CONDENSED CONSOLIDATING FINANCIAL INFORMATION | CONDENSED CONSOLIDATING FINANCIAL INFORMATION: In July 2017, certain subsidiaries of the Company which were previously included as Subsidiary Guarantors (as defined below) became Subsidiary Nonguarantors (as defined below) under the Company’s existing indentures. The following information sets forth the condensed consolidating balance sheets as of August 31, 2017 , and February 28, 2017 , the condensed consolidating statements of comprehensive income for the six months and three months ended August 31, 2017 , and August 31, 2016 , and the condensed consolidating statements of cash flows for the six months ended August 31, 2017 , and August 31, 2016 , for the parent company, our combined subsidiaries which guarantee our senior notes (“Subsidiary Guarantors”), our combined subsidiaries which are not Subsidiary Guarantors (primarily foreign subsidiaries) (“Subsidiary Nonguarantors”) and the Company, as if the new Subsidiary Guarantors and the new Subsidiary Nonguarantors had been in place as of and for all periods presented. The Subsidiary Guarantors are 100% owned, directly or indirectly, by the parent company and the guarantees are joint and several obligations of each of the Subsidiary Guarantors. The guarantees are full and unconditional, as those terms are used in Rule 3-10 of Regulation S-X, except that a Subsidiary Guarantor can be automatically released and relieved of its obligations under certain customary circumstances contained in the indentures governing our senior notes. These customary circumstances include, so long as other applicable provisions of the indentures are adhered to, the termination or release of a Subsidiary Guarantor’s guarantee of other indebtedness or upon the legal defeasance or covenant defeasance or satisfaction and discharge of our senior notes. Separate financial information for our Subsidiary Guarantors is not presented because we have determined that such financial information would not be material to investors. The accounting policies of the parent company, the Subsidiary Guarantors and the Subsidiary Nonguarantors are the same as those described for the Company in Note 1 of our consolidated financial statements included in our 2017 Annual Report, and include the recently adopted accounting guidance described in Note 2 herein. There are no restrictions on the ability of the Subsidiary Guarantors to transfer funds to us in the form of cash dividends, loans or advances. Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Balance Sheet at August 31, 2017 Current assets: Cash and cash equivalents $ 6.3 $ 5.6 $ 113.7 $ — $ 125.6 Accounts receivable 0.1 10.7 842.5 — 853.3 Inventories 170.6 1,412.7 493.5 (147.1 ) 1,929.7 Intercompany receivable 24,185.1 33,604.7 16,649.2 (74,439.0 ) — Prepaid expenses and other 95.8 59.8 390.8 (81.6 ) 464.8 Total current assets 24,457.9 35,093.5 18,489.7 (74,667.7 ) 3,373.4 Property, plant and equipment 72.4 711.1 3,680.7 — 4,464.2 Investments in subsidiaries 18,264.8 329.8 5,615.0 (24,209.6 ) — Goodwill — 6,185.6 1,928.6 — 8,114.2 Intangible assets — 720.8 2,588.3 — 3,309.1 Intercompany notes receivable 5,259.3 2,201.3 — (7,460.6 ) — Other assets 18.8 4.3 134.4 — 157.5 Total assets $ 48,073.2 $ 45,246.4 $ 32,436.7 $ (106,337.9 ) $ 19,418.4 Current liabilities: Notes payable to banks $ 160.0 $ — $ 654.0 $ — $ 814.0 Current maturities of long-term debt 5.8 15.5 75.2 — 96.5 Accounts payable 43.0 207.7 351.0 — 601.7 Intercompany payable 33,725.9 25,756.5 14,956.6 (74,439.0 ) — Other accrued expenses and liabilities 270.4 282.3 128.2 (103.1 ) 577.8 Total current liabilities 34,205.1 26,262.0 16,165.0 (74,542.1 ) 2,090.0 Long-term debt, less current maturities 5,897.6 9.4 2,129.9 — 8,036.9 Deferred income taxes 15.3 702.7 449.1 — 1,167.1 Intercompany notes payable — 4,741.3 2,719.3 (7,460.6 ) — Other liabilities 27.1 11.3 140.7 — 179.1 Total liabilities 40,145.1 31,726.7 21,604.0 (82,002.7 ) 11,473.1 Total CBI stockholders’ equity 7,928.1 13,519.7 10,815.5 (24,335.2 ) 7,928.1 Noncontrolling interests — — 17.2 — 17.2 Total stockholders’ equity 7,928.1 13,519.7 10,832.7 (24,335.2 ) 7,945.3 Total liabilities and stockholders’ equity $ 48,073.2 $ 45,246.4 $ 32,436.7 $ (106,337.9 ) $ 19,418.4 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Balance Sheet at February 28, 2017 Current assets: Cash and cash equivalents $ 9.6 $ 5.3 $ 162.5 $ — $ 177.4 Accounts receivable 2.4 18.1 716.5 — 737.0 Inventories 162.3 1,456.6 502.8 (166.6 ) 1,955.1 Intercompany receivable 21,894.2 30,298.2 14,985.4 (67,177.8 ) — Prepaid expenses and other 40.4 69.1 235.2 15.8 360.5 Total current assets 22,108.9 31,847.3 16,602.4 (67,328.6 ) 3,230.0 Property, plant and equipment 69.5 680.1 3,183.2 — 3,932.8 Investments in subsidiaries 16,965.2 267.2 5,370.3 (22,602.7 ) — Goodwill — 6,185.5 1,735.0 — 7,920.5 Intangible assets — 810.2 2,567.5 — 3,377.7 Intercompany notes receivable 5,074.5 2,155.5 — (7,230.0 ) — Other assets 17.9 4.5 119.0 — 141.4 Total assets $ 44,236.0 $ 41,950.3 $ 29,577.4 $ (97,161.3 ) $ 18,602.4 Current liabilities: Notes payable to banks $ 231.0 $ — $ 375.5 $ — $ 606.5 Current maturities of long-term debt 767.9 16.2 126.8 — 910.9 Accounts payable 47.6 57.5 454.7 — 559.8 Intercompany payable 30,722.8 23,203.3 13,251.7 (67,177.8 ) — Other accrued expenses and liabilities 270.2 203.5 175.6 (28.9 ) 620.4 Total current liabilities 32,039.5 23,480.5 14,384.3 (67,206.7 ) 2,697.6 Long-term debt, less current maturities 5,260.2 11.8 2,448.7 — 7,720.7 Deferred income taxes 13.3 698.0 422.3 — 1,133.6 Intercompany notes payable — 4,639.4 2,590.6 (7,230.0 ) — Other liabilities 31.8 8.9 125.0 — 165.7 Total liabilities 37,344.8 28,838.6 19,970.9 (74,436.7 ) 11,717.6 Total CBI stockholders’ equity 6,891.2 13,111.7 9,612.9 (22,724.6 ) 6,891.2 Noncontrolling interests — — (6.4 ) — (6.4 ) Total stockholders’ equity 6,891.2 13,111.7 9,606.5 (22,724.6 ) 6,884.8 Total liabilities and stockholders’ equity $ 44,236.0 $ 41,950.3 $ 29,577.4 $ (97,161.3 ) $ 18,602.4 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Comprehensive Income for the Six Months Ended August 31, 2017 Sales $ 1,418.4 $ 3,694.1 $ 1,842.5 $ (2,542.5 ) $ 4,412.5 Less – excise taxes (174.0 ) (212.6 ) (5.9 ) — (392.5 ) Net sales 1,244.4 3,481.5 1,836.6 (2,542.5 ) 4,020.0 Cost of product sold (986.5 ) (2,574.7 ) (953.2 ) 2,555.0 (1,959.4 ) Gross profit 257.9 906.8 883.4 12.5 2,060.6 Selling, general and administrative expenses (216.3 ) (474.1 ) (94.0 ) 5.8 (778.6 ) Operating income 41.6 432.7 789.4 18.3 1,282.0 Equity in earnings (losses) of equity method investees and subsidiaries 973.3 (23.4 ) 244.7 (1,194.0 ) 0.6 Interest income — — 0.2 — 0.2 Intercompany interest income 116.8 240.0 2.4 (359.2 ) — Interest expense (129.1 ) (0.5 ) (34.3 ) — (163.9 ) Intercompany interest expense (191.7 ) (98.5 ) (69.0 ) 359.2 — Loss on write-off of debt issuance costs (7.0 ) — (1.8 ) — (8.8 ) Income before income taxes 803.9 550.3 931.6 (1,175.7 ) 1,110.1 (Provision for) benefit from income taxes 98.4 (193.1 ) (85.3 ) (22.8 ) (202.8 ) Net income 902.3 357.2 846.3 (1,198.5 ) 907.3 Net income attributable to noncontrolling interests — — (5.0 ) — (5.0 ) Net income attributable to CBI $ 902.3 $ 357.2 $ 841.3 $ (1,198.5 ) $ 902.3 Comprehensive income attributable to CBI $ 1,214.7 $ 355.2 $ 1,159.6 $ (1,514.8 ) $ 1,214.7 Condensed Consolidating Statement of Comprehensive Income for the Six Months Ended August 31, 2016 Sales $ 1,335.5 $ 3,401.4 $ 1,874.3 $ (2,335.4 ) $ 4,275.8 Less – excise taxes (170.1 ) (180.3 ) (32.4 ) — (382.8 ) Net sales 1,165.4 3,221.1 1,841.9 (2,335.4 ) 3,893.0 Cost of product sold (950.5 ) (2,366.3 ) (1,058.3 ) 2,332.4 (2,042.7 ) Gross profit 214.9 854.8 783.6 (3.0 ) 1,850.3 Selling, general and administrative expenses (200.6 ) (356.3 ) (140.5 ) 10.7 (686.7 ) Operating income 14.3 498.5 643.1 7.7 1,163.6 Equity in earnings (losses) of equity method investees and subsidiaries 776.4 (23.2 ) 208.9 (961.4 ) 0.7 Interest income 0.4 — 0.6 — 1.0 Intercompany interest income 114.7 194.6 1.8 (311.1 ) — Interest expense (151.1 ) (0.8 ) (27.8 ) — (179.7 ) Intercompany interest expense (149.0 ) (101.0 ) (61.1 ) 311.1 — Income before income taxes 605.7 568.1 765.5 (953.7 ) 985.6 (Provision for) benefit from income taxes 71.5 (217.2 ) (163.4 ) (4.2 ) (313.3 ) Net income 677.2 350.9 602.1 (957.9 ) 672.3 Net loss attributable to noncontrolling interests — — 4.9 — 4.9 Net income attributable to CBI $ 677.2 $ 350.9 $ 607.0 $ (957.9 ) $ 677.2 Comprehensive income attributable to CBI $ 686.6 $ 350.2 $ 615.5 $ (965.7 ) $ 686.6 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Comprehensive Income for the Three Months Ended August 31, 2017 Sales $ 719.6 $ 1,940.9 $ 939.2 $ (1,302.5 ) $ 2,297.2 Less – excise taxes (90.4 ) (119.2 ) (3.1 ) — (212.7 ) Net sales 629.2 1,821.7 936.1 (1,302.5 ) 2,084.5 Cost of product sold (509.3 ) (1,360.1 ) (482.9 ) 1,333.1 (1,019.2 ) Gross profit 119.9 461.6 453.2 30.6 1,065.3 Selling, general and administrative expenses (111.3 ) (192.6 ) (50.5 ) 3.0 (351.4 ) Operating income 8.6 269.0 402.7 33.6 713.9 Equity in earnings (losses) of equity method investees and subsidiaries 539.8 (11.9 ) 128.5 (656.2 ) 0.2 Interest income — — 0.1 — 0.1 Intercompany interest income 58.9 122.6 1.2 (182.7 ) — Interest expense (63.9 ) (0.2 ) (17.3 ) — (81.4 ) Intercompany interest expense (98.4 ) (49.2 ) (35.1 ) 182.7 — Loss on write-off of debt issuance costs (0.3 ) — (1.8 ) — (2.1 ) Income before income taxes 444.7 330.3 478.3 (622.6 ) 630.7 (Provision for) benefit from income taxes 54.8 (123.5 ) (53.4 ) (6.6 ) (128.7 ) Net income 499.5 206.8 424.9 (629.2 ) 502.0 Net income attributable to noncontrolling interests — — (2.5 ) — (2.5 ) Net income attributable to CBI $ 499.5 $ 206.8 $ 422.4 $ (629.2 ) $ 499.5 Comprehensive income attributable to CBI $ 624.4 $ 203.9 $ 552.0 $ (755.9 ) $ 624.4 Condensed Consolidating Statement of Comprehensive Income for the Three Months Ended August 31, 2016 Sales $ 711.8 $ 1,757.5 $ 870.7 $ (1,117.2 ) $ 2,222.8 Less – excise taxes (92.1 ) (93.5 ) (16.0 ) — (201.6 ) Net sales 619.7 1,664.0 854.7 (1,117.2 ) 2,021.2 Cost of product sold (499.1 ) (1,219.5 ) (488.8 ) 1,155.2 (1,052.2 ) Gross profit 120.6 444.5 365.9 38.0 969.0 Selling, general and administrative expenses (109.2 ) (182.7 ) (71.4 ) 5.2 (358.1 ) Operating income 11.4 261.8 294.5 43.2 610.9 Equity in earnings (losses) of equity method investees and subsidiaries 407.4 (11.9 ) 108.4 (503.9 ) — Interest income 0.3 — 0.3 — 0.6 Intercompany interest income 57.3 98.6 0.9 (156.8 ) — Interest expense (76.8 ) (0.4 ) (17.5 ) — (94.7 ) Intercompany interest expense (75.8 ) (49.3 ) (31.7 ) 156.8 — Income before income taxes 323.8 298.8 354.9 (460.7 ) 516.8 (Provision for) benefit from income taxes 35.1 (114.2 ) (68.9 ) (15.6 ) (163.6 ) Net income 358.9 184.6 286.0 (476.3 ) 353.2 Net loss attributable to noncontrolling interests — — 5.7 — 5.7 Net income attributable to CBI $ 358.9 $ 184.6 $ 291.7 $ (476.3 ) $ 358.9 Comprehensive income attributable to CBI $ 372.3 $ 185.0 $ 303.5 $ (488.5 ) $ 372.3 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Cash Flows for the Six Months Ended August 31, 2017 Net cash provided by (used in) operating activities $ (200.9 ) $ 934.4 $ 369.4 $ — $ 1,102.9 Cash flows from investing activities: Purchases of property, plant and equipment (10.0 ) (59.2 ) (435.9 ) — (505.1 ) Purchases of businesses — (70.9 ) (60.9 ) — (131.8 ) Payments related to sale of business — — (5.0 ) — (5.0 ) Net proceeds from intercompany notes 658.6 — 1.8 (660.4 ) — Net investments in equity affiliates (53.8 ) — — 53.8 — Other investing activities — — 1.3 — 1.3 Net cash provided by (used in) investing activities 594.8 (130.1 ) (498.7 ) (606.6 ) (640.6 ) Cash flows from financing activities: Dividends paid to parent company — — (15.0 ) 15.0 — Net contributions from equity affiliates — 6.8 62.0 (68.8 ) — Net proceeds from (repayments of) intercompany notes (5.1 ) (779.7 ) 124.4 660.4 — Principal payments of long-term debt (2,116.6 ) (9.6 ) (2,391.7 ) — (4,517.9 ) Dividends paid (201.0 ) — — — (201.0 ) Payments of minimum tax withholdings on stock-based payment awards — (21.5 ) (1.0 ) — (22.5 ) Payments of debt issuance costs (16.7 ) — (3.5 ) — (20.2 ) Purchases of treasury stock (14.3 ) — — — (14.3 ) Proceeds from issuance of long-term debt 1,995.5 — 2,021.5 — 4,017.0 Net proceeds from (repayments of) notes payable (71.0 ) — 277.6 — 206.6 Proceeds from shares issued under equity compensation plans 32.0 — — — 32.0 Net cash provided by (used in) financing activities (397.2 ) (804.0 ) 74.3 606.6 (520.3 ) Effect of exchange rate changes on cash and cash equivalents — — 6.2 — 6.2 Net increase (decrease) in cash and cash equivalents (3.3 ) 0.3 (48.8 ) — (51.8 ) Cash and cash equivalents, beginning of period 9.6 5.3 162.5 — 177.4 Cash and cash equivalents, end of period $ 6.3 $ 5.6 $ 113.7 $ — $ 125.6 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Cash Flows for the Six Months Ended August 31, 2016 Net cash provided by operating activities $ 482.2 $ 852.7 $ 365.0 $ (655.0 ) $ 1,044.9 Cash flows from investing activities: Purchases of property, plant and equipment (5.6 ) (30.3 ) (332.7 ) — (368.6 ) Purchase of business — (284.9 ) — — (284.9 ) Net repayments of intercompany notes (39.0 ) — (1.7 ) 40.7 — Net returns of capital from equity affiliates 172.0 — — (172.0 ) — Other investing activities 0.2 (0.1 ) (0.2 ) — (0.1 ) Net cash provided by (used in) investing activities 127.6 (315.3 ) (334.6 ) (131.3 ) (653.6 ) Cash flows from financing activities: Dividends paid to parent company — — (831.7 ) 831.7 — Net contributions from (returns of capital to) equity affiliates — 4.8 (0.1 ) (4.7 ) — Net proceeds from (repayments of) intercompany notes 173.2 (466.3 ) 333.8 (40.7 ) — Principal payments of long-term debt (733.0 ) (10.8 ) (98.6 ) — (842.4 ) Dividends paid (158.8 ) — — — (158.8 ) Payments of minimum tax withholdings on stock-based payment awards — (61.6 ) (3.1 ) — (64.7 ) Payments of debt issuance costs — — (4.6 ) — (4.6 ) Purchases of treasury stock (5.5 ) — — — (5.5 ) Proceeds from issuance of long-term debt — — 940.6 — 940.6 Net repayments of notes payable — — (295.8 ) — (295.8 ) Proceeds from shares issued under equity compensation plans 33.3 — — — 33.3 Excess tax benefits from stock-based payment awards 100.9 — — — 100.9 Net cash provided by (used in) financing activities (589.9 ) (533.9 ) 40.5 786.3 (297.0 ) Effect of exchange rate changes on cash and cash equivalents — — (0.1 ) — (0.1 ) Net increase in cash and cash equivalents 19.9 3.5 70.8 — 94.2 Cash and cash equivalents, beginning of period 6.0 3.6 73.5 — 83.1 Cash and cash equivalents, end of period $ 25.9 $ 7.1 $ 144.3 $ — $ 177.3 |