Condensed Consolidating Financial Statements:

The Company’s senior unsecured notes are unconditionally guaranteed by certain of the Company’s subsidiaries (the “Guarantor

Subsidiaries”) and are not secured by our other subsidiaries (the “Non-Guarantor Subsidiaries”). The Guarantor Subsidiaries are 100% owned, all guarantees are full and unconditional, and all guarantees are joint and several. As a result of the guarantee arrangements, we are required to present condensed consolidating financial statements.

The condensed consolidating financial statements reflect the investments in subsidiaries of the Company using the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions.

Condensed consolidating financial statements of the Company, its Guarantor Subsidiaries and Non-Guarantor Subsidiaries as of December 31, 2016 and December 31, 2015 and for the years ended December 31, 2016, 2015 and 2014 are shown on the following pages.

Condensed Consolidating Balance Sheets

As of December 31, 2016

(In millions)



	Parent			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Current Assets:
Cash and cash equivalents	$	1.2		$	17.1	$	31.9		$	—		$	50.2
Accounts and notes receivable, net	—			30.6		439.2			—			469.8
Inventories, net	—			314.7		108.9			(5.1		)	418.5
Other assets	12.8			48.8		67.5			(61.7		)	67.4
Total current assets	14.0			411.2		647.5			(66.8		)	1,005.9
Property, plant and equipment, net	—			237.6		123.8			—			361.4
Goodwill	—			134.9		60.2			—			195.1
Investment in subsidiaries	1,166.9			524.7		(0.5		)	(1,691.1		)	—
Deferred income taxes	6.8			113.5		31.1			(14.7		)	136.7
Other assets, net	3.6			40.0		19.0			(1.4		)	61.2
Intercompany receivables (payables), net	(382.4		)	375.2		80.4			(73.2		)	—
Total assets	$	808.9		$	1,837.1	$	961.5		$	(1,847.2	)	$	1,760.3
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt	$	—		$	—	$	52.4		$	—		$	52.4
Current maturities of long-term debt	199.3			0.4		0.4			—			200.1
Accounts payable	18.5			248.5		94.2			—			361.2
Accrued expenses	6.3			206.3		53.3			—			265.9
Income taxes payable	(54.0		)	89.8		52.5			(79.3		)	9.0
Total current liabilities	170.1			545.0		252.8			(79.3		)	888.6
Long-term debt	600.9			14.5		0.3			—			615.7
Post-retirement benefits, other than pensions	—			2.8		—			—			2.8
Pensions	—			75.5		12.0			—			87.5
Other liabilities	—			119.1		11.1			(2.5		)	127.7
Total liabilities	771.0			756.9		276.2			(81.8		)	1,722.3
Commitments and contingencies
Total stockholders' equity	37.9			1,080.2		685.3			(1,765.4		)	38.0
Total liabilities and stockholders' equity	$	808.9		$	1,837.1	$	961.5		$	(1,847.2	)	$	1,760.3

Condensed Consolidating Balance Sheets

As of December 31, 2015

(In millions)



	Parent			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
ASSETS
Current Assets:
Cash and cash equivalents	$	0.5		$	7.8	$	30.6		$	—		$	38.9
Accounts and notes receivable, net	—			25.9		396.9			—			422.8
Inventories, net	—			324.3		98.9			(4.4		)	418.8
Other assets	3.3			46.9		67.4			(59.9		)	57.7
Total current assets	3.8			404.9		593.8			(64.3		)	938.2
Property, plant and equipment, net	—			261.8		77.8			—			339.6
Goodwill	—			134.9		60.2			—			195.1
Investment in subsidiaries	879.0			337.6		(0.6		)	(1,216.0		)	—
Deferred income taxes	5.4			126.6		28.4			(14.7		)	145.7
Other assets, net	1.5			38.2		20.6			(1.5		)	58.8
Intercompany receivables (payables), net	(278.6		)	253.3		25.3			—			—
Total assets	$	611.1		$	1,557.3	$	805.5		$	(1,296.5	)	$	1,677.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Short-term debt	$	—		$	—	$	204.1		$	—		$	204.1
Current maturities of long-term debt	29.8			0.8		0.4			—			31.0
Accounts payable	16.1			237.9		66.1			—			320.1
Accrued expenses	15.8			176.7		50.1			—			242.6
Income taxes payable	(43.0		)	106.6		37.9			(75.5		)	26.0
Total current liabilities	18.7			522.0		358.6			(75.5		)	823.8
Long-term debt	490.4			15.1		0.5			—			506.0
Post-retirement benefits, other than pensions	—			4.1		—			—			4.1
Pensions	—			111.9		8.9			—			120.8
Other liabilities	0.4			114.4		10.5			(4.2		)	121.1
Total liabilities	509.5			767.5		378.5			(79.7		)	1,575.8
Commitments and contingencies
Total stockholders' equity	101.6			789.8		427.0			(1,216.8		)	101.6
Total liabilities and stockholders' equity	$	611.1		$	1,557.3	$	805.5		$	(1,296.5	)	$	1,677.4

Condensed Consolidating Statements of Operations and Comprehensive Income

For the Year Ended December 31, 2016

(In millions)



	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net Sales	$	—		$	3,117.6		$	728.0		$	(204.0	)	$	3,641.6
Cost of goods sold	—			2,203.8			564.5			(203.2		)	2,565.1
Gross profit	—			913.8			163.5			(0.8		)	1,076.5
Operating expenses:
Selling, general and administrative expenses	—			524.3			96.7			—			621.0
Losses and other expenses, net	(3.3		)	9.7			5.1			(0.2		)	11.3
Restructuring charges	—			1.9			(0.1		)	—			1.8
Goodwill impairment	—			—			—			—			—
Asset impairment	—			—			—			—			—
Pension settlement	—			30.5			0.9			—			31.4
Income from equity method investments	(292.4		)	(40.7		)	(14.4		)	329.1			(18.4		)
Operational income	295.7			388.1			75.3			(329.7		)	429.4
Interest expense, net	24.4			(2.2		)	4.8			—			27.0
Other expense, net	—			—			(0.3		)	—			(0.3		)
Income from continuing operations before income taxes	271.3			390.3			70.8			(329.7		)	402.7
Provision for income taxes	(6.5		)	108.2			22.6			(0.2		)	124.1
Income from continuing operations	277.8			282.1			48.2			(329.5		)	278.6
Loss from discontinued operations	—			—			(0.8		)	—			(0.8		)
Net income	$	277.8		$	282.1		$	47.4		$	(329.5	)	$	277.8
Other comprehensive income (loss)	$	14.0		$	8.5		$	(14.2	)	$	1.3		$	9.6
Comprehensive Income	$	291.8		$	290.6		$	33.2		$	(328.2	)	$	287.4

Condensed Consolidating Statements of Operations and Comprehensive Income

For the Year Ended December 31, 2015

(In millions)



	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,950.6		$	701.8		$	(185.0	)	$	3,467.4
Cost of goods sold	—			2,150.9			556.4			(187.3		)	2,520.0
Gross profit	—			799.7			145.4			2.3			947.4
Operating expenses:
Selling, general and administrative expenses	—			485.6			94.9			—			580.5
Losses (gains) and other expenses, net	0.7			13.7			7.5			(0.2		)	21.7
Restructuring charges	—			(0.5		)	3.7			—			3.2
Goodwill Impairment	—			5.5			—			—			5.5
Asset Impairment	—			44.5			—			—			44.5
Pension settlement	—			—			—			—			—
(Income) loss from equity method investments	(201.8		)	(5.9		)	(10.5		)	204.8			(13.4		)
Operational income	201.1			256.8			49.8			(202.3		)	305.4
Interest expense, net	22.4			(2.0		)	3.2			—			23.6
Other expense, net	—			—			(0.8		)	—			(0.8		)
Income from continuing operations before income taxes	178.7			258.8			47.4			(202.3		)	282.6
Provision for income taxes	(7.8		)	87.9			14.3			1.0			95.4
Income from continuing operations	186.5			170.9			33.1			(203.3		)	187.2
Loss from discontinued operations	—			—			(0.6		)	—			(0.6		)
Net income	$	186.5		$	170.9		$	32.5		$	(203.3	)	$	186.6
Other comprehensive income (loss)	$	(3.5	)	$	(3.3	)	$	(40.4	)	$	(4.0	)	$	(51.2	)
Comprehensive income	$	183.0		$	167.6		$	(7.9	)	$	(207.3	)	$	135.4

Condensed Consolidating Statements of Operations and Comprehensive Income

For the Year Ended December 31, 2014

(In millions)



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net Sales	$	—		$	2,775.7		$	818.0		$	(226.3	)	$	3,367.4
Cost of goods sold	—			2,057.8			628.3			(222.0		)	2,464.1
Gross profit	—			717.9			189.7			(4.3		)	903.3
Operating expenses:
Selling, general and administrative expenses	—			454.5			119.2			—			573.7
Losses and other expenses, net	—			3.2			3.6			—			6.8
Restructuring charges	—			0.4			1.5			—			1.9
Goodwill impairment	—			—			—			—			—
Asset impairment	—			—			—			—			—
Pension settlement	—			—			—			—			—
Income from equity method investments	(216.4		)	(25.4		)	(11.3		)	239.3			(13.8		)
Operational income	216.4			285.2			76.7			(243.6		)	334.7
Interest expense, net	16.0			(3.0		)	4.2			—			17.2
Other expense, net	—			—			(0.1		)	—			(0.1		)
Income from continuing operations before income taxes	200.4			288.2			72.6			(243.6		)	317.6
Provision for income taxes	(5.6		)	91.7			24.9			(1.5		)	109.5
Income from continuing operations	206.0			196.5			47.7			(242.1		)	208.1
Loss from discontinued operations	—			—			(2.3		)	—			(2.3		)
Net income	$	206.0		$	196.5		$	45.4		$	(242.1	)	$	205.8
Other comprehensive income (loss)	$	(4.1	)	$	(51.2	)	$	(34.8	)	$	(2.3	)	$	(92.4	)
Comprehensive Income	$	201.9		$	145.3		$	10.6		$	(244.4	)	$	113.4

Condensed Consolidating Statements of Cash Flows

For the Year Ended December 31, 2016

(In millions)



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:	$	(1.6	)	$	218.5		$	137.6		$	—	$	354.5
Cash flows from investing activities:
Proceeds from the disposal of property, plant and equipment	—			—			0.2			—		0.2
Purchases of property, plant and equipment	—			(71.5		)	(12.8		)	—		(84.3		)
Net cash used in investing activities	—			(71.5		)	(12.6		)	—		(84.1		)
Cash flows from financing activities:
Short-term borrowings, net	—			—			(2.4		)	—		(2.4		)
Asset securitization borrowings	—			—			145.0			—		145.0
Asset securitization payments	—			—			(295.0		)	—		(295.0		)
Long-term debt borrowings	350.0			—			—			—		350.0
Borrowings from credit facility	2,336.5			—			—			—		2,336.5
Long-term debt payments	(57.5		)	(0.9		)	(0.4		)	—		(58.8		)
Payments on credit facility	(2,346.0		)	—			—			—		(2,346.0		)
Payments of deferred financing costs	(4.2		)	—			—			—		(4.2		)
Proceeds from employee stock purchases	2.6			—			—			—		2.6
Repurchases of common stock to satisfy employee withholding tax obligations	(33.3		)	—			—			—		(33.3		)
Repurchases of common stock	(300.0		)	—			—			—		(300.0		)
Excess tax benefits related to share-based payments	19.4			—			—			—		19.4
Intercompany debt	30.0			(65.8		)	35.8			—		—
Intercompany financing activity	73.8			(71.0		)	(2.8		)	—		—
Cash dividends paid	(69.0		)	—			—			—		(69.0		)
Net cash provided by (used in) financing activities	2.3			(137.7		)	(119.8		)	—		(255.2		)
Increase (decrease) in cash and cash equivalents	0.7			9.3			5.2			—		15.2
Effect of exchange rates on cash and cash equivalents	—			—			(3.9		)	—		(3.9		)
Cash and cash equivalents, beginning of year	0.5			7.8			30.6			—		38.9
Cash and cash equivalents, end of year	$	1.2		$	17.1		$	31.9		$	—	$	50.2

Condensed Consolidating Statements of Cash Flows

For the Year Ended December 31, 2015

(In millions)



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:	$	226.9		$	49.3		$	55.0		$	—	$	331.2
Cash flows from investing activities:
Proceeds from the disposal of property, plant and equipment	—			0.1			—			—		0.1
Purchases of property, plant and equipment	—			(60.2		)	(9.7		)	—		(69.9		)
Net cash used in investing activities	—			(60.1		)	(9.7		)	—		(69.8		)
Cash flows from financing activities:
Short-term borrowings, net	—			—			(1.7		)	—		(1.7		)
Asset securitization borrowings	—			—			40.0			—		40.0
Asset securitization payments	—			—			(60.0		)	—		(60.0		)
Long-term debt borrowings	—			—			—			—		—
Borrowings from credit facility	1,671.0			—			—			—		1,671.0
Long-term debt payments	(22.5		)	(1.2		)	(0.3		)	—		(24.0		)
Payments on credit facility	(1,807.5		)	—			—			—		(1,807.5		)
Payments of deferred financing costs	—			—			—			—		—
Proceeds from employee stock purchases	2.4			—			—			—		2.4
Repurchases of common stock to satisfy employee withholding tax obligations	(32.0		)	—			—			—		(32.0		)
Repurchases of common stock	—			—			—			—		—
Excess tax benefits related to share-based payments	22.4			—			—			—		22.4
Intercompany debt	(9.4		)	7.1			2.3			—		—
Intercompany financing activity	7.5			1.2			(8.7		)	—		—
Cash dividends paid	(59.3		)	—			—			—		(59.3		)
Net cash provided by (used in) financing activities	(227.4		)	7.1			(28.4		)	—		(248.7		)
Increase (decrease) in cash and cash equivalents	(0.5		)	(3.7		)	16.9			—		12.7
Effect of exchange rates on cash and cash equivalents	—			—			(11.3		)	—		(11.3		)
Cash and cash equivalents, beginning of year	1.0			11.5			25.0			—		37.5
Cash and cash equivalents, end of year	$	0.5		$	7.8		$	30.6		$	—	$	38.9

Condensed Consolidating Statements of Cash Flows

For the Year Ended December 31, 2014

(In millions)



	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Cash flows from operating activities:	$	328.8		$	(97.2	)	$	(46.8	)	$	—	$	184.8
Cash flows from investing activities:
Proceeds from the disposal of property, plant and equipment	—			1.0			0.1			—		1.1
Purchases of property, plant and equipment	—			(70.5		)	(17.9		)	—		(88.4		)
Net cash used in investing activities	—			(69.5		)	(17.8		)	—		(87.3		)
Cash flows from financing activities:
Short-term borrowings, net	—			—			1.5			—		1.5
Asset securitization borrowings	—			—			100.0			—		100.0
Asset securitization payments	—			—			(40.0		)	—		(40.0		)
Long-term debt borrowings	300.0			—			—			—		300.0
Borrowings from revolving credit facility	2,073.5			—			—			—		2,073.5
Long-term debt payments	—			(1.9		)	(0.4		)	—		(2.3		)
Payments on revolving credit facility	(1,908.5		)	—			—			—		(1,908.5		)
Payments of deferred financing costs	(2.2		)	—			—			—		(2.2		)
Proceeds from employee stock purchases	2.0			—			—			—		2.0
Repurchases of common stock to satisfy employee withholding tax obligations	(22.4		)	—			—			—		(22.4		)
Repurchases of common stock	(550.3		)	—			—			—		(550.3		)
Excess tax benefits related to share-based payments	11.8			—			—			—		11.8
Intercompany debt	(0.1		)	4.7			(4.6		)	—		—
Intercompany financing activity	(180.1		)	164.9			15.2			—		—
Cash dividends paid	(52.6		)	—			—			—		(52.6		)
Net cash provided by (used in) financing activities	(328.9		)	167.7			71.7			—		(89.5		)
Decrease in cash and cash equivalents	(0.1		)	1.0			7.1			—		8.0
Effect of exchange rates on cash and cash equivalents	—			—			(8.5		)	—		(8.5		)
Cash and cash equivalents, beginning of year	1.1			10.5			26.4			—		38.0
Cash and cash equivalents, end of year	$	1.0		$	11.5		$	25.0		$	—	$	37.5