to those entities which guarantee certain of the Company’s debt. The Condensed Consolidating Financial Statements are presented on the equity method. Under this method, the investments in subsidiaries are recorded at cost and adjusted for the Company’s share of the subsidiaries’ cumulative results of operations, capital contributions, distributions and other equity changes. The principal elimination entries eliminate investment in subsidiaries and intercompany balances and transactions. Guarantor and Nonguarantor Financial Statements The Senior Notes and the Senior Revolving Credit Facility are guaranteed, fully, unconditionally and jointly and severally, by certain of Owens Corning’s current and future wholly-owned material domestic subsidiaries that are borrowers or guarantors under the Credit Agreement, which permits changes to the named guarantors in certain situations (collectively, the “Guarantor Subsidiaries”). The remaining subsidiaries have not guaranteed the Senior Notes and the Senior Revolving Credit Facility (collectively, the “Non-Guarantor Subsidiaries”). OWENS CORNING AND SUBSIDIARIES CONSOLIDATING STATEMENT OF EARNINGS FOR THE THREE MONTHS ENDED MARCH 31, 2018 (in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated NET SALES $ — $ 1,172 $ 659 $ (140 ) $ 1,691 COST OF SALES 2 960 514 (140 ) 1,336 Gross margin (2 ) 212 145 — 355 OPERATING EXPENSES Marketing and administrative expenses 41 86 58 — 185 Science and technology expenses — 19 4 — 23 Other expenses, net 4 9 7 — 20 Total operating expenses 45 114 69 — 228 OPERATING INCOME (47 ) 98 76 — 127 Non-operating income (2 ) (1 ) (1 ) — (4 ) EARNINGS BEFORE INTEREST AND TAXES (45 ) 99 77 — 131 Interest expense, net 20 (1 ) 9 — 28 EARNINGS BEFORE TAXES (65 ) 100 68 — 103 Income tax expense (30 ) 25 16 — 11 Equity in net earnings of subsidiaries 127 52 — (179 ) — Equity in net earnings of affiliates — — — — — NET EARNINGS 92 127 52 (179 ) 92 Net earnings attributable to noncontrolling interests — — — — — NET EARNINGS ATTRIBUTABLE TO OWENS CORNING $ 92 $ 127 $ 52 $ (179 ) $ 92 OWENS CORNING AND SUBSIDIARIES CONSOLIDATING STATEMENT OF EARNINGS FOR THE THREE MONTHS ENDED MARCH 31, 2017 (in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated NET SALES $ — $ 1,094 $ 511 $ (127 ) $ 1,478 COST OF SALES 1 867 395 (127 ) 1,136 Gross margin (1 ) 227 116 — 342 OPERATING EXPENSES Marketing and administrative expenses 36 77 29 — 142 Science and technology expenses — 17 4 — 21 Other expenses, net (2 ) 10 3 — 11 Total operating expenses 34 104 36 — 174 OPERATING INCOME (35 ) 123 80 — 168 Non-operating income — (2 ) — — (2 ) EARNINGS BEFORE INTEREST AND TAXES (35 ) 125 80 — 170 Interest expense, net 23 — 3 — 26 EARNINGS BEFORE TAXES (58 ) 125 77 — 144 Income tax expense (28 ) 50 21 — 43 Equity in net earnings of subsidiaries 131 56 — (187 ) — Equity in net earnings of affiliates — — — — — NET EARNINGS 101 131 56 (187 ) 101 Net earnings attributable to noncontrolling interests — — — — — NET EARNINGS ATTRIBUTABLE TO OWENS CORNING $ 101 $ 131 $ 56 $ (187 ) $ 101 OWENS CORNING AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE EARNINGS FOR THE THREE MONTHS ENDED MARCH 31, 2018 (in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated NET EARNINGS $ 92 $ 127 $ 52 $ (179 ) $ 92 Currency translation adjustment (net of tax) (15 ) 1 4 (5 ) (15 ) Pension and other postretirement adjustment (net of tax) (2 ) (4 ) (1 ) 5 (2 ) Hedging adjustment (net of tax) 1 — — — 1 COMPREHENSIVE EARNINGS 76 124 55 (179 ) 76 Comprehensive earnings attributable to noncontrolling interests — — — — — COMPREHENSIVE EARNINGS ATTRIBUTABLE TO OWENS CORNING $ 76 $ 124 $ 55 $ (179 ) $ 76 OWENS CORNING AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE EARNINGS FOR THE THREE MONTHS ENDED MARCH 31, 2017 (in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated NET EARNINGS $ 101 $ 131 $ 56 $ (187 ) $ 101 Currency translation adjustment (net of tax) 36 1 36 (37 ) 36 Pension and other postretirement adjustment (net of tax) — (1 ) (2 ) 3 — Hedging adjustment (net of tax) (2 ) — — — (2 ) COMPREHENSIVE EARNINGS 135 131 90 (221 ) 135 Comprehensive earnings attributable to noncontrolling interests — — — — — COMPREHENSIVE EARNINGS ATTRIBUTABLE TO OWENS CORNING $ 135 $ 131 $ 90 $ (221 ) $ 135 OWENS CORNING AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET AS OF MARCH 31, 2018 (in millions) ASSETS Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated CURRENT ASSETS Cash and cash equivalents $ — $ 11 $ 129 $ — $ 140 Receivables, net — — 1,061 — 1,061 Due from affiliates — 3,089 — (3,089 ) — Inventories — 501 442 — 943 Other current assets 24 27 33 — 84 Total current assets 24 3,628 1,665 (3,089 ) 2,228 Investment in subsidiaries 8,891 2,095 — (10,986 ) — Property, plant and equipment, net 466 1,687 1,602 — 3,755 Goodwill and intangible assets, net — 2,376 1,522 (64 ) 3,834 Other non-current assets (22 ) 222 196 — 396 TOTAL ASSETS $ 9,359 $ 10,008 $ 4,985 $ (14,139 ) $ 10,213 LIABILITIES AND EQUITY CURRENT LIABILITIES Accounts and notes payable and other current liabilities $ 89 $ 726 $ 569 $ — $ 1,384 Due to affiliates 1,445 — 1,644 (3,089 ) — Total current liabilities 1,534 726 2,213 (3,089 ) 1,384 Long-term debt, net of current portion 3,489 10 263 — 3,762 Deferred income taxes — — 143 — 143 Other liabilities 238 381 228 (64 ) 783 OWENS CORNING STOCKHOLDERS’ EQUITY Total Owens Corning stockholders’ equity 4,098 8,891 2,095 (10,986 ) 4,098 Noncontrolling interests — — 43 — 43 Total equity 4,098 8,891 2,138 (10,986 ) 4,141 TOTAL LIABILITIES AND EQUITY $ 9,359 $ 10,008 $ 4,985 $ (14,139 ) $ 10,213 OWENS CORNING AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2017 (in millions) ASSETS Parent Guarantor Non- Eliminations Consolidated CURRENT ASSETS Cash and cash equivalents $ 137 $ 2 $ 107 $ — $ 246 Receivables, net — — 806 — 806 Due from affiliates — 3,403 — (3,403 ) — Inventories — 475 366 — 841 Other current assets 22 28 42 — 92 Total current assets 159 3,908 1,321 (3,403 ) 1,985 Investment in subsidiaries 8,777 2,040 — (10,817 ) — Property, plant and equipment, net 465 1,699 1,261 — 3,425 Goodwill and intangible assets, net — 2,383 553 (69 ) 2,867 Other non-current assets (24 ) 221 158 — 355 TOTAL ASSETS $ 9,377 $ 10,251 $ 3,293 $ (14,289 ) $ 8,632 LIABILITIES AND EQUITY CURRENT LIABILITIES Accounts and notes payable and other current liabilities $ 87 $ 1,083 $ 112 $ — $ 1,282 Due to affiliates 2,529 — 874 (3,403 ) — Total current liabilities 2,616 1,083 986 (3,403 ) 1,282 Long-term debt, net of current portion 2,378 10 17 — 2,405 Deferred income taxes — — 37 — 37 Other liabilities 221 381 171 (69 ) 704 OWENS CORNING STOCKHOLDERS’ EQUITY Total Owens Corning stockholders’ equity 4,162 8,777 2,040 (10,817 ) 4,162 Noncontrolling interests — — 42 — 42 Total equity 4,162 8,777 2,082 (10,817 ) 4,204 TOTAL LIABILITIES AND EQUITY $ 9,377 $ 10,251 $ 3,293 $ (14,289 ) $ 8,632 OWENS CORNING AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2018 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated NET CASH FLOW (USED FOR) PROVIDED BY OPERATING ACTIVITIES $ (22 ) $ (123 ) $ 55 $ — $ (90 ) NET CASH FLOW USED FOR INVESTING ACTIVITIES Cash paid for property, plant and equipment (1 ) (59 ) (41 ) — (101 ) Proceeds from the sale of assets or affiliates — — 14 — 14 Investment in subsidiaries and affiliates, net of cash acquired — — (1,121 ) — (1,121 ) Other 1 — — — 1 Net cash flow used for investing activities — (59 ) (1,148 ) — (1,207 ) NET CASH FLOW PROVIDED BY FINANCING ACTIVITIES Proceeds from long-term debt 389 — — — 389 Proceeds from senior revolving credit and receivables securitization facilities 276 — 289 — 565 Proceeds from term loan borrowing 600 — — — 600 Payments on senior revolving credit and receivables securitization facilities (155 ) — (42 ) — (197 ) Dividends paid (46 ) — — — (46 ) Purchases of treasury stock (111 ) — — — (111 ) Other intercompany loans (1,068 ) 191 877 — — Other 1 — — — 1 Net cash flow provided by financing activities (114 ) 191 1,124 — 1,201 Effect of exchange rate changes on cash — — (10 ) — (10 ) Net decrease in cash, cash equivalents and restricted cash (136 ) 9 21 — (106 ) Cash, cash equivalents and restricted cash at beginning of period 143 2 108 — 253 CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD $ 7 $ 11 $ 129 $ — $ 147 OWENS CORNING AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2017 (in millions) Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Eliminations Consolidated NET CASH FLOW (USED FOR) PROVIDED BY OPERATING ACTIVITIES $ (8 ) $ (52 ) $ 67 $ — $ 7 NET CASH FLOW USED FOR INVESTING ACTIVITIES Cash paid for property, plant and equipment — (52 ) (15 ) — (67 ) Investment in subsidiaries and affiliates, net of cash acquired — — — — — Other — — — — — Net cash flow used for investing activities — (52 ) (15 ) — (67 ) NET CASH FLOW PROVIDED BY FINANCING ACTIVITIES Proceeds from senior revolving credit and receivables securitization facilities — — 194 — 194 Payments on senior revolving credit and receivables securitization facilities — — (37 ) — (37 ) Dividends paid (45 ) — — — (45 ) Purchases of treasury stock (72 ) — — — (72 ) Other intercompany loans 122 50 (172 ) — — Other 3 — — — 3 Net cash flow provided by financing activities 8 50 (15 ) — 43 Effect of exchange rate changes on cash — — 6 — 6 Net decrease in cash, cash equivalents and restricted cash — (54 ) 43 — (11 ) Cash, cash equivalents and restricted cash at beginning of period 6 55 57 — 118 CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD $ 6 $ 1 $ 100 $ — $ 107 |