CONDENSED CONSOLIDATING FINANCIAL INFORMATION | CONDENSED CONSOLIDATING FINANCIAL INFORMATION The following information sets forth the condensed consolidating balance sheets as of August 31, 2019 , and February 28, 2019 , the condensed consolidating statements of comprehensive income (loss) for the six months and three months ended August 31, 2019 , and August 31, 2018 , and the condensed consolidating statements of cash flows for the six months ended August 31, 2019 , and August 31, 2018 , 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. 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 are 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 2019 Annual Report, and include the recently adopted accounting guidance described in Note 2 and Note 14 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, 2019 Current assets: Cash and cash equivalents $ 4.0 $ 3.9 $ 73.4 $ — $ 81.3 Accounts receivable 488.0 409.6 56.1 — 953.7 Inventories 56.2 1,024.3 420.4 (189.5 ) 1,311.4 Intercompany receivable 29,836.0 35,676.9 20,272.7 (85,785.6 ) — Prepaid expenses and other 122.1 61.7 363.0 (21.7 ) 525.1 Assets held for sale - current 158.7 381.2 126.1 — 666.0 Total current assets 30,665.0 37,557.6 21,311.7 (85,996.8 ) 3,537.5 Property, plant, and equipment 66.9 633.2 4,441.5 — 5,141.6 Investments in subsidiaries 26,237.5 1,605.4 3,218.1 (31,061.0 ) — Goodwill — 5,782.5 1,914.2 — 7,696.7 Intangible assets — 271.2 2,515.8 — 2,787.0 Intercompany notes receivable 2,764.6 — 559.0 (3,323.6 ) — Equity method investments — 0.5 3,003.3 — 3,003.8 Securities measured at fair value — — 1,572.2 — 1,572.2 Deferred income taxes 64.6 — 2,191.6 (109.4 ) 2,146.8 Assets held for sale 30.2 859.6 129.3 — 1,019.1 Other assets 29.3 340.7 280.4 — 650.4 Total assets $ 59,858.1 $ 47,050.7 $ 41,137.1 $ (120,490.8 ) $ 27,555.1 Current liabilities: Short-term borrowings $ 150.9 $ — $ — $ — $ 150.9 Current maturities of long-term debt 624.2 11.7 0.2 — 636.1 Accounts payable 47.3 212.3 349.0 — 608.6 Intercompany payable 34,441.2 32,851.1 18,493.3 (85,785.6 ) — Other accrued expenses and liabilities 376.2 300.4 172.7 (49.0 ) 800.3 Total current liabilities 35,639.8 33,375.5 19,015.2 (85,834.6 ) 2,195.9 Long-term debt, less current maturities 12,146.5 12.9 0.4 — 12,159.8 Intercompany notes payable 653.0 2,241.9 428.7 (3,323.6 ) — Deferred income taxes and other liabilities 41.3 848.4 728.1 (109.4 ) 1,508.4 Total liabilities 48,480.6 36,478.7 20,172.4 (89,267.6 ) 15,864.1 CBI stockholders’ equity 11,377.5 10,572.0 20,651.2 (31,223.2 ) 11,377.5 Noncontrolling interests — — 313.5 — 313.5 Total stockholders’ equity 11,377.5 10,572.0 20,964.7 (31,223.2 ) 11,691.0 Total liabilities and stockholders’ equity $ 59,858.1 $ 47,050.7 $ 41,137.1 $ (120,490.8 ) $ 27,555.1 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Balance Sheet at February 28, 2019 Current assets: Cash and cash equivalents $ 11.0 $ 2.6 $ 80.0 $ — $ 93.6 Accounts receivable 435.6 370.6 40.7 — 846.9 Inventories 197.7 1,485.4 609.9 (162.6 ) 2,130.4 Intercompany receivable 29,712.5 33,775.4 20,050.6 (83,538.5 ) — Prepaid expenses and other 89.9 78.1 446.7 (1.6 ) 613.1 Total current assets 30,446.7 35,712.1 21,227.9 (83,702.7 ) 3,684.0 Property, plant, and equipment 85.3 786.8 4,395.2 — 5,267.3 Investments in subsidiaries 26,533.8 1,599.6 2,982.1 (31,115.5 ) — Goodwill — 6,185.5 1,903.3 — 8,088.8 Intangible assets — 605.0 2,593.1 — 3,198.1 Intercompany notes receivable 3,218.6 — 38.6 (3,257.2 ) — Equity method investments — 1.7 3,463.9 — 3,465.6 Securities measured at fair value — — 3,234.7 — 3,234.7 Deferred income taxes 69.2 — 2,183.3 (69.2 ) 2,183.3 Other assets 17.3 1.1 91.3 — 109.7 Total assets $ 60,370.9 $ 44,891.8 $ 42,113.4 $ (118,144.6 ) $ 29,231.5 Current liabilities: Short-term borrowings $ 732.5 $ — $ 59.0 $ — $ 791.5 Current maturities of long-term debt 1,052.8 12.2 0.2 — 1,065.2 Accounts payable 59.6 141.3 415.8 — 616.7 Intercompany payable 33,787.6 31,428.9 18,322.0 (83,538.5 ) — Other accrued expenses and liabilities 374.3 184.0 156.6 (24.5 ) 690.4 Total current liabilities 36,006.8 31,766.4 18,953.6 (83,563.0 ) 3,163.8 Long-term debt, less current maturities 11,743.4 16.0 0.4 — 11,759.8 Intercompany notes payable 38.5 2,694.4 524.3 (3,257.2 ) — Deferred income taxes and other liabilities 31.2 540.5 955.9 (56.9 ) 1,470.7 Total liabilities 47,819.9 35,017.3 20,434.2 (86,877.1 ) 16,394.3 CBI stockholders’ equity 12,551.0 9,874.5 21,393.0 (31,267.5 ) 12,551.0 Noncontrolling interests — — 286.2 — 286.2 Total stockholders’ equity 12,551.0 9,874.5 21,679.2 (31,267.5 ) 12,837.2 Total liabilities and stockholders’ equity $ 60,370.9 $ 44,891.8 $ 42,113.4 $ (118,144.6 ) $ 29,231.5 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Comprehensive Income (Loss) for the Six Months Ended August 31, 2019 Sales $ 1,366.7 $ 4,126.1 $ 2,307.3 $ (2,944.2 ) $ 4,855.9 Excise taxes (168.4 ) (240.3 ) (6.0 ) — (414.7 ) Net sales 1,198.3 3,885.8 2,301.3 (2,944.2 ) 4,441.2 Cost of product sold (934.4 ) (3,057.4 ) (1,143.2 ) 2,908.4 (2,226.6 ) Gross profit 263.9 828.4 1,158.1 (35.8 ) 2,214.6 Selling, general, and administrative expenses (235.3 ) (535.8 ) (110.9 ) 9.6 (872.4 ) Operating income (loss) 28.6 292.6 1,047.2 (26.2 ) 1,342.2 Equity in earnings (losses) of equity method investees and subsidiaries and related activities (541.2 ) 5.3 (352.0 ) 299.3 (588.6 ) Unrealized net gain (loss) on securities measured at fair value — — (1,666.6 ) — (1,666.6 ) Net gain (loss) on sale of unconsolidated investment — — (0.1 ) — (0.1 ) Interest income 0.5 0.3 8.4 — 9.2 Intercompany interest income 109.2 185.7 170.8 (465.7 ) — Interest expense (233.9 ) (0.5 ) (1.0 ) — (235.4 ) Intercompany interest expense (219.1 ) (48.6 ) (198.0 ) 465.7 — Loss on extinguishment of debt (2.4 ) — — — (2.4 ) Income (loss) before income taxes (858.3 ) 434.8 (991.3 ) 273.1 (1,141.7 ) (Provision for) benefit from income taxes 87.7 (100.4 ) 396.1 4.2 387.6 Net income (loss) (770.6 ) 334.4 (595.2 ) 277.3 (754.1 ) Net income (loss) attributable to noncontrolling interests — — (16.5 ) — (16.5 ) Net income (loss) attributable to CBI $ (770.6 ) $ 334.4 $ (611.7 ) $ 277.3 $ (770.6 ) Comprehensive income (loss) attributable to CBI $ (893.3 ) $ 333.7 $ (742.5 ) $ 408.8 $ (893.3 ) Condensed Consolidating Statement of Comprehensive Income (Loss) for the Six Months Ended August 31, 2018 Sales $ 1,491.2 $ 3,993.9 $ 2,004.7 $ (2,734.1 ) $ 4,755.7 Excise taxes (179.7 ) (223.6 ) (6.2 ) — (409.5 ) Net sales 1,311.5 3,770.3 1,998.5 (2,734.1 ) 4,346.2 Cost of product sold (1,034.8 ) (2,820.2 ) (1,015.1 ) 2,740.7 (2,129.4 ) Gross profit 276.7 950.1 983.4 6.6 2,216.8 Selling, general, and administrative expenses (271.6 ) (452.1 ) (114.2 ) 11.5 (826.4 ) Operating income (loss) 5.1 498.0 869.2 18.1 1,390.4 Equity in earnings (losses) of equity method investees and subsidiaries and related activities 2,145.9 (26.0 ) 326.7 (2,444.0 ) 2.6 Unrealized net gain (loss) on securities measured at fair value — — 950.4 — 950.4 Net gain (loss) on sale of unconsolidated investment — — 99.8 — 99.8 Interest income 0.1 — 3.4 — 3.5 Intercompany interest income 135.3 321.5 2.4 (459.2 ) — Interest expense (164.6 ) (0.5 ) (14.2 ) — (179.3 ) Intercompany interest expense (271.0 ) (99.0 ) (89.2 ) 459.2 — Income (loss) before income taxes 1,850.8 694.0 2,148.5 (2,425.9 ) 2,267.4 (Provision for) benefit from income taxes 42.5 (167.9 ) (246.4 ) 2.0 (369.8 ) Net income (loss) 1,893.3 526.1 1,902.1 (2,423.9 ) 1,897.6 Net income (loss) attributable to noncontrolling interests — — (4.3 ) — (4.3 ) Net income (loss) attributable to CBI $ 1,893.3 $ 526.1 $ 1,897.8 $ (2,423.9 ) $ 1,893.3 Comprehensive income (loss) attributable to CBI $ 1,791.6 $ 525.5 $ 1,796.3 $ (2,321.8 ) $ 1,791.6 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Comprehensive Income (Loss) for the Three Months Ended August 31, 2019 Sales $ 737.5 $ 2,194.2 $ 1,121.4 $ (1,479.7 ) $ 2,573.4 Excise taxes (91.5 ) (134.9 ) (3.0 ) — (229.4 ) Net sales 646.0 2,059.3 1,118.4 (1,479.7 ) 2,344.0 Cost of product sold (513.8 ) (1,606.7 ) (557.1 ) 1,519.5 (1,158.1 ) Gross profit 132.2 452.6 561.3 39.8 1,185.9 Selling, general, and administrative expenses (122.2 ) (272.1 ) (77.0 ) 4.9 (466.4 ) Operating income (loss) 10.0 180.5 484.3 44.7 719.5 Equity in earnings (losses) of equity method investees and subsidiaries and related activities (401.9 ) 0.2 (350.7 ) 266.8 (485.6 ) Unrealized net gain (loss) on securities measured at fair value — — (839.1 ) — (839.1 ) Interest income 0.5 0.3 4.1 — 4.9 Intercompany interest income 70.3 94.8 168.8 (333.9 ) — Interest expense (115.9 ) (0.2 ) (0.4 ) — (116.5 ) Intercompany interest expense (130.5 ) (22.2 ) (181.2 ) 333.9 — Loss on extinguishment of debt (2.4 ) — — — (2.4 ) Income (loss) before income taxes (569.9 ) 253.4 (714.2 ) 311.5 (719.2 ) (Provision for) benefit from income taxes 44.7 (60.1 ) 226.4 (8.8 ) 202.2 Net income (loss) (525.2 ) 193.3 (487.8 ) 302.7 (517.0 ) Net income (loss) attributable to noncontrolling interests — — (8.2 ) — (8.2 ) Net income (loss) attributable to CBI $ (525.2 ) $ 193.3 $ (496.0 ) $ 302.7 $ (525.2 ) Comprehensive income (loss) attributable to CBI $ (646.3 ) $ 192.9 $ (616.2 ) $ 423.3 $ (646.3 ) Condensed Consolidating Statement of Comprehensive Income (Loss) for the Three Months Ended August 31, 2018 Sales $ 808.6 $ 2,112.7 $ 997.1 $ (1,392.7 ) $ 2,525.7 Excise taxes (100.9 ) (122.7 ) (3.0 ) — (226.6 ) Net sales 707.7 1,990.0 994.1 (1,392.7 ) 2,299.1 Cost of product sold (548.0 ) (1,498.1 ) (516.8 ) 1,432.0 (1,130.9 ) Gross profit 159.7 491.9 477.3 39.3 1,168.2 Selling, general, and administrative expenses (130.3 ) (213.4 ) (64.7 ) 5.2 (403.2 ) Operating income (loss) 29.4 278.5 412.6 44.5 765.0 Equity in earnings (losses) of equity method investees and subsidiaries and related activities 1,235.3 (13.5 ) 179.5 (1,403.4 ) (2.1 ) Unrealized net gain (loss) on securities measured at fair value — — 692.1 — 692.1 Net gain (loss) on sale of unconsolidated investment — — (1.6 ) — (1.6 ) Interest income 0.1 — 3.0 — 3.1 Intercompany interest income 67.7 162.7 1.5 (231.9 ) — Interest expense (84.3 ) (0.2 ) (6.6 ) — (91.1 ) Intercompany interest expense (137.4 ) (49.5 ) (45.0 ) 231.9 — Income (loss) before income taxes 1,110.8 378.0 1,235.5 (1,358.9 ) 1,365.4 (Provision for) benefit from income taxes 38.7 (91.0 ) (150.3 ) (11.5 ) (214.1 ) Net income (loss) 1,149.5 287.0 1,085.2 (1,370.4 ) 1,151.3 Net income (loss) attributable to noncontrolling interests — — (1.8 ) — (1.8 ) Net income (loss) attributable to CBI $ 1,149.5 $ 287.0 $ 1,083.4 $ (1,370.4 ) $ 1,149.5 Comprehensive income (loss) attributable to CBI $ 1,223.5 $ 287.0 $ 1,158.1 $ (1,445.1 ) $ 1,223.5 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Cash Flows for the Six Months Ended August 31, 2019 Net cash provided by (used in) operating activities $ 430.0 $ 9.8 $ 1,062.8 $ (83.2 ) $ 1,419.4 Cash flows from investing activities: Purchases of property, plant, and equipment (24.9 ) (34.8 ) (295.5 ) — (355.2 ) Purchases of businesses, net of cash acquired — — (36.2 ) — (36.2 ) Investments in equity method investees and securities — — (33.0 ) — (33.0 ) Net proceeds from (repayments of) intercompany notes (309.2 ) — — 309.2 — Net contributions from (investment in) equity affiliates (85.4 ) — — 85.4 — Other investing activities 0.2 0.1 (1.6 ) — (1.3 ) Net cash provided by (used in) investing activities (419.3 ) (34.7 ) (366.3 ) 394.6 (425.7 ) Cash flows from financing activities: Dividends paid to parent company — — (109.7 ) 109.7 — Net contributions from (investment in) equity affiliates — — 111.9 (111.9 ) — Net proceeds from (repayments of) intercompany notes 901.4 47.5 (639.7 ) (309.2 ) — Principal payments of long-term debt (1,318.8 ) (7.6 ) (5.1 ) — (1,331.5 ) Net proceeds from (repayments of) short-term borrowings (581.5 ) — (59.0 ) — (640.5 ) Dividends paid (285.0 ) — — — (285.0 ) Purchases of treasury stock (50.0 ) — — — (50.0 ) Payments of minimum tax withholdings on stock-based payment awards — (13.7 ) (0.5 ) — (14.2 ) Payments of debt issuance costs (8.0 ) — — — (8.0 ) Proceeds from issuance of long-term debt 1,291.3 — — — 1,291.3 Proceeds from shares issued under equity compensation plans 32.9 — — — 32.9 Net cash provided by (used in) financing activities (17.7 ) 26.2 (702.1 ) (311.4 ) (1,005.0 ) Effect of exchange rate changes on cash and cash equivalents — — (1.0 ) — (1.0 ) Net increase (decrease) in cash and cash equivalents (7.0 ) 1.3 (6.6 ) — (12.3 ) Cash and cash equivalents, beginning of period 11.0 2.6 80.0 — 93.6 Cash and cash equivalents, end of period $ 4.0 $ 3.9 $ 73.4 $ — $ 81.3 Parent Company Subsidiary Guarantors Subsidiary Nonguarantors Eliminations Consolidated (in millions) Condensed Consolidating Statement of Cash Flows for the Six Months Ended August 31, 2018 Net cash provided by (used in) operating activities $ (84.4 ) $ 778.1 $ 644.8 $ — $ 1,338.5 Cash flows from investing activities: Purchases of property, plant, and equipment (15.5 ) (58.2 ) (296.9 ) — (370.6 ) Purchases of businesses, net of cash acquired — (19.5 ) (0.7 ) — (20.2 ) Investments in equity method investees and securities — — (152.1 ) — (152.1 ) Proceeds from sale of unconsolidated investment — — 110.2 — 110.2 Proceeds from sales of assets 0.3 38.3 6.1 — 44.7 Net proceeds from (repayments of) intercompany notes 456.5 — — (456.5 ) — Net contributions from (investment in) equity affiliates (15.8 ) (11.1 ) — 26.9 — Other investing activities — — (0.8 ) — (0.8 ) Net cash provided by (used in) investing activities 425.5 (50.5 ) (334.2 ) (429.6 ) (388.8 ) Cash flows from financing activities: Dividends paid to parent company — — (29.5 ) 29.5 — Net contributions from (investment in) equity affiliates — 32.7 23.7 (56.4 ) — Net proceeds from (repayments of) intercompany notes 57.6 (740.3 ) 226.2 456.5 — Principal payments of long-term debt (4.5 ) (8.5 ) (10.5 ) — (23.5 ) Net proceeds from (repayments of) short-term borrowings 381.7 — (414.1 ) — (32.4 ) Dividends paid (279.1 ) — — — (279.1 ) Purchases of treasury stock (504.3 ) — — — (504.3 ) Payments of minimum tax withholdings on stock-based payment awards — (12.7 ) (0.8 ) — (13.5 ) Payments of debt issuance costs (13.6 ) — — — (13.6 ) Proceeds from issuance of long-term debt — — 12.0 — 12.0 Proceeds from shares issued under equity compensation plans 21.5 — — — 21.5 Net cash provided by (used in) financing activities (340.7 ) (728.8 ) (193.0 ) 429.6 (832.9 ) Effect of exchange rate changes on cash and cash equivalents — — (1.0 ) — (1.0 ) Net increase (decrease) in cash and cash equivalents 0.4 (1.2 ) 116.6 — 115.8 Cash and cash equivalents, beginning of period 4.6 4.4 81.3 — 90.3 Cash and cash equivalents, end of period $ 5.0 $ 3.2 $ 197.9 $ — $ 206.1 |