Supplemental Guarantor Financial Information | NOTE 16. _________________ SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION The following information is presented as required under Rule 3-10 of Regulation S-X, in connection with the Company’s issuance of debt securities that are fully and unconditionally guaranteed by Domtar Paper Company, LLC, a 100% owned subsidiary of the Company, Domtar Industries LLC (and subsidiaries, excluding Domtar Funding LLC), Ariva Distribution Inc., Domtar Delaware Investments Inc., Domtar Delaware Holdings, LLC, Domtar A.W. LLC (and subsidiary), Domtar AI Inc., Attends Healthcare Products Inc., EAM Corporation, Domtar Personal Care Absorbent Hygiene Inc, and Associated Hygienic Products LLC., all 100% owned subsidiaries of the Company (“Guarantor Subsidiaries”), on a joint and several basis. The Guaranteed Debt will not be guaranteed by certain of Domtar’s own 100% owned subsidiaries; including Domtar Delaware Holdings Inc. and its foreign subsidiaries, including Attends Healthcare Limited, Domtar Inc. and Laboratorios Indas. S.A.U., (collectively the “Non-Guarantor Subsidiaries”). The subsidiary’s guarantee may be released in certain customary circumstances, such as if the subsidiary is sold or sells all of its assets, if the subsidiary’s guarantee of the Credit Agreement is terminated or released and if the requirements for legal defeasance to discharge the indenture have been satisfied. The following supplemental condensed consolidating financial information sets forth, on an unconsolidated basis, the Balance Sheets at June 30, 2016 and December 31, 2015, the Statements of Earnings and Comprehensive Income (Loss) and Cash Flows for the three and six months ended June 30, 2016 and 2015 for Domtar Corporation (the “Parent”), and on a combined basis for the Guarantor Subsidiaries and, on a combined basis, the Non-Guarantor Subsidiaries. The supplemental condensed consolidating financial information reflects the investments of the Parent in the Guarantor Subsidiaries, as well as the investments of the Guarantor Subsidiaries in the Non-Guarantor Subsidiaries, using the equity method. For the three months ended June 30, 2016 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS (LOSS) Guarantor Guarantor Consolidating AND COMPREHENSIVE INCOME (LOSS) Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 1,040 498 (271 ) 1,267 Operating expenses Cost of sales, excluding depreciation and amortization — 874 410 (271 ) 1,013 Depreciation and amortization — 63 24 — 87 Selling, general and administrative 2 25 77 — 104 Impairment of property, plant and equipment — 3 — — 3 Closure and restructuring costs — 21 — — 21 Other operating loss (income), net 1 (1 ) — — — 3 985 511 (271 ) 1,228 Operating (loss) income (3 ) 55 (13 ) — 39 Interest expense (income), net 16 7 (8 ) — 15 (Loss) earnings before income taxes (19 ) 48 (5 ) — 24 Income tax (benefit) expense (5 ) 12 (1 ) — 6 Share in earnings of equity accounted investees 32 (4 ) — (28 ) — Net earnings (loss) 18 32 (4 ) (28 ) 18 Other comprehensive loss (14 ) (25 ) (29 ) 54 (14 ) Comprehensive income (loss) 4 7 (33 ) 26 4 For the six months ended June 30, 2016 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS AND Guarantor Guarantor Consolidating COMPREHENSIVE INCOME Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 2,106 1,019 (571 ) 2,554 Operating expenses Cost of sales, excluding depreciation and amortization — 1,846 788 (571 ) 2,063 Depreciation and amortization — 128 48 — 176 Selling, general and administrative 10 52 145 — 207 Impairment of property, plant and equipment — 24 — — 24 Closure and restructuring costs — 23 — — 23 Other operating loss (income), net 1 (1 ) 4 — 4 11 2,072 985 (571 ) 2,497 Operating (loss) income (11 ) 34 34 — 57 Interest expense (income), net 32 16 (16 ) — 32 (Loss) earnings before income taxes (43 ) 18 50 — 25 Income tax (benefit) expense (10 ) 4 9 — 3 Share in earnings of equity accounted investees 55 41 — (96 ) — Net earnings 22 55 41 (96 ) 22 Other comprehensive income 100 90 56 (146 ) 100 Comprehensive income 122 145 97 (242 ) 122 For the three months ended June 30, 2015 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS AND Guarantor Guarantor Consolidating COMPREHENSIVE INCOME Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 1,079 522 (291 ) 1,310 Operating expenses Cost of sales, excluding depreciation and amortization — 916 427 (291 ) 1,052 Depreciation and amortization — 65 26 — 91 Selling, general and administrative 3 39 57 — 99 Impairment of property, plant and equipment — 18 — — 18 Closure and restructuring costs — 1 — — 1 Other operating income, net (1 ) (6 ) (6 ) — (13 ) 2 1,033 504 (291 ) 1,248 Operating (loss) income (2 ) 46 18 — 62 Interest expense (income), net 25 7 (7 ) — 25 (Loss) earnings before income taxes (27 ) 39 25 — 37 Income tax (benefit) expense (7 ) 3 3 — (1 ) Share in earnings of equity accounted investees 58 22 — (80 ) — Net earnings 38 58 22 (80 ) 38 Other comprehensive income 53 53 44 (97 ) 53 Comprehensive income 91 111 66 (177 ) 91 For the six months ended June 30, 2015 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS AND Guarantor Guarantor Consolidating COMPREHENSIVE LOSS Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 2,195 1,055 (592 ) 2,658 Operating expenses Cost of sales, excluding depreciation and amortization — 1,892 814 (592 ) 2,114 Depreciation and amortization — 129 52 — 181 Selling, general and administrative 8 72 119 — 199 Impairment of property, plant and equipment — 37 — — 37 Closure and restructuring costs — 1 1 — 2 Other operating loss (income), net 1 (1 ) (8 ) — (8 ) 9 2,130 978 (592 ) 2,525 Operating (loss) income (9 ) 65 77 — 133 Interest expense (income), net 51 14 (14 ) — 51 (Loss) earnings before income taxes (60 ) 51 91 — 82 Income tax (benefit) expense (16 ) 4 20 — 8 Share in earnings of equity accounted investees 118 71 — (189 ) — Net earnings 74 118 71 (189 ) 74 Other comprehensive loss (125 ) (127 ) (122 ) 249 (125 ) Comprehensive loss (51 ) (9 ) (51 ) 60 (51 ) June 30, 2016 Non- Guarantor Guarantor Consolidating CONDENSED CONSOLIDATING BALANCE SHEET Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Assets Current assets Cash and cash equivalents 18 6 87 — 111 Receivables — 257 351 — 608 Inventories — 534 219 — 753 Prepaid expenses 20 24 11 — 55 Income and other taxes receivable 12 3 16 — 31 Intercompany accounts 983 5,149 289 (6,421 ) — Total current assets 1,033 5,973 973 (6,421 ) 1,558 Property, plant and equipment, net — 2,061 845 — 2,906 Goodwill — 296 247 — 543 Intangible assets, net — 250 348 — 598 Investments in affiliates 8,177 2,137 — (10,314 ) — Intercompany long-term advances 6 93 638 (737 ) — Other assets 7 25 131 — 163 Total assets 9,223 10,835 3,182 (17,472 ) 5,768 Liabilities and shareholders' equity Current liabilities Bank indebtedness — 1 — — 1 Trade and other payables 53 411 229 — 693 Intercompany accounts 5,011 1,014 396 (6,421 ) — Income and other taxes payable — 14 10 — 24 Long-term debt due within one year 62 1 1 — 64 Total current liabilities 5,126 1,441 636 (6,421 ) 782 Long-term debt 830 298 109 — 1,237 Intercompany long-term loans 533 204 — (737 ) — Deferred income taxes and other 3 536 142 — 681 Other liabilities and deferred credits 15 179 158 — 352 Shareholders' equity 2,716 8,177 2,137 (10,314 ) 2,716 Total liabilities and shareholders' equity 9,223 10,835 3,182 (17,472 ) 5,768 December 31, 2015 Non- Guarantor Guarantor Consolidating CONDENSED CONSOLIDATING BALANCE SHEET Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Assets Current assets Cash and cash equivalents 49 2 75 — 126 Receivables — 384 243 — 627 Inventories — 556 210 — 766 Prepaid expenses 8 7 6 — 21 Income and other taxes receivable — 13 11 (10 ) 14 Intercompany accounts 764 4,776 16 (5,556 ) — Total current assets 821 5,738 561 (5,566 ) 1,554 Property, plant and equipment, net — 2,018 817 — 2,835 Goodwill — 296 243 — 539 Intangible assets, net — 254 347 — 601 Investments in affiliates 8,005 2,050 — (10,055 ) - Intercompany long-term advances 6 88 621 (715 ) - Other assets 15 10 115 (15 ) 125 Total assets 8,847 10,454 2,704 (16,351 ) 5,654 Liabilities and shareholders' equity Current liabilities Trade and other payables 61 456 203 — 720 Intercompany accounts 4,685 722 149 (5,556 ) — Income and other taxes payable 4 24 9 (10 ) 27 Long-term debt due within one year 38 1 2 — 41 Total current liabilities 4,788 1,203 363 (5,566 ) 788 Long-term debt 901 301 8 — 1,210 Intercompany long-term loans 490 225 — (715 ) — Deferred income taxes and other — 535 131 (12 ) 654 Other liabilities and deferred credits 16 185 152 (3 ) 350 Shareholders' equity 2,652 8,005 2,050 (10,055 ) 2,652 Total liabilities and shareholders' equity 8,847 10,454 2,704 (16,351 ) 5,654 For the six months ended June 30, 2016 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Consolidating Adjustments Consolidated $ $ $ $ $ Operating activities Net earnings 22 55 41 (96 ) 22 Changes in operating and intercompany assets and liabilities and non-cash items, included in net earnings 24 108 (35 ) 96 193 Cash flows provided from operating activities 46 163 6 — 215 Investing activities Additions to property, plant and equipment — (184 ) (35 ) — (219 ) Acquisition of business, net of cash acquired — (1 ) — — (1 ) Cash flows used for investing activities — (185 ) (35 ) — (220 ) Financing activities Dividend payments (50 ) — — — (50 ) Stock repurchase (10 ) — — — (10 ) Net change in bank indebtedness — 1 — — 1 Change in revolving bank credit facility — (50 ) — — (50 ) Proceeds from receivables securitization facility — — 120 — 120 Repayments of receivables securitization facility — — (20 ) — (20 ) Repayments of long-term debt — (1 ) — — (1 ) Increase in long-term advances to related parties (16 ) — (60 ) 76 — Decrease in long-term advances to related parties — 76 — (76 ) — Other (1 ) — — — (1 ) Cash flows (used for) provided from financing activities (77 ) 26 40 — (11 ) Net (decrease) increase in cash and cash equivalents (31 ) 4 11 — (16 ) Impact of foreign exchange on cash — — 1 — 1 Cash and cash equivalents at beginning of period 49 2 75 — 126 Cash and cash equivalents at end of period 18 6 87 — 111 For the six months ended June 30, 2015 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Consolidating Adjustments Consolidated $ $ $ $ $ Operating activities Net earnings 74 118 71 (189 ) 74 Changes in operating and intercompany assets and liabilities and non-cash items, included in net earnings (63 ) 36 13 189 175 Cash flows provided from operating activities 11 154 84 — 249 Investing activities Additions to property, plant and equipment — (93 ) (43 ) — (136 ) Proceeds from disposals of property, plant and equipment — 6 1 — 7 Other — — 9 — 9 Cash flows used for investing activities — (87 ) (33 ) — (120 ) Financing activities Dividend payments (50 ) — — — (50 ) Stock repurchase (30 ) — — — (30 ) Net change in bank indebtedness — (9 ) — — (9 ) Repayments of long-term debt — (1 ) (1 ) — (2 ) Increase in long-term advances to related parties — (23 ) — 23 — Decrease in long-term advances to related parties 8 — 15 (23 ) — Other 1 — — — 1 Cash flows (used for) provided from financing activities (71 ) (33 ) 14 — (90 ) Net (decrease) increase in cash and cash equivalents (60 ) 34 65 — 39 Impact of foreign exchange on cash — — (6 ) — (6 ) Cash and cash equivalents at beginning of period 79 18 77 — 174 Cash and cash equivalents at end of period 19 52 136 — 207 |