Condensed Consolidating Financial Information

The Floating Rate Notes, 2023 Notes, 2026 Notes, and 2028 Notes (collectively, the “Notes”) are fully and unconditionally guaranteed on a senior unsecured basis by Holdings. No subsidiaries are guarantors to any of the Notes.

The following condensed consolidating financial information, which has been prepared in accordance with the requirements for presentation of Rule 3-10(d) of Regulation S-X promulgated under the Securities Act, presents the condensed consolidating financial information separately for:


(i)	Holdings, as the parent company and parent guarantor of the Notes, as further detailed in Note 15, Debt;


(ii)	Spirit, as the issuer of the Notes;


(iii)	The Company’s subsidiaries, (the “Non-Guarantor Subsidiaries”) on a combined basis;


(iv)	Consolidating entries and eliminations representing adjustments to (a) eliminate intercompany transactions between or among Holdings and the Non-Guarantor Subsidiaries, (b) eliminate the investments in the Company’s subsidiaries, and (c) record consolidating entries; and


(v)	Holdings and its subsidiaries on a consolidated basis.

Condensed Consolidating Statements of Operations

For the Three Months Ended September 27, 2018



	Holdings			Spirit			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenue	$	—		$	1,636.1		$	305.6		$	(128.0	)	$	1,813.7
Operating costs and expenses
Cost of sales	—			1,395.9			275.2			(128.0		)	1,543.1
Selling, general and administrative	2.3			31.4			3.6			—			37.3
Research and development	—			9.2			1.6			—			10.8
Total operating costs and expenses	2.3			1,436.5			280.4			(128.0		)	1,591.2
Operating (loss) income	(2.3		)	199.6			25.2			—			222.5
Interest expense and financing fee amortization	—			(24.2		)	(1.2		)	1.2			(24.2		)
Other income (expense), net	—			9.6			(1.0		)	(1.2		)	7.4
(Loss) income before income taxes and equity in net income of affiliate and subsidiaries	(2.3		)	185.0			23.0			—			205.7
Income tax benefit (provision)	0.4			(33.7		)	(3.6		)	—			(36.9		)
(Loss) income before equity in net income of affiliate and subsidiaries	(1.9		)	151.3			19.4			—			168.8
Equity in net income of affiliate	—			—			—			—			—
Equity in net income of subsidiaries	170.7			19.4			—			(190.1		)	—
Net income	168.8			170.7			19.4			(190.1		)	168.8
Other comprehensive (loss) income	(0.6		)	(0.6		)	0.1			0.5			(0.6		)
Comprehensive income (loss)	$	168.2		$	170.1		$	19.5		$	(189.6	)	$	168.2

Condensed Consolidating Statements of Operations

For the Three Months Ended September 28, 2017



	Holdings			Spirit			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenue	$	—		$	1,573.0		$	311.8		$	(136.6	)	$	1,748.2
Operating costs and expenses
Cost of sales	—			1,339.2			284.0			(136.6		)	1,486.6
Selling, general and administrative	3.9			42.3			3.6			—			49.8
Impact of severe weather event	—			—			—			—			—
Research and development	—			8.8			0.7			—			9.5
Total operating costs and expenses	3.9			1,390.3			288.3			(136.6		)	1,545.9
Operating (loss) income	(3.9		)	182.7			23.5			—			202.3
Interest expense and financing fee amortization	—			(10.5		)	(1.3		)	1.4			(10.4		)
Other income (expense), net	—			13.1			(0.7		)	(1.4		)	11.0
(Loss) income before income taxes and equity in net income of affiliate and subsidiaries	(3.9		)	185.3			21.5			—			202.9
Income tax benefit (provision)	0.8			(53.0		)	(3.7		)	—			(55.9		)
(Loss) income before equity in net income of affiliate and subsidiaries	(3.1		)	132.3			17.8			—			147.0
Equity in net income of affiliate	0.2			—			0.2			(0.2		)	0.2
Equity in net income of subsidiaries	150.1			17.7			—			(167.8		)	—
Net income	147.2			150.0			18.0			(168.0		)	147.2
Other comprehensive (loss) income	13.8			13.8			14.3			(28.1		)	13.8
Comprehensive income (loss)	$	161.0		$	163.8		$	32.3		$	(196.1	)	$	161.0

Condensed Consolidating Statements of Operations

For the Nine Months Ended September 27, 2018



	Holdings			Spirit			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net revenues	$	—		$	4,831.3		$	1,017.6		$	(462.2	)	$	5,386.7
Operating costs and expenses
Cost of sales	—			4,147.8			915.7			(462.2		)	4,601.3
Selling, general and administrative	8.0			133.1			13.4			—			154.5
Research and development	—			27.8			3.5			—			31.3
Total operating costs and expenses	8.0			4,308.7			932.6			(462.2		)	4,787.1
Operating (loss) income	(8.0		)	522.6			85.0			—			599.6
Interest expense and financing fee amortization	—			(60.1		)	(4.0		)	3.8			(60.3		)
Other income (expense), net	—			6.6			(3.6		)	(3.8		)	(0.8		)
(Loss) income before income taxes and equity in net income of affiliate and subsidiaries	(8.0		)	469.1			77.4			—			538.5
Income tax benefit (provision)	1.5			(88.6		)	(12.6		)	—			(99.7		)
(Loss) income before equity in net income of affiliate and subsidiaries	(6.5		)	380.5			64.8			—			438.8
Equity in net income of affiliate	0.6			—			0.6			(0.6		)	0.6
Equity in net income of subsidiaries	445.3			64.8			—			(510.1		)	—
Net income	439.4			445.3			65.4			(510.7		)	439.4
Other comprehensive (loss) income	(16.5		)	(16.5		)	(14.7		)	31.2			(16.5		)
Comprehensive income (loss)	$	422.9		$	428.8		$	50.7		$	(479.5	)	$	422.9

Condensed Consolidating Statements of Operations

For the Nine Months Ended September 28, 2017



	Holdings			Spirit			Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net revenues	$	—		$	4,701.1		$	1,025.4		$	(458.1	)	$	5,268.4
Operating costs and expenses
Cost of sales	—			4,307.4			913.5			(458.1		)	4,762.8
Selling, general and administrative	8.8			130.4			10.7			—			149.9
Impact of severe weather event	—			19.9			—			—			19.9
Research and development	—			19.4			1.8			—			21.2
Total operating costs and expenses	8.8			4,477.1			926.0			(458.1		)	4,953.8
Operating (loss) income	(8.8		)	224.0			99.4			—			314.6
Interest expense and financing fee amortization	—			(30.1		)	(4.5		)	4.5			(30.1		)
Other income (expense), net	—			37.4			(0.7		)	(4.5		)	32.2
(Loss) income before income taxes and equity in net income of affiliate and subsidiaries	(8.8		)	231.3			94.2			—			316.7
Income tax (provision) benefit	2.7			(70.2		)	(17.4		)	—			(84.9		)
(Loss) income before equity in net income of affiliate and subsidiaries	(6.1		)	161.1			76.8			—			231.8
Equity in net income of affiliate	0.3			—			0.3			(0.3		)	0.3
Equity in net income of subsidiaries	237.9			76.8			—			(314.7		)	—
Net income	232.1			237.9			77.1			(315.0		)	232.1
Other comprehensive (loss) income	33.6			33.6			35.0			(68.6		)	33.6
Comprehensive income (loss)	$	265.7		$	271.5		$	112.1		$	(383.6	)	$	265.7

Condensed Consolidating Balance Sheet

September 27, 2018



	Holdings		Spirit		Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets
Cash and cash equivalents	$	—	$	621.5	$	61.9	$	—		$	683.4
Restricted cash	—		0.3		—		—			0.3
Accounts receivable, net	—		730.1		322.7		(367.7		)	685.1
Contract assets, short-term	—		467.7		45.5		—			513.2
Inventory, net	—		610.1		320.9		—			931.0
Other current assets	—		32.4		3.0		—			35.4
Total current assets	—		2,462.1		754.0		(367.7		)	2,848.4
Property, plant and equipment, net	—		1,621.1		501.9		—			2,123.0
Contract assets, long-term	—		53.5		—		—			53.5
Pension assets, net	—		351.3		21.0		—			372.3
Investment in subsidiary	1,116.4		686.5		—		(1,802.9		)	—
Other assets	—		372.8		130.5		(218.4		)	284.9
Total assets	$	1,116.4	$	5,547.3	$	1,407.4	$	(2,389.0	)	$	5,682.1
Liabilities
Accounts payable	$	—	$	837.6	$	412.5	$	(367.7	)	$	882.4
Accrued expenses	—		317.6		36.4		—			354.0
Profit sharing	—		38.4		3.6		—			42.0
Current portion of long-term debt	—		24.1		0.9		—			25.0
Advance payments, short-term	—		112.7		—		—			112.7
Contract liabilities, short-term	—		153.5		—		—			153.5
Forward loss provision, long-term	—		147.3		—		—			147.3
Deferred revenue and other deferred credits, short-term	—		6.6		0.5		—			7.1
Deferred grant income liability - current	—		—		19.4		—			19.4
Other current liabilities	—		68.8		—		—			68.8
Total current liabilities	—		1,706.6		473.3		(367.7		)	1,812.2
Long-term debt	—		1,862.0		125.5		(117.8		)	1,869.7
Advance payments, long-term	—		144.2		2.2		—			146.4
Pension/OPEB obligation	—		38.4		—		—			38.4
Contract liabilities, long-term	—		353.8		—		—			353.8
Forward loss provision, long-term	—		72.6		—		—			72.6
Deferred grant income liability - non-current	—		5.8		24.9		—			30.7
Deferred revenue and other deferred credits	—		24.3		2.5		—			26.8
Other liabilities	—		303.2		12.5		(100.6		)	215.1
Total equity	1,116.4		1,036.4		766.5		(1,802.9		)	1,116.4
Total liabilities and stockholders’ equity	$	1,116.4	$	5,547.3	$	1,407.4	$	(2,389.0	)	$	5,682.1

Condensed Consolidating Balance Sheet

December 31, 2017



	Holdings		Spirit		Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets
Cash and cash equivalents	$	—	$	365.1	$	58.2	$	—		$	423.3
Restricted cash	—		2.2		—		—			2.2
Accounts receivable, net	—		752.6		330.9		(361.3		)	722.2
Inventory, net	—		1,010.0		439.9		—			1,449.9
Other current assets	—		50.3		3.2		—			53.5
Total current assets	—		2,180.2		832.2		(361.3		)	2,651.1
Property, plant and equipment, net	—		1,585.8		519.5		—			2,105.3
Pension assets, net	—		327.2		19.9		—			347.1
Investment in subsidiary	1,801.5		704.4		—		(2,505.9		)	—
Other assets	—		298.2		124.5		(258.4		)	164.3
Total assets	$	1,801.5	$	5,095.8	$	1,496.1	$	(3,125.6	)	$	5,267.8
Liabilities
Accounts payable	$	—	$	629.0	$	425.4	$	(361.3	)	$	693.1
Accrued expenses	—		239.5		29.8		—			269.3
Profit sharing	—		103.4		6.1		—			109.5
Current portion of long-term debt	—		30.2		0.9		—			31.1
Advance payments, short-term	—		100.0		—		—			100.0
Deferred revenue and other deferred credits, short-term	—		63.6		1.0		—			64.6
Deferred grant income liability - current	—		—		21.6		—			21.6
Other current liabilities	—		324.3		7.5		—			331.8
Total current liabilities	—		1,490.0		492.3		(361.3		)	1,621.0
Long-term debt	—		1,110.6		167.1		(157.8		)	1,119.9
Advance payments, long-term	—		231.7		—		—			231.7
Pension/OPEB obligation	—		40.8		—		—			40.8
Deferred grant income liability - non-current	—		—		39.3		—			39.3
Deferred revenue and other deferred credits	—		158.2		2.8		—			161.0
Other liabilities	—		343.1		10.1		(100.6		)	252.6
Total equity	1,801.5		1,721.4		784.5		(2,505.9		)	1,801.5
Total liabilities and stockholders’ equity	$	1,801.5	$	5,095.8	$	1,496.1	$	(3,125.6	)	$	5,267.8

Condensed Consolidating Statements of Cash Flows

For the Nine Months Ended September 27, 2018



	Holdings			Spirit			Non-Guarantor Subsidiaries			Consolidating Adjustments		Total
Operating activities
Net cash provided by operating activities	$	—		$	486.1		$	81.3		$	—	$	567.4
Investing activities
Purchase of property, plant and equipment	—			(142.9		)	(28.0		)	—		(170.9		)
Other	—			2.3			0.5			—		2.8
Net cash used in investing activities	—			(140.6		)	(27.5		)	—		(168.1		)
Financing activities
Proceeds from issuance of bonds	—			1,300.0			—			—		1,300.0
Principal payments of debt	—			(4.3		)	(0.6		)	—		(4.9		)
Payments on term loan	—			(256.3		)				—		(256.3		)
Payments on bonds	—			(300.0		)	—			—		(300.0		)
Proceeds (payments) from intercompany debt	—			49.7			(49.7		)	—		—
Debt issuance and financing costs	—			(23.2		)	—			—		(23.2		)
Taxes paid related to net share settlement of awards	—			(15.5		)	—			—		(15.5		)
Proceeds (payments) from subsidiary for purchase of treasury stock	805.8			(805.8		)	—			—		—
Purchase of treasury stock	(805.8		)	—			—			—		(805.8		)
Proceeds (payments) from subsidiary for dividends paid	35.4			(35.4		)	—			—		—
Dividends Paid	(35.4		)	—			—			—		(35.4		)
Net cash used in financing activities	—			(90.8		)	(50.3		)	—		(141.1		)
Effect of exchange rate changes on cash and cash equivalents	—			—			0.2			—		0.2
Net increase in cash, cash equivalents, and restricted cash for the period	—			254.7			3.7			—		258.4
Cash, cash equivalents, and restricted cash, beginning of period	—			387.3			58.2			—		445.5
Cash, cash equivalents, and restricted cash, end of period	$	—		$	642.0		$	61.9		$	—	$	703.9

Condensed Consolidating Statements of Cash Flows

For the Nine Months Ended September 28, 2017



	Holdings			Spirit			Non-Guarantor Subsidiaries			Consolidating Adjustments		Total
Operating activities
Net cash provided by operating activities	$	—		$	525.7		$	98.9		$	—	$	624.6
Investing activities
Purchase of property, plant and equipment	—			(122.1		)	(16.6		)	—		(138.7		)
Proceeds from sale of assets	—			0.4			—			—		0.4
Other	—			—			—			—		—
Net cash used in investing activities	—			(121.7		)	(16.6		)	—		(138.3		)
Financing activities
Principal payments of debt	—			(0.7		)	(1.6		)	—		(2.3		)
Payment on term loan	—			(12.5		)	—			—		(12.5		)
Proceeds (payments) from intercompany debt	—			65.1			(65.1		)	—		—
Taxes paid related to net share settlement of awards	—			(13.8		)	—			—		(13.8		)
Debt issuance and financing costs	—			(0.9		)	—			—		(0.9		)
Proceeds from financing under the New Markets Tax Credit Program	—			7.6			—			—		7.6
Proceeds (payments) from subsidiary for purchase of treasury stock	402.1			(402.1		)	—			—		—
Purchase of treasury stock	(402.1		)	—			—			—		(402.1		)
Proceeds (payments) from subsidiary for dividends paid	35.7			(35.7		)	—			—		—
Dividends Paid	(35.7		)	—			—			—		(35.7		)
Net cash used in financing activities	—			(393.0		)	(66.7		)	—		(459.7		)
Effect of exchange rate changes on cash and cash equivalents	—			—			5.6			—		5.6
Net increase in cash, cash equivalents, and restricted cash for the period	—			11.0			21.2			—		32.2
Cash, cash equivalents, and restricted cash, beginning of period	—			700.0			17.6			—		717.6
Cash, cash equivalents, and restricted cash, end of period	$	—		$	711.0		$	38.8		$	—	$	749.8