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 November 30, 2017 , and February 28, 2017 , the condensed consolidating statements of comprehensive income for the nine months and three months ended November 30, 2017 , and November 30, 2016 , and the condensed consolidating statements of cash flows for the nine months ended November 30, 2017 , and November 30, 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 November 30, 2017 Current assets: Cash and cash equivalents $ 25.8 $ 2.7 $ 126.0 $ — $ 154.5 Accounts receivable 2.3 9.7 767.5 — 779.5 Inventories 184.9 1,589.2 536.1 (142.6 ) 2,167.6 Intercompany receivable 26,244.6 36,443.5 17,989.2 (80,677.3 ) — Prepaid expenses and other 103.2 56.3 355.4 (70.9 ) 444.0 Total current assets 26,560.8 38,101.4 19,774.2 (80,890.8 ) 3,545.6 Property, plant and equipment 74.0 728.5 3,748.5 — 4,551.0 Investments in subsidiaries 19,971.6 424.1 5,703.3 (26,099.0 ) — Goodwill — 6,185.5 1,900.2 — 8,085.7 Intangible assets — 719.5 2,584.3 — 3,303.8 Intercompany notes receivable 5,984.9 2,412.5 — (8,397.4 ) — Other assets 16.9 4.3 599.8 — 621.0 Total assets $ 52,608.2 $ 48,575.8 $ 34,310.3 $ (115,387.2 ) $ 20,107.1 Current liabilities: Short-term borrowings $ 470.4 $ — $ 742.4 $ — $ 1,212.8 Current maturities of long-term debt 7.1 15.9 0.2 — 23.2 Accounts payable 46.0 288.4 407.8 — 742.2 Intercompany payable 35,929.2 28,537.0 16,211.1 (80,677.3 ) — Other accrued expenses and liabilities 236.4 248.8 162.7 (90.2 ) 557.7 Total current liabilities 36,689.1 29,090.1 17,524.2 (80,767.5 ) 2,535.9 Long-term debt, less current maturities 7,880.6 11.5 222.1 — 8,114.2 Deferred income taxes 14.1 720.8 498.7 — 1,233.6 Intercompany notes payable — 4,985.1 3,412.3 (8,397.4 ) — Other liabilities 30.5 15.1 168.7 — 214.3 Total liabilities 44,614.3 34,822.6 21,826.0 (89,164.9 ) 12,098.0 Total CBI stockholders’ equity 7,993.9 13,753.2 12,469.1 (26,222.3 ) 7,993.9 Noncontrolling interests — — 15.2 — 15.2 Total stockholders’ equity 7,993.9 13,753.2 12,484.3 (26,222.3 ) 8,009.1 Total liabilities and stockholders’ equity $ 52,608.2 $ 48,575.8 $ 34,310.3 $ (115,387.2 ) $ 20,107.1 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: Short-term borrowings $ 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 Nine Months Ended November 30, 2017 Sales $ 2,174.3 $ 5,277.5 $ 2,638.1 $ (3,698.5 ) $ 6,391.4 Excise taxes (263.2 ) (299.7 ) (9.4 ) — (572.3 ) Net sales 1,911.1 4,977.8 2,628.7 (3,698.5 ) 5,819.1 Cost of product sold (1,524.4 ) (3,686.0 ) (1,350.6 ) 3,710.0 (2,851.0 ) Gross profit 386.7 1,291.8 1,278.1 11.5 2,968.1 Selling, general and administrative expenses (347.1 ) (661.0 ) (202.1 ) 10.9 (1,199.3 ) Operating income 39.6 630.8 1,076.0 22.4 1,768.8 Equity in earnings (losses) of equity method investees and subsidiaries 1,523.5 (14.6 ) 365.4 (1,841.4 ) 32.9 Unrealized gain on equity securities — — 216.8 — 216.8 Interest income 0.1 — 0.3 — 0.4 Intercompany interest income 177.1 365.2 3.3 (545.6 ) — Interest expense (198.6 ) (0.9 ) (46.0 ) — (245.5 ) Intercompany interest expense (293.1 ) (147.2 ) (105.3 ) 545.6 — Loss on write-off of debt issuance costs (7.0 ) — (12.1 ) — (19.1 ) Income before income taxes 1,241.6 833.3 1,498.4 (1,819.0 ) 1,754.3 (Provision for) benefit from income taxes 151.8 (291.2 ) (188.1 ) (24.8 ) (352.3 ) Net income 1,393.4 542.1 1,310.3 (1,843.8 ) 1,402.0 Net income attributable to noncontrolling interests — — (8.6 ) — (8.6 ) Net income attributable to CBI $ 1,393.4 $ 542.1 $ 1,301.7 $ (1,843.8 ) $ 1,393.4 Comprehensive income attributable to CBI $ 1,584.2 $ 541.9 $ 1,496.7 $ (2,038.6 ) $ 1,584.2 Condensed Consolidating Statement of Comprehensive Income for the Nine Months Ended November 30, 2016 Sales $ 2,070.2 $ 4,911.8 $ 2,736.3 $ (3,449.8 ) $ 6,268.5 Excise taxes (260.0 ) (254.0 ) (51.0 ) — (565.0 ) Net sales 1,810.2 4,657.8 2,685.3 (3,449.8 ) 5,703.5 Cost of product sold (1,472.9 ) (3,398.8 ) (1,529.4 ) 3,439.3 (2,961.8 ) Gross profit 337.3 1,259.0 1,155.9 (10.5 ) 2,741.7 Selling, general and administrative expenses (310.4 ) (531.0 ) (224.2 ) 21.5 (1,044.1 ) Operating income 26.9 728.0 931.7 11.0 1,697.6 Equity in earnings (losses) of equity method investees and subsidiaries 1,207.6 (19.9 ) 325.1 (1,484.6 ) 28.2 Interest income 0.4 — 0.9 — 1.3 Intercompany interest income 170.9 297.7 2.6 (471.2 ) — Interest expense (212.6 ) (1.2 ) (43.8 ) — (257.6 ) Intercompany interest expense (229.2 ) (149.2 ) (92.8 ) 471.2 — Income before income taxes 964.0 855.4 1,123.7 (1,473.6 ) 1,469.5 (Provision for) benefit from income taxes 119.1 (322.3 ) (184.7 ) (4.3 ) (392.2 ) Net income 1,083.1 533.1 939.0 (1,477.9 ) 1,077.3 Net loss attributable to noncontrolling interests — — 5.8 — 5.8 Net income attributable to CBI $ 1,083.1 $ 533.1 $ 944.8 $ (1,477.9 ) $ 1,083.1 Comprehensive income attributable to CBI $ 938.9 $ 533.2 $ 792.1 $ (1,325.3 ) $ 938.9 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Comprehensive Income for the Three Months Ended November 30, 2017 Sales $ 755.9 $ 1,583.4 $ 795.6 $ (1,156.0 ) $ 1,978.9 Excise taxes (89.2 ) (87.1 ) (3.5 ) — (179.8 ) Net sales 666.7 1,496.3 792.1 (1,156.0 ) 1,799.1 Cost of product sold (537.9 ) (1,111.3 ) (397.4 ) 1,155.0 (891.6 ) Gross profit 128.8 385.0 394.7 (1.0 ) 907.5 Selling, general and administrative expenses (130.8 ) (186.9 ) (108.1 ) 5.1 (420.7 ) Operating income (loss) (2.0 ) 198.1 286.6 4.1 486.8 Equity in earnings of equity method investees and subsidiaries 550.2 8.8 120.7 (647.4 ) 32.3 Unrealized gain on equity securities — — 216.8 — 216.8 Interest income 0.1 — 0.1 — 0.2 Intercompany interest income 60.3 125.2 0.9 (186.4 ) — Interest expense (69.5 ) (0.4 ) (11.7 ) — (81.6 ) Intercompany interest expense (101.4 ) (48.7 ) (36.3 ) 186.4 — Loss on write-off of debt issuance costs — — (10.3 ) — (10.3 ) Income before income taxes 437.7 283.0 566.8 (643.3 ) 644.2 (Provision for) benefit from income taxes 53.4 (98.1 ) (102.8 ) (2.0 ) (149.5 ) Net income 491.1 184.9 464.0 (645.3 ) 494.7 Net income attributable to noncontrolling interests — — (3.6 ) — (3.6 ) Net income attributable to CBI $ 491.1 $ 184.9 $ 460.4 $ (645.3 ) $ 491.1 Comprehensive income attributable to CBI $ 369.5 $ 186.7 $ 337.1 $ (523.8 ) $ 369.5 Condensed Consolidating Statement of Comprehensive Income for the Three Months Ended November 30, 2016 Sales $ 734.7 $ 1,510.4 $ 862.0 $ (1,114.4 ) $ 1,992.7 Excise taxes (89.9 ) (73.7 ) (18.6 ) — (182.2 ) Net sales 644.8 1,436.7 843.4 (1,114.4 ) 1,810.5 Cost of product sold (522.4 ) (1,032.5 ) (471.1 ) 1,106.9 (919.1 ) Gross profit 122.4 404.2 372.3 (7.5 ) 891.4 Selling, general and administrative expenses (109.8 ) (174.7 ) (83.7 ) 10.8 (357.4 ) Operating income 12.6 229.5 288.6 3.3 534.0 Equity in earnings of equity method investees and subsidiaries 431.2 3.3 116.2 (523.2 ) 27.5 Interest income — — 0.3 — 0.3 Intercompany interest income 56.2 103.1 0.8 (160.1 ) — Interest expense (61.5 ) (0.4 ) (16.0 ) — (77.9 ) Intercompany interest expense (80.2 ) (48.2 ) (31.7 ) 160.1 — Income before income taxes 358.3 287.3 358.2 (519.9 ) 483.9 (Provision for) benefit from income taxes 47.6 (105.1 ) (21.3 ) (0.1 ) (78.9 ) Net income 405.9 182.2 336.9 (520.0 ) 405.0 Net loss attributable to noncontrolling interests — — 0.9 — 0.9 Net income attributable to CBI $ 405.9 $ 182.2 $ 337.8 $ (520.0 ) $ 405.9 Comprehensive income attributable to CBI $ 252.3 $ 183.0 $ 176.6 $ (359.6 ) $ 252.3 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Cash Flows for the Nine Months Ended November 30, 2017 Net cash provided by (used in) operating activities $ (315.2 ) $ 1,060.7 $ 722.9 $ — $ 1,468.4 Cash flows from investing activities: Purchases of property, plant and equipment (15.4 ) (83.9 ) (606.3 ) — (705.6 ) Investment in equity securities — — (191.3 ) — (191.3 ) Purchases of businesses, net of cash acquired — (70.9 ) (61.0 ) — (131.9 ) Payments related to sale of business — — (5.0 ) — (5.0 ) Net proceeds from intercompany notes 134.5 — 2.8 (137.3 ) — Net investments in equity affiliates (1,350.6 ) — — 1,350.6 — Other investing activities (6.2 ) — 1.7 — (4.5 ) Net cash used in investing activities (1,237.7 ) (154.8 ) (859.1 ) 1,213.3 (1,038.3 ) Cash flows from financing activities: Dividends paid to parent company — — (33.0 ) 33.0 — Net contributions from (returns of capital to) equity affiliates — (0.2 ) 1,383.8 (1,383.6 ) — Net proceeds from (repayments of) intercompany notes (11.6 ) (871.9 ) 746.2 137.3 — Principal payments of long-term debt (2,116.6 ) (14.5 ) (4,391.7 ) — (6,522.8 ) Dividends paid (301.1 ) — — — (301.1 ) Purchases of treasury stock (239.2 ) — — — (239.2 ) Payments of debt issuance costs (28.9 ) — (3.5 ) — (32.4 ) Payments of minimum tax withholdings on stock-based payment awards — (21.9 ) (1.0 ) — (22.9 ) Proceeds from issuance of long-term debt 3,990.4 — 2,027.5 — 6,017.9 Net proceeds from short-term borrowings 238.6 — 366.3 — 604.9 Proceeds from shares issued under equity compensation plans 37.5 — — — 37.5 Net cash provided by (used in) financing activities 1,569.1 (908.5 ) 94.6 (1,213.3 ) (458.1 ) Effect of exchange rate changes on cash and cash equivalents — — 5.1 — 5.1 Net increase (decrease) in cash and cash equivalents 16.2 (2.6 ) (36.5 ) — (22.9 ) Cash and cash equivalents, beginning of period 9.6 5.3 162.5 — 177.4 Cash and cash equivalents, end of period $ 25.8 $ 2.7 $ 126.0 $ — $ 154.5 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Cash Flows for the Nine Months Ended November 30, 2016 Net cash provided by operating activities $ 360.3 $ 773.3 $ 937.5 $ (655.4 ) $ 1,415.7 Cash flows from investing activities: Purchases of property, plant and equipment (6.3 ) (51.9 ) (533.4 ) — (591.6 ) Purchase of businesses, net of cash acquired — — (542.2 ) — (542.2 ) Net proceeds from (repayments of) intercompany notes 259.1 — (2.6 ) (256.5 ) — Net returns of capital from equity affiliates 198.3 — — (198.3 ) — Other investing activities 0.2 0.2 (15.7 ) — (15.3 ) Net cash provided by (used in) investing activities 451.3 (51.7 ) (1,093.9 ) (454.8 ) (1,149.1 ) Cash flows from financing activities: Dividends paid to parent company — — (850.4 ) 850.4 — Net contributions from (returns of capital to) equity affiliates — (8.6 ) 5.3 3.3 — Net proceeds from (repayments of) intercompany notes 186.3 (631.9 ) 189.1 256.5 — Principal payments of long-term debt (751.2 ) (15.8 ) (140.7 ) — (907.7 ) Dividends paid (238.3 ) — — — (238.3 ) Purchases of treasury stock (372.6 ) — — — (372.6 ) Payments of debt issuance costs — — (6.6 ) — (6.6 ) Payments of minimum tax withholdings on stock-based payment awards — (61.7 ) (5.2 ) — (66.9 ) Proceeds from issuance of long-term debt — — 1,350.1 — 1,350.1 Net proceeds from (repayments of) short-term borrowings 220.0 — (275.9 ) — (55.9 ) Proceeds from shares issued under equity compensation plans 39.3 — — — 39.3 Excess tax benefits from stock-based payment awards 112.2 — — — 112.2 Net cash provided by (used in) financing activities (804.3 ) (718.0 ) 265.7 1,110.2 (146.4 ) Effect of exchange rate changes on cash and cash equivalents — — (6.0 ) — (6.0 ) Net increase in cash and cash equivalents 7.3 3.6 103.3 — 114.2 Cash and cash equivalents, beginning of period 6.0 3.6 73.5 — 83.1 Cash and cash equivalents, end of period $ 13.3 $ 7.2 $ 176.8 $ — $ 197.3 |