Supplemental Guarantor Financial Information | NOTE 18. _________________ 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’s significant 100% owned domestic subsidiaries, including Domtar Paper Company, LLC, Domtar Industries LLC (and subsidiaries, excluding Domtar Funding LLC), Domtar A.W. LLC, Attends Healthcare Products Inc., EAM Corporation, Associated Hygienic Products LLC and Home Delivery Incontinent Supplies Co., (“Guarantor Subsidiaries”), on a joint and several basis. The Guaranteed Debt is not guaranteed by certain of Domtar’s foreign and non-significant domestic subsidiaries, all 100% owned, (collectively the “Non-Guarantor Subsidiaries”). A 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 September 30, 2020 and December 31, 2019, the Statements of Earnings (Loss) and Comprehensive Income (Loss) for the three and nine months ended September 30, 2020 and 2019 and the Statements of Cash Flows for the nine months ended September 30, 2020 and 2019 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 September 30, 2020 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS Guarantor Guarantor Consolidating (LOSS) AND COMPREHENSIVE INCOME (LOSS) Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 918 458 (252 ) 1,124 Operating expenses Cost of sales, excluding depreciation and amortization — 814 349 (252 ) 911 Depreciation and amortization — 49 22 — 71 Selling, general and administrative 2 8 89 — 99 Impairment of long-lived assets — 111 — — 111 Closure and restructuring costs — 64 4 — 68 2 1,046 464 (252 ) 1,260 Operating loss (2 ) (128 ) (6 ) — (136 ) Interest expense (income), net 17 18 (21 ) — 14 Non-service components of net periodic benefit cost — (1 ) (3 ) — (4 ) (Loss) earnings before income taxes and equity loss (19 ) (145 ) 18 — (146 ) Income tax expense (benefit) 59 11 (125 ) — (55 ) Equity loss, net of taxes — — 1 — 1 Share in (loss) earnings of equity accounted investees (14 ) 142 — (128 ) — Net (loss) earnings (92 ) (14 ) 142 (128 ) (92 ) Other comprehensive income 23 16 41 (57 ) 23 Comprehensive (loss) income (69 ) 2 183 (185 ) (69 ) For the nine months ended September 30, 2020 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS (LOSS) Guarantor Guarantor Consolidating AND COMPREHENSIVE INCOME (LOSS) Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 2,775 1,342 (703 ) 3,414 Operating expenses Cost of sales, excluding depreciation and amortization — 2,504 1,030 (703 ) 2,831 Depreciation and amortization — 150 64 — 214 Selling, general and administrative 7 80 207 — 294 Impairment of long-lived assets — 111 — — 111 Closure and restructuring costs — 65 4 — 69 Other operating loss (income), net 1 4 (7 ) — (2 ) 8 2,914 1,298 (703 ) 3,517 Operating (loss) income (8 ) (139 ) 44 — (103 ) Interest expense (income), net 49 56 (62 ) — 43 Non-service components of net periodic benefit cost — (5 ) (8 ) — (13 ) (Loss) earnings before income taxes and equity loss (57 ) (190 ) 114 — (133 ) Income tax (benefit) expense (35 ) (89 ) 57 — (67 ) Equity loss, net of taxes — 1 1 — 2 Share in (loss) earnings of equity accounted investees (46 ) 56 — (10 ) — Net (loss) earnings (68 ) (46 ) 56 (10 ) (68 ) Other comprehensive (loss) income (16 ) (27 ) 8 19 (16 ) Comprehensive (loss) income (84 ) (73 ) 64 9 (84 ) For the three months ended September 30, 2019 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS Guarantor Guarantor Consolidating AND COMPREHENSIVE INCOME (LOSS) Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 1,060 459 (236 ) 1,283 Operating expenses Cost of sales, excluding depreciation and amortization — 891 386 (236 ) 1,041 Depreciation and amortization — 51 21 — 72 Selling, general and administrative — 59 35 — 94 Impairment of long-lived assets — 33 — — 33 Closure and restructuring costs — 11 — — 11 Other operating loss, net — 1 2 — 3 — 1,046 444 (236 ) 1,254 Operating income — 14 15 — 29 Interest expense (income), net 18 18 (24 ) — 12 Non-service components of net periodic benefit cost — 1 (3 ) — (2 ) (Loss) earnings before income taxes (18 ) (5 ) 42 — 19 Income tax (benefit) expense (4 ) (2 ) 5 — (1 ) Share in earnings of equity accounted investees 34 37 — (71 ) — Net earnings 20 34 37 (71 ) 20 Other comprehensive loss (38 ) (37 ) (33 ) 70 (38 ) Comprehensive (loss) income (18 ) (3 ) 4 (1 ) (18 ) For the nine months ended September 30, 2019 Non- CONDENSED CONSOLIDATING STATEMENT OF EARNINGS Guarantor Guarantor Consolidating AND COMPREHENSIVE INCOME Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Sales — 3,268 1,478 (770 ) 3,976 Operating expenses Cost of sales, excluding depreciation and amortization — 2,746 1,196 (770 ) 3,172 Depreciation and amortization — 155 64 — 219 Selling, general and administrative 7 170 145 — 322 Impairment of long-lived assets — 58 — — 58 Closure and restructuring costs — 21 2 — 23 Other operating (income) loss, net — (3 ) 7 — 4 7 3,147 1,414 (770 ) 3,798 Operating (loss) income (7 ) 121 64 — 178 Interest expense (income), net 52 60 (74 ) — 38 Non-service components of net periodic benefit cost — 1 (8 ) — (7 ) (Loss) earnings before income taxes and equity loss (59 ) 60 146 — 147 Income tax (benefit) expense (13 ) 12 29 — 28 Equity loss, net of taxes — — 1 — 1 Share in earnings of equity accounted investees 164 116 — (280 ) — Net earnings 118 164 116 (280 ) 118 Other comprehensive income (loss) 5 11 (8 ) (3 ) 5 Comprehensive income 123 175 108 (283 ) 123 September 30, 2020 Non- Guarantor Guarantor Consolidating CONDENSED CONSOLIDATING BALANCE SHEET Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Assets Current assets Cash and cash equivalents 129 9 80 — 218 Receivables — 146 397 — 543 Inventories — 517 247 — 764 Prepaid expenses 5 20 11 — 36 Income and other taxes receivable 69 30 22 (77 ) 44 Intercompany accounts 594 661 311 (1,566 ) — Total current assets 797 1,383 1,068 (1,643 ) 1,605 Property, plant and equipment, net — 1,528 850 — 2,378 Operating lease right-of-use assets — 57 15 — 72 Intangible assets, net — 237 336 — 573 Investments in affiliates 3,555 2,505 — (6,060 ) — Intercompany long-term advances 5 1 1,503 (1,509 ) — Other assets 14 23 139 (13 ) 163 Total assets 4,371 5,734 3,911 (9,225 ) 4,791 Liabilities and shareholders' equity Current liabilities Trade and other payables 19 379 228 — 626 Intercompany accounts 437 359 770 (1,566 ) — Income and other taxes payable 26 17 71 (77 ) 37 Operating lease liabilities due within one year — 21 6 — 27 Long-term debt due within one year 12 — 1 — 13 Total current liabilities 494 776 1,076 (1,643 ) 703 Long-term debt 1,077 — 9 — 1,086 Operating lease liabilities — 49 9 — 58 Intercompany long-term loans 563 945 1 (1,509 ) — Deferred income taxes and other 4 252 170 (13 ) 413 Other liabilities and deferred credits 22 157 141 — 320 Shareholders' equity 2,211 3,555 2,505 (6,060 ) 2,211 Total liabilities and shareholders' equity 4,371 5,734 3,911 (9,225 ) 4,791 December 31, 2019 Non- Guarantor Guarantor Consolidating CONDENSED CONSOLIDATING BALANCE SHEET Parent Subsidiaries Subsidiaries Adjustments Consolidated $ $ $ $ $ Assets Current assets Cash and cash equivalents 1 11 49 — 61 Receivables — 146 431 — 577 Inventories — 543 243 — 786 Prepaid expenses 5 17 11 — 33 Income and other taxes receivable 34 — 27 — 61 Intercompany accounts 538 547 237 (1,322 ) — Total current assets 578 1,264 998 (1,322 ) 1,518 Property, plant and equipment, net — 1,689 878 — 2,567 Operating lease right-of-use assets — 63 18 — 81 Intangible assets, net — 245 328 — 573 Investments in affiliates 3,627 2,493 — (6,120 ) — Intercompany long-term advances 5 1 1,482 (1,488 ) — Other assets 14 30 131 (11 ) 164 Total assets 4,224 5,785 3,835 (8,941 ) 4,903 Liabilities and shareholders' equity Current liabilities Bank indebtedness — 9 — — 9 Trade and other payables 57 390 258 — 705 Intercompany accounts 344 299 679 (1,322 ) — Income and other taxes payable 1 12 10 — 23 Operating lease liabilities due within one year — 21 7 — 28 Long-term debt due within one year — — 1 — 1 Total current liabilities 402 731 955 (1,322 ) 766 Long-term debt 873 — 65 — 938 Operating lease liabilities — 58 11 — 69 Intercompany long-term loans 541 946 1 (1,488 ) — Deferred income taxes and other — 324 166 (11 ) 479 Other liabilities and deferred credits 32 99 144 — 275 Shareholders' equity 2,376 3,627 2,493 (6,120 ) 2,376 Total liabilities and shareholders' equity 4,224 5,785 3,835 (8,941 ) 4,903 For the nine months ended September 30, 2020 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Consolidating Adjustments Consolidated $ $ $ $ $ Operating activities Net (loss) earnings (68 ) (46 ) 56 (10 ) (68 ) Changes in operating and intercompany assets and liabilities and non-cash items, included in net (loss) earnings 41 81 212 10 344 Cash flows (used for) provided from operating activities (27 ) 35 268 — 276 Investing activities Additions to property, plant and equipment — (75 ) (55 ) — (130 ) Acquisition of business, net of cash acquired — — (30 ) — (30 ) Cash flows used for investing activities — (75 ) (85 ) — (160 ) Financing activities Dividend payments (51 ) — — — (51 ) Stock repurchase (59 ) — — — (59 ) Net change in bank indebtedness — (10 ) — — (10 ) Change in revolving credit facility (80 ) — — — (80 ) Proceeds from receivables securitization facility — — 25 — 25 Repayments of receivables securitization facility — — (80 ) — (80 ) Issuance of long-term debt 300 — — — 300 Repayments of long-term debt (3 ) — — — (3 ) Increase in long-term advances to related parties — — (100 ) 100 — Decrease in long-term advances to related parties 52 48 — (100 ) — Other (4 ) — 1 — (3 ) Cash flows provided from (used for) financing activities 155 38 (154 ) — 39 Net increase (decrease) in cash and cash equivalents 128 (2 ) 29 — 155 Impact of foreign exchange on cash — — 2 — 2 Cash and cash equivalents at beginning of period 1 11 49 — 61 Cash and cash equivalents at end of period 129 9 80 — 218 For the nine months ended September 30, 2019 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Parent Guarantor Subsidiaries Non- Guarantor Subsidiaries Consolidating Adjustments Consolidated $ $ $ $ $ Operating activities Net earnings 118 164 116 (280 ) 118 Changes in operating and intercompany assets and liabilities and non-cash items, included in net earnings (20 ) (122 ) 26 280 164 Cash flows from operating activities 98 42 142 — 282 Investing activities Additions to property, plant and equipment — (92 ) (65 ) — (157 ) Proceeds from disposals of property, plant and equipment — 1 — — 1 Cash flows used for investing activities — (91 ) (65 ) — (156 ) Financing activities Dividend payments (83 ) — — — (83 ) Stock repurchase (139 ) — — — (139 ) Net change in bank indebtedness 5 1 1 (5 ) 2 Change in revolving credit facility 45 — — — 45 Proceeds from receivables securitization facility — — 150 — 150 Repayments of receivables securitization facility — — (110 ) — (110 ) Repayments of long-term debt — — (1 ) — (1 ) Increase in long-term advances to related parties — — (127 ) 127 — Decrease in long-term advances to related parties 75 52 — (127 ) — Other (1 ) — — — (1 ) Cash flows (used for) provided from financing activities (98 ) 53 (87 ) (5 ) (137 ) Net increase (decrease) in cash and cash equivalents — 4 (10 ) (5 ) (11 ) Impact of foreign exchange on cash — — (2 ) — (2 ) Cash and cash equivalents at beginning of period — — 111 — 111 Cash and cash equivalents at end of period — 4 99 (5 ) 98 |