Separate Financial Information of Subsidiary Guarantors of Indebtedness | Separate Financial Information of Subsidiary Guarantor of Indebtedness: Under the terms of the Company’s Senior Notes and the Revolver (collectively, the “Domestic Indebtedness”), Briggs & Stratton Power Products Group, LLC, a 100% owned subsidiary of the Company, was the sole joint and several guarantor of the Domestic Indebtedness (the “Guarantor”) as of June 28, 2015 and June 29, 2014. The Guarantor provides a full and unconditional guarantee of the Domestic Indebtedness, except for certain customary limitations. These customary limitations, which are described in detail in the First Supplemental Indenture (Indenture) dated December 20, 2010, include (i) the sale of the guarantor or substantially all of the guarantor’s assets, (ii) the designation of the guarantor as an unrestricted subsidiary for covenant purposes, (iii) the guarantor ceasing to guarantee certain other indebtedness, if the guarantor is also not a significant subsidiary within the meaning of Article 1, Rule 1-02 of Regulation S-X, and (iv) achieving the Indenture’s requirements for legal defeasance, covenant defeasance or discharge. Additionally, if at any time a domestic subsidiary of the Company constitutes a significant domestic subsidiary, then such domestic subsidiary will also become a guarantor of the Domestic Indebtedness. Currently, all of the Domestic Indebtedness is unsecured. If the Company were to fail to make a payment of interest or principal on its due date, the Guarantor is obligated to pay the outstanding Domestic Indebtedness. The Company had the following outstanding amounts related to the guaranteed debt (in thousands): June 28, 2015 Carrying Amount Maximum Guarantee 6.875% Senior Notes $ 225,000 $ 225,000 Multicurrency Credit Agreement $ — $ 500,000 The following condensed supplemental consolidating financial information reflects the summarized financial information of Briggs & Stratton, its Guarantor Subsidiary and Non-Guarantor Subsidiaries (in thousands): CONSOLIDATING BALANCE SHEET: As of June 28, 2015 Briggs & Stratton Corporation Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CURRENT ASSETS: Cash and Cash Equivalents $ 45,395 $ 17,237 $ 55,758 $ — $ 118,390 Accounts Receivable, Net 99,852 72,859 43,130 — 215,841 Intercompany Accounts Receivable 21,697 8,060 40,772 (70,529 ) — Inventories, Net 161,343 125,698 91,647 — 378,688 Deferred Tax Asset 30,692 13,187 1,992 — 45,871 Prepaid Expenses and Other 23,580 19,916 7,031 (14,074 ) 36,453 Total Current Assets $ 382,559 $ 256,957 $ 240,330 $ (84,603 ) $ 795,243 OTHER ASSETS: Goodwill $ 128,300 $ — $ 37,222 $ — $ 165,522 Investments 30,779 — — — 30,779 Investments in Subsidiaries 537,799 — — (537,799 ) — Intercompany Note Receivable 36,448 89,186 26,722 (152,356 ) — Debt Issuance Costs, Net 3,714 — — — 3,714 Other Intangible Assets, Net — 54,706 56,574 — 111,280 Long-Term Deferred Tax Asset 54,622 — 133 (32,303 ) 22,452 Other Long-Term Assets, Net 8,800 4,999 1,335 — 15,134 Total Other Assets $ 800,462 $ 148,891 $ 121,986 $ (722,458 ) $ 348,881 PLANT AND EQUIPMENT, NET 260,843 24,314 29,681 — 314,838 TOTAL ASSETS $ 1,443,864 $ 430,162 $ 391,997 $ (807,061 ) $ 1,458,962 CURRENT LIABILITIES: Accounts Payable 116,972 38,672 27,032 — 182,676 Intercompany Accounts Payable 33,898 6,945 29,686 (70,529 ) — Accrued Liabilities 90,168 51,851 24,495 (14,074 ) 152,440 Total Current Liabilities $ 241,038 $ 97,468 $ 81,213 $ (84,603 ) $ 335,116 OTHER LIABILITIES: Accrued Pension Cost 207,745 367 511 — 208,623 Accrued Employee Benefits 23,298 — — — 23,298 Accrued Postretirement Health Care Obligation 32,405 15,140 — — 47,545 Accrued Warranty 12,300 6,127 — — 18,427 Intercompany Note Payable 104,676 — 47,680 (152,356 ) — Deferred Tax Liabilities — 15,483 17,043 (32,303 ) 223 Other Long-Term Liabilities 23,152 2,384 944 26,480 Long-Term Debt 225,000 — — — 225,000 Total Other Liabilities $ 628,576 $ 39,501 $ 66,178 $ (184,659 ) $ 549,596 TOTAL SHAREHOLDERS’ INVESTMENT: 574,250 293,193 244,606 (537,799 ) 574,250 TOTAL LIABILITIES AND SHAREHOLDERS’ INVESTMENT $ 1,443,864 $ 430,162 $ 391,997 $ (807,061 ) $ 1,458,962 CONSOLIDATING BALANCE SHEET: As of June 29, 2014 Briggs & Stratton Corporation Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CURRENT ASSETS: Cash and Cash Equivalents $ 138,926 $ 2,680 $ 53,062 $ — $ 194,668 Accounts Receivable, Net 86,099 100,062 34,429 — 220,590 Intercompany Accounts Receivable 15,987 3,492 32,826 (52,305 ) — Inventories, Net 165,159 146,749 64,195 — 376,103 Deferred Tax Asset 33,343 13,904 1,711 — 48,958 Prepaid Expenses and Other 17,436 3,508 9,072 — 30,016 Total Current Assets $ 456,950 $ 270,395 $ 195,295 $ (52,305 ) $ 870,335 OTHER ASSETS: Goodwill $ 128,300 $ — $ 16,222 $ — $ 144,522 Investments 27,137 — — — 27,137 Investments in Subsidiaries 470,391 — — (470,391 ) — Intercompany Note Receivable 49,293 84,567 13,876 (147,736 ) — Debt Issuance Costs, Net 4,671 — — — 4,671 Other Intangible Assets, Net — 55,909 24,408 — 80,317 Long-Term Deferred Tax Asset 32,507 — 677 (18,006 ) 15,178 Other Long-Term Assets, Net 7,120 2,088 1,331 — 10,539 Total Other Assets $ 719,419 $ 142,564 $ 56,514 $ (636,133 ) $ 282,364 PLANT AND EQUIPMENT, NET 241,166 39,863 15,978 — 297,007 TOTAL ASSETS $ 1,417,535 $ 452,822 $ 267,787 $ (688,438 ) $ 1,449,706 CURRENT LIABILITIES: Accounts Payable 105,532 45,171 18,568 — 169,271 Intercompany Accounts Payable 21,859 6,002 24,444 (52,305 ) — Accrued Liabilities 85,735 31,863 16,318 — 133,916 Total Current Liabilities $ 213,126 $ 83,036 $ 59,330 $ (52,305 ) $ 303,187 OTHER LIABILITIES: Accrued Pension Cost 125,481 421 627 — 126,529 Accrued Employee Benefits 24,491 — — — 24,491 Accrued Postretirement Health Care Obligation 44,928 14,362 — — 59,290 Accrued Warranty 9,300 8,378 — — 17,678 Intercompany Note Payable 85,343 — 62,393 (147,736 ) — Deferred Tax Liabilities — 18,006 — (18,006 ) — Other Long-Term Liabilities 17,432 2,659 1,006 — 21,097 Long-Term Debt 225,000 — — — 225,000 Total Other Liabilities $ 531,975 $ 43,826 $ 64,026 $ (165,742 ) $ 474,085 TOTAL SHAREHOLDERS’ INVESTMENT: 672,434 325,960 144,431 (470,391 ) 672,434 TOTAL LIABILITIES AND SHAREHOLDERS’ INVESTMENT $ 1,417,535 $ 452,822 $ 267,787 $ (688,438 ) $ 1,449,706 CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Fiscal Year Ended June 28, 2015 Briggs & Stratton Corporation Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated Net Sales $ 1,160,651 $ 581,919 $ 372,231 $ (220,051 ) $ 1,894,750 Cost of Goods Sold 919,128 521,925 290,361 (220,051 ) 1,511,363 Restructuring Charges — 24,288 — — 24,288 Gross Profit 241,523 35,706 81,870 — 359,099 Engineering, Selling, General and Administrative Expenses 161,160 72,723 56,033 — 289,916 Restructuring Charges — 3,000 — — 3,000 Equity in Loss from Subsidiaries 2,267 — — (2,267 ) — Income (Loss) from Operations 78,096 (40,017 ) 25,837 2,267 66,183 Interest Expense (19,218 ) (310 ) (4 ) — (19,532 ) Other Income, Net 6,760 1,711 1,836 — 10,307 Income (Loss) Before Provision for Income Taxes 65,638 (38,616 ) 27,669 2,267 56,958 Provision (Credit) for Income Taxes 19,951 (14,074 ) 5,394 — 11,271 Net Income (Loss) $ 45,687 $ (24,542 ) $ 22,275 $ 2,267 $ 45,687 Comprehensive Income (Loss) $ (38,166 ) $ (25,647 ) $ 4,500 $ 21,147 $ (38,166 ) For the Fiscal Year Ended June 29, 2014 Net Sales $ 1,156,394 $ 599,013 $ 304,160 $ (200,507 ) $ 1,859,060 Cost of Goods Sold 928,557 544,313 234,073 (200,507 ) 1,506,436 Restructuring Charges 3,830 228 1,783 — 5,841 Gross Profit 224,007 54,472 68,304 — 346,783 Engineering, Selling, General and Administrative Expenses 163,594 76,021 51,752 — 291,367 Restructuring Charges 77 67 554 — 698 Goodwill Impairment — — 2,960 — 2,960 Tradename Impairment — 5,500 — — 5,500 Equity in Loss from Subsidiaries 5,622 — — (5,622 ) — Income (Loss) from Operations 54,714 (27,116 ) 13,038 5,622 46,258 Interest Expense (18,431 ) (6 ) (29 ) — (18,466 ) Other Income, Net 8,251 152 939 — 9,342 Income (Loss) Before Provision for Income Taxes 44,534 (26,970 ) 13,948 5,622 37,134 Provision (Credit) for Income Taxes 16,187 (9,889 ) 2,489 — 8,787 Net Income (Loss) $ 28,347 $ (17,081 ) $ 11,459 $ 5,622 $ 28,347 Comprehensive Income (Loss) $ 58,018 $ (16,836 ) $ 12,832 $ 4,004 $ 58,018 For the Fiscal Year Ended June 30, 2013 Net Sales $ 1,126,562 $ 695,137 $ 277,516 $ (236,717 ) $ 1,862,498 Cost of Goods Sold 916,859 626,266 208,189 (236,717 ) 1,514,597 Restructuring Charges 9,614 8,618 529 — 18,761 Gross Profit 200,089 60,253 68,798 — 329,140 Engineering, Selling, General and Administrative Expenses 161,465 71,434 43,289 — 276,188 Restructuring Charges 3,435 — — — 3,435 Goodwill Impairment — 64,544 6,766 — 71,310 Tradename Impairment — 18,770 — — 18,770 Equity in Loss from Subsidiaries 45,191 — — (45,191 ) — Income (Loss) from Operations (10,002 ) (94,495 ) 18,743 45,191 (40,563 ) Interest Expense (18,369 ) (3 ) (147 ) — (18,519 ) Other Income, Net 6,225 286 430 — 6,941 Income (Loss) Before Provision for Income Taxes (22,146 ) (94,212 ) 19,026 45,191 (52,141 ) Provision (Credit) for Income Taxes 11,511 (30,902 ) 907 — (18,484 ) Net Income (Loss) $ (33,657 ) $ (63,310 ) $ 18,119 $ 45,191 $ (33,657 ) Comprehensive Income (Loss) $ 64,119 $ (62,068 ) $ 16,779 $ 45,289 $ 64,119 CONSOLIDATING STATEMENT OF CASH FLOWS: For the Fiscal Year Ended June 28, 2015 Briggs & Stratton Corporation Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net Cash Provided by (Used in)Operating Activities $ 97,780 $ 24,453 $ 27,343 $ (1,480 ) $ 148,096 CASH FLOWS FROM INVESTING ACTIVITIES: Additions to Plant and Equipment (56,067 ) (7,183 ) (8,460 ) — (71,710 ) Cash Paid for Acquisitions, Net of Cash Acquired (88,144 ) — — — (88,144 ) Proceeds Received on Disposition of Plant and Equipment 90 1,930 97 — 2,117 Cash Investment in Subsidiary (11,077 ) — — 11,077 — Net Borrowings (Repayments) on Loans, Revolver, Notes Payable and Long-Term Debt 28,615 — — (28,615 ) — Other, Net (250 ) — — — (250 ) Net Cash Used in Investing Activities (126,833 ) (5,253 ) (8,363 ) (17,538 ) (157,987 ) CASH FLOWS FROM FINANCING ACTIVITIES: Net Borrowings (Repayments) on Loans, Revolver, Notes Payable and Long-Term Debt — (4,643 ) (23,972 ) 28,615 — Cash Dividends Paid (22,559 ) — — — (22,559 ) Stock Option Exercise Proceeds and Tax Benefits 5,126 — — — 5,126 Cash Investment from Parent — — 9,597 (9,597 ) — Treasury Stock Repurchases (47,045 ) — — — (47,045 ) Net Cash Provided by (Used in) Financing Activities (64,478 ) (4,643 ) (14,375 ) 19,018 (64,478 ) EFFECT OF FOREIGN CURRENCY EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — (1,909 ) — (1,909 ) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (93,531 ) 14,557 2,696 — (76,278 ) Cash and Cash Equivalents, Beginning of Year 138,926 2,680 53,062 — 194,668 Cash and Cash Equivalents, End of Year $ 45,395 $ 17,237 $ 55,758 $ — $ 118,390 CONSOLIDATING STATEMENT OF CASH FLOWS: For the Fiscal Year Ended June 29, 2014 Briggs & Stratton Corporation Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net Cash Provided by Operating Activities $ 77,161 $ 6,816 $ 43,102 $ — $ 127,079 CASH FLOWS FROM INVESTING ACTIVITIES: Additions to Plant and Equipment (55,775 ) (2,718 ) (1,878 ) — (60,371 ) Proceeds Received on Disposition of Plant and Equipment 170 33 425 — 628 Cash Investment in Subsidiary 13,307 — (13,307 ) — — Net Cash Used in Investing Activities (42,298 ) (2,685 ) (14,760 ) — (59,743 ) CASH FLOWS FROM FINANCING ACTIVITIES: Net Borrowings (Repayments) on Loans, Revolver, Notes Payable and Long-Term Debt 2,726 (2,726 ) (300 ) — (300 ) Debt Issuance Costs (949 ) — — — (949 ) Cash Dividends Paid (22,697 ) — — — (22,697 ) Stock Option Exercise Proceeds and Tax Benefits 5,402 — — — 5,402 Treasury Stock Repurchases (43,047 ) — — — (43,047 ) Net Cash Used in Financing Activities (58,565 ) (2,726 ) (300 ) — (61,591 ) EFFECT OF FOREIGN CURRENCY EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — 478 — 478 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (23,702 ) 1,405 28,520 — 6,223 Cash and Cash Equivalents, Beginning of Year 162,628 1,275 24,542 — 188,445 Cash and Cash Equivalents, End of Year $ 138,926 $ 2,680 $ 53,062 $ — $ 194,668 CONSOLIDATING STATEMENT OF CASH FLOWS: For the Fiscal Year Ended June 30, 2013 Briggs & Stratton Corporation Guarantor Subsidiary Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net Cash Provided by Operating Activities $ 69,746 $ 40,812 $ 50,255 $ — $ 160,813 CASH FLOWS FROM INVESTING ACTIVITIES: Additions to Plant and Equipment (36,306 ) (6,120 ) (2,452 ) — (44,878 ) Cash Paid for Acquisition, Net of Cash Acquired — — (59,627 ) — (59,627 ) Proceeds Received on Disposition of Plant and Equipment 70 6,068 6,354 — 12,492 Cash Investment in Subsidiary (15,194 ) — 15,194 — — Net Cash Used in Investing Activities (51,430 ) (52 ) (40,531 ) — (92,013 ) CASH FLOWS FROM FINANCING ACTIVITIES: Net Borrowings (Repayments) on Loans, Revolver, Notes Payable and Long-Term Debt 44,860 (44,860 ) (2,700 ) — (2,700 ) Cash Dividends Paid (23,285 ) — — — (23,285 ) Stock Option Exercise Proceeds and Tax Benefits 19,988 — — — 19,988 Treasury Stock Repurchases (30,359 ) — — — (30,359 ) Net Cash Provided by (Used in) Financing Activities 11,204 (44,860 ) (2,700 ) — (36,356 ) EFFECT OF FOREIGN CURRENCY EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — (74 ) — (74 ) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 29,520 (4,100 ) 6,950 — 32,370 Cash and Cash Equivalents, Beginning of Year 133,108 5,375 17,592 — 156,075 Cash and Cash Equivalents, End of Year $ 162,628 $ 1,275 $ 24,542 $ — $ 188,445 |