Financial Statements of Parent Company Guarantor | Supplemental Guarantor Information Pentair plc (the "Parent Company Guarantor") and Pentair Investments Switzerland GmbH (the "Subsidiary Guarantor"), fully and unconditionally, guarantee the Notes of Pentair Finance S.à r.l. (the "Subsidiary Issuer"). The Subsidiary Guarantor is a Switzerland limited liability company formed in April 2014 and 100 percent -owned subsidiary of the Parent Company Guarantor. The Subsidiary Issuer is a Luxembourg public limited liability company formed in January 2012 and 100 percent -owned subsidiary of the Subsidiary Guarantor. The guarantees provided by the Parent Company Guarantor and Subsidiary Guarantor are joint and several. The following supplemental financial information sets forth the Company's Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) and Condensed Consolidating Statement of Cash Flows for the years ended December 31, 2017 , 2016 and 2015 and Condensed Consolidating Balance Sheet as of December 31, 2017 and 2016 . Condensed Consolidating financial information for Pentair plc, Pentair Investments Switzerland GmbH and Pentair Finance S.à r.l. on a stand-alone basis is presented using the equity method of accounting for subsidiaries. Pentair plc and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) Year Ended December 31, 2017 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ — $ 4,936.5 $ — $ 4,936.5 Cost of goods sold — — — 3,107.4 — 3,107.4 Gross profit — — — 1,829.1 — 1,829.1 Selling, general and administrative 4.1 0.6 — 1,027.8 — 1,032.5 Research and development — — — 115.8 — 115.8 Operating (loss) income (4.1 ) (0.6 ) — 685.5 — 680.8 Loss (earnings) from continuing operations of investment in subsidiaries (483.2 ) (482.6 ) (644.4 ) — 1,610.2 — Other (income) expense: Loss on sale of businesses — — — 4.2 — 4.2 Loss on early extinguishment of debt — — 91.0 10.4 — 101.4 Equity income of unconsolidated subsidiaries — — — (1.3 ) — (1.3 ) Interest income — (0.6 ) (69.2 ) (63.7 ) 123.6 (9.9 ) Interest expense — — 139.9 80.9 (123.6 ) 97.2 Income (loss) from continuing operations before income taxes 479.1 482.6 482.7 655.0 (1,610.2 ) 489.2 Provision (benefit) for income taxes (0.9 ) — — 10.1 — 9.2 Net income (loss) from continuing operations 480.0 482.6 482.7 644.9 (1,610.2 ) 480.0 Income from discontinued operations, net of tax — — — 5.4 — 5.4 Gain from sale of discontinued operations, net of tax — — — 181.1 — 181.1 Earnings (loss) from discontinued operations of investment in subsidiaries 186.5 186.5 186.5 — (559.5 ) — Net income (loss) $ 666.5 $ 669.1 $ 669.2 $ 831.4 $ (2,169.7 ) $ 666.5 Comprehensive income (loss), net of tax Net income (loss) $ 666.5 $ 669.1 $ 669.2 $ 831.4 $ (2,169.7 ) $ 666.5 Changes in cumulative translation adjustment 497.5 497.5 497.5 497.5 (1,492.5 ) 497.5 Changes in market value of derivative financial instruments, net of tax (4.6 ) (4.6 ) (4.6 ) (4.6 ) 13.8 (4.6 ) Comprehensive income (loss) $ 1,159.4 $ 1,162.0 $ 1,162.1 $ 1,324.3 $ (3,648.4 ) $ 1,159.4 Pentair plc and Subsidiaries Condensed Consolidating Balance Sheet December 31, 2017 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Assets Current assets Cash and cash equivalents $ — $ — $ — $ 113.3 $ — $ 113.3 Accounts and notes receivable, net — — — 831.6 — 831.6 Inventories — — — 581.0 — 581.0 Other current assets 10.8 1.8 1.5 239.3 (30.5 ) 222.9 Total current assets 10.8 1.8 1.5 1,765.2 (30.5 ) 1,748.8 Property, plant and equipment, net — — — 545.5 — 545.5 Other assets Investments in subsidiaries 5,205.1 5,109.6 7,156.1 — (17,470.8 ) — Goodwill — — — 4,351.1 — 4,351.1 Intangibles, net — — — 1,558.4 — 1,558.4 Long-term intercompany debt — 94.1 614.0 (708.1 ) — — Other non-current assets 2.2 — — 2,317.1 (1,889.4 ) 429.9 Total other assets 5,207.3 5,203.7 7,770.1 7,518.5 (19,360.2 ) 6,339.4 Total assets $ 5,218.1 $ 5,205.5 $ 7,771.6 $ 9,829.2 $ (19,390.7 ) $ 8,633.7 Liabilities and Equity Current liabilities Accounts payable 1.4 — — 494.3 — 495.7 Employee compensation and benefits 0.4 — — 186.2 — 186.6 Other current liabilities 99.6 0.4 9.4 438.2 (30.5 ) 517.1 Total current liabilities 101.4 0.4 9.4 1,118.7 (30.5 ) 1,199.4 Other liabilities Long-term debt 48.4 — 2,652.8 628.9 (1,889.4 ) 1,440.7 Pension and other post-retirement compensation and benefits — — — 285.6 — 285.6 Deferred tax liabilities — — — 394.8 — 394.8 Other non-current liabilities 30.5 — — 244.9 — 275.4 Total liabilities 180.3 0.4 2,662.2 2,672.9 (1,919.9 ) 3,595.9 Equity 5,037.8 5,205.1 5,109.4 7,156.3 (17,470.8 ) 5,037.8 Total liabilities and equity $ 5,218.1 $ 5,205.5 $ 7,771.6 $ 9,829.2 $ (19,390.7 ) $ 8,633.7 Pentair plc and Subsidiaries Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2017 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Operating activities Net cash provided by (used for) operating activities $ 677.0 $ 670.6 $ 661.3 $ 781.0 $ (2,169.7 ) $ 620.2 Investing activities Capital expenditures — — — (70.9 ) — (70.9 ) Proceeds from sale of property and equipment — — — 7.9 — 7.9 Proceeds from sale of businesses — — 2,765.6 (6.2 ) — 2,759.4 Acquisitions, net of cash acquired — — — (59.5 ) — (59.5 ) Net intercompany loan activity — (58.9 ) 103.7 172.6 (217.4 ) — Net cash provided by (used for) investing activities of continuing operations — (58.9 ) 2,869.3 43.9 (217.4 ) 2,636.9 Net cash provided by (used for) investing activities of discontinued operations — — — (6.5 ) — (6.5 ) Net cash provided by (used for) investing activities — (58.9 ) 2,869.3 37.4 (217.4 ) 2,630.4 Financing activities Net repayments of short-term borrowings — — — (0.8 ) — (0.8 ) Net receipts (repayments) of commercial paper and revolving long-term debt — — (914.7 ) 1.6 — (913.1 ) Repayment of long-term debt — — (1,917.8 ) (91.5 ) — (2,009.3 ) Premium paid on early extinguishment of debt — — (86.0 ) (8.9 ) — (94.9 ) Net change in advances to subsidiaries (262.5 ) (611.7 ) (685.9 ) (827.0 ) 2,387.1 — Shares issued to employees, net of shares withheld 37.2 — — — — 37.2 Repurchases of ordinary shares (200.0 ) — — — — (200.0 ) Dividends paid (251.7 ) — — — — (251.7 ) Net cash provided by (used for) financing activities (677.0 ) (611.7 ) (3,604.4 ) (926.6 ) 2,387.1 (3,432.6 ) Effect of exchange rate changes on cash and cash equivalents — — 73.8 (17.0 ) — 56.8 Change in cash and cash equivalents — — — (125.2 ) — (125.2 ) Cash and cash equivalents, beginning of year — — — 238.5 — 238.5 Cash and cash equivalents, end of year $ — $ — $ — $ 113.3 $ — $ 113.3 Pentair plc and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) Year Ended December 31, 2016 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ — $ 4,890.0 $ — $ 4,890.0 Cost of goods sold — — — 3,095.9 — 3,095.9 Gross profit — — — 1,794.1 — 1,794.1 Selling, general and administrative 15.8 — 1.2 962.3 — 979.3 Research and development — — — 114.1 — 114.1 Operating (loss) income (15.8 ) — (1.2 ) 717.7 — 700.7 Loss (earnings) from continuing operations of investment in subsidiaries (466.0 ) (466.0 ) (578.1 ) — 1,510.1 — Other (income) expense: Loss on sale of businesses — — — 3.9 — 3.9 Equity income of unconsolidated subsidiaries — — — (4.3 ) — (4.3 ) Interest income — — (70.3 ) (54.5 ) 116.5 (8.3 ) Interest expense — — 181.2 83.7 (116.5 ) 148.4 Income (loss) from continuing operations before income taxes 450.2 466.0 466.0 688.9 (1,510.1 ) 561.0 Provision (benefit) for income taxes (1.4 ) — — 110.8 — 109.4 Net income (loss) from continuing operations 451.6 466.0 466.0 578.1 (1,510.1 ) 451.6 Income from discontinued operations, net of tax — — — 70.0 — 70.0 Gain from sale of discontinued operations, net of tax — — — 0.6 — 0.6 Earnings (loss) from discontinued operations of investment in subsidiaries 70.6 70.6 70.6 — (211.8 ) — Net income (loss) $ 522.2 $ 536.6 $ 536.6 $ 648.7 $ (1,721.9 ) $ 522.2 Comprehensive income (loss), net of tax Net income (loss) $ 522.2 $ 536.6 $ 536.6 $ 648.7 $ (1,721.9 ) $ 522.2 Changes in cumulative translation adjustment (83.0 ) (83.0 ) (83.0 ) (83.0 ) 249.0 (83.0 ) Changes in market value of derivative financial instruments, net of tax (8.3 ) (8.3 ) (8.3 ) (8.3 ) 24.9 (8.3 ) Comprehensive income (loss) $ 430.9 $ 445.3 $ 445.3 $ 557.4 $ (1,448.0 ) $ 430.9 Pentair plc and Subsidiaries Condensed Consolidating Balance Sheet December 31, 2016 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Assets Current assets Cash and cash equivalents $ — $ — $ — $ 238.5 $ — $ 238.5 Accounts and notes receivable, net 0.1 — — 763.9 — 764.0 Inventories — — — 524.2 — 524.2 Other current assets 1.2 4.1 1.1 237.8 9.2 253.4 Current assets held for sale — — — 891.9 — 891.9 Total current assets 1.3 4.1 1.1 2,656.3 9.2 2,672.0 Property, plant and equipment, net — — — 538.6 — 538.6 Other assets Investments in subsidiaries 4,509.5 4,471.4 9,295.5 — (18,276.4 ) — Goodwill — — — 4,217.4 — 4,217.4 Intangibles, net — — — 1,631.8 — 1,631.8 Other non-current assets 2.2 35.2 717.8 1,568.9 (2,142.0 ) 182.1 Non-current assets held for sale — — — 2,292.9 — 2,292.9 Total other assets 4,511.7 4,506.6 10,013.3 9,711.0 (20,418.4 ) 8,324.2 Total assets $ 4,513.0 $ 4,510.7 $ 10,014.4 $ 12,905.9 $ (20,409.2 ) $ 11,534.8 Liabilities and Equity Current liabilities Current maturities of long-term debt and short-term borrowings $ — $ — $ — $ 0.8 $ — $ 0.8 Accounts payable $ 0.7 $ — $ 0.1 $ 435.8 $ — $ 436.6 Employee compensation and benefits 0.8 — — 165.3 — 166.1 Other current liabilities 95.2 1.2 26.7 379.2 9.2 511.5 Current liabilities held for sale — — — 356.2 — 356.2 Total current liabilities 96.7 1.2 26.8 1,337.3 9.2 1,471.2 Other liabilities Long-term debt 148.1 — 5,515.9 756.4 (2,142.0 ) 4,278.4 Pension and other post-retirement compensation and benefits — — — 253.4 — 253.4 Deferred tax liabilities — — — 609.5 — 609.5 Other non-current liabilities 13.8 — — 148.2 — 162.0 Non-current liabilities held for sale — — — 505.9 — 505.9 Total liabilities 258.6 1.2 5,542.7 3,610.7 (2,132.8 ) 7,280.4 Equity 4,254.4 4,509.5 4,471.7 9,295.2 (18,276.4 ) 4,254.4 Total liabilities and equity $ 4,513.0 $ 4,510.7 $ 10,014.4 $ 12,905.9 $ (20,409.2 ) $ 11,534.8 Pentair plc and Subsidiaries Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2016 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Operating activities Net cash provided by (used for) operating activities $ 522.7 $ 463.1 $ 469.5 $ 916.2 $ (1,510.1 ) $ 861.4 Investing activities Capital expenditures — — — (117.8 ) — (117.8 ) Proceeds from sale of property and equipment — — — 24.7 — 24.7 Proceeds from sale of businesses, net — — — (5.2 ) — (5.2 ) Acquisitions, net of cash acquired — — — (25.0 ) — (25.0 ) Net intercompany loan activity — — 667.3 (191.0 ) (476.3 ) — Net cash provided by (used for) investing activities of continuing operations — — 667.3 (314.3 ) (476.3 ) (123.3 ) Net cash provided by (used for) investing activities from discontinued operations — — — 1.5 — 1.5 Net cash provided by (used for) investing activities — — 667.3 (312.8 ) (476.3 ) (121.8 ) Financing activities Net receipts of short-term borrowings — — — 0.8 — 0.8 Net receipts (repayments) of commercial paper and revolving long-term debt — — (385.8 ) 0.5 — (385.3 ) Repayment of long-term debt — — — (0.7 ) — (0.7 ) Net change in advances to subsidiaries (299.8 ) (463.1 ) (778.9 ) (444.6 ) 1,986.4 — Excess tax benefits from share-based compensation — — — 8.0 — 8.0 Shares issued to employees, net of shares withheld 20.7 — — — — 20.7 Dividends paid (243.6 ) — — — — (243.6 ) Net cash provided by (used for) financing activities (522.7 ) (463.1 ) (1,164.7 ) (436.0 ) 1,986.4 (600.1 ) Effect of exchange rate changes on cash and cash equivalents — — 27.8 (55.1 ) — (27.3 ) Change in cash and cash equivalents — — (0.1 ) 112.3 — 112.2 Cash and cash equivalents, beginning of year — — 0.1 126.2 — 126.3 Cash and cash equivalents, end of year $ — $ — $ — $ 238.5 $ — $ 238.5 Pentair plc and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) Year Ended December 31, 2015 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Net sales $ — $ — $ — $ 4,616.4 $ — $ 4,616.4 Cost of goods sold — — — 3,017.6 — 3,017.6 Gross profit — — — 1,598.8 — 1,598.8 Selling, general and administrative 33.7 2.2 5.3 842.8 — 884 Research and development — — — 98.7 — 98.7 Operating (loss) income (33.7 ) (2.2 ) (5.3 ) 657.3 — 616.1 Loss (earnings) from continuing operations of investment in subsidiaries (436.1 ) (439.7 ) (475.1 ) — 1,350.9 — Other (income) expense: Loss on sale of businesses — — — 3.2 — 3.2 Equity income of unconsolidated subsidiaries — — — (1.5 ) — (1.5 ) Interest income — — (80.6 ) (33.8 ) 109.7 (4.7 ) Interest expense — 1.4 126.3 88.6 (109.7 ) 106.6 Income (loss) from continuing operations before income taxes 402.4 436.1 424.1 600.8 (1,350.9 ) 512.5 Provision for income taxes 5.3 — — 110.1 — 115.4 Net income (loss) from continuing operations 397.1 436.1 424.1 490.7 (1,350.9 ) 397.1 Loss from discontinued operations, net of tax — — — (466.8 ) — (466.8 ) Loss from sale of discontinued operations, net of tax — — — (6.7 ) — (6.7 ) Earnings (loss) from discontinued operations of investment in subsidiaries (473.5 ) (473.5 ) (473.5 ) — 1,420.5 — Net income (loss) $ (76.4 ) $ (37.4 ) $ (49.4 ) $ 17.2 $ 69.6 $ (76.4 ) Comprehensive income (loss), net of tax Net income (loss) $ (76.4 ) $ (37.4 ) $ (49.4 ) $ 17.2 $ 69.6 $ (76.4 ) Changes in cumulative translation adjustment (264.9 ) (264.9 ) (264.9 ) (264.9 ) 794.7 (264.9 ) Changes in market value of derivative financial instruments, net of tax 0.2 0.2 0.2 0.2 (0.6 ) 0.2 Comprehensive income (loss) $ (341.1 ) $ (302.1 ) $ (314.1 ) $ (247.5 ) $ 863.7 $ (341.1 ) Pentair plc and Subsidiaries Condensed Consolidating Statement of Cash Flows Year Ended December 31, 2015 In millions Parent Company Guarantor Subsidiary Guarantor Subsidiary Issuer Non-guarantor Subsidiaries Eliminations Consolidated Total Operating activities Net cash provided by (used for) operating activities $ (43.0 ) $ (48.7 ) $ (5.8 ) $ 767.1 $ 69.7 $ 739.3 Investing activities Capital expenditures — — — (91.3 ) — (91.3 ) Proceeds from sale of property and equipment — — — 4.6 — 4.6 Acquisitions, net of cash acquired — — — (1,913.9 ) — (1,913.9 ) Net intercompany loan activity — — 891.0 (295.0 ) (596.0 ) — Proceeds from sale of businesses and other — — — (3.0 ) — (3.0 ) Net cash provided by (used for) investing activities of continuing operations — — 891.0 (2,298.6 ) (596.0 ) (2,003.6 ) Net cash provided by (used for) investing activities of discontinued operations — — — 38.1 — 38.1 Net cash provided by (used for) investing activities — — 891.0 (2,260.5 ) (596.0 ) (1,965.5 ) Financing activities Net repayments on short-term borrowings — — — (2.3 ) — (2.3 ) Net receipts of commercial paper and revolving long-term debt — — 346.9 16.6 — 363.5 Proceeds from long-term debt — — 1,714.8 — — 1,714.8 Repayment of long-term debt — — (350.0 ) (6.6 ) — (356.6 ) Debt issuance costs — — (26.8 ) — — (26.8 ) Net change in advances to subsidiaries 471.7 48.7 (2,553.7 ) 1,507.0 526.3 — Excess tax benefits from share-based compensation — — — 6.0 — 6.0 Shares issued to employees, net of shares withheld 3.0 — — 16.4 — 19.4 Repurchases of ordinary shares (200.0 ) — — — — (200.0 ) Dividends paid (231.7 ) — — — — (231.7 ) Net cash provided by (used for) financing activities 43.0 48.7 (868.8 ) 1,537.1 526.3 1,286.3 Effect of exchange rate changes on cash and cash equivalents — — (16.4 ) (27.8 ) — (44.2 ) Change in cash and cash equivalents — — — 15.9 — 15.9 Cash and cash equivalents, beginning of year — — 0.1 110.3 — 110.4 Cash and cash equivalents, end of year $ — $ — $ 0.1 $ 126.2 $ — $ 126.3 |