Subsidiary Guarantors for Credit Agreement, Term Loan and 2021 Notes

The following tables present condensed consolidated financial information as of January 30, 2015 and October 31, 2014 and for the quarters ended January 30, 2015 and January 31, 2014 for: (a) the Company; (b) on a combined basis, the guarantors of the Credit Agreement, the Term Loan and the 2021 Notes issued in October 2011, which include Joy Global Underground Mining LLC, Joy Global Surface Mining Inc, N.E.S. Investment Co., Joy Global Conveyors Inc. and Joy Global Longview Operations LLC (the "Supplemental Subsidiary Guarantors"); and (c) on a combined basis, the non-guarantors, which include all of our foreign subsidiaries and a number of small domestic subsidiaries ("Non-Guarantor Subsidiaries").

The borrowings are fully and unconditionally guaranteed on a joint and several unsecured basis by the Supplemental Subsidiary Guarantors, which are direct and indirect 100% owned subsidiaries of the Company. We conduct all of our business and derive essentially all of our income from our subsidiaries. Therefore, our ability to make payments on the obligations is dependent on the earnings and distribution of funds from our subsidiaries. There are no restrictions on the ability of any of our domestic subsidiaries to transfer funds to the parent company. Separate financial statements of the Supplemental Subsidiary Guarantors are not presented because we believe such separate statements or disclosures would not be useful to investors.

Condensed Consolidating Statement of Income Quarter ended January 30, 2015

In thousands	Parent Company			Supplemental Subsidiary Guarantors			Supplemental Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	439,592		$	474,572		$	(210,291	)	$	703,873
Cost of sales	—			319,552			364,592			(163,398		)	520,746
Product development, selling and administrative expenses	9,848			55,491			72,295			—			137,634
Other (income) expense	—			4,640			(7,853		)	—			(3,213		)
Operating income (loss)	(9,848		)	59,909			45,538			(46,893		)	48,706
Intercompany items	16,770			(23,708		)	(6,040		)	12,978			—
Interest (expense) income, net	(15,598		)	1,689			952			—			(12,957		)
Income (loss) before income taxes and equity in income of subsidiaries	(8,676		)	37,890			40,450			(33,915		)	35,749
Provision (benefit) for income taxes	17,492			3,010			(8,347		)	—			12,155
Equity in income of subsidiaries	23,594			43,472			—			(67,066		)	—
Net income (loss)	$	(2,574	)	$	78,352		$	48,797		$	(100,981	)	$	23,594

Comprehensive (loss) income	$	(114,924	)	$	79,761		$	(78,111	)	$	24,518		$	(88,756	)

Condensed Consolidating Statement of Income Quarter ended January 31, 2014

In thousands	Parent Company			Supplemental Subsidiary Guarantors			Supplemental Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	478,576		$	604,861		$	(244,125	)	$	839,312
Cost of sales	—			361,369			447,537			(204,728		)	604,178
Product development, selling and administrative expenses	14,669			67,591			70,769			—			153,029
Other (income) expense	(473		)	2,330			(4,997		)	—			(3,140		)
Operating income (loss)	(14,196		)	47,286			91,552			(39,397		)	85,245
Intercompany items	17,278			(19,986		)	(9,071		)	11,779			—
Interest (expense) income, net	(16,045		)	1,854			371			—			(13,820		)
Income (loss) before income taxes and equity in income of subsidiaries	(12,963		)	29,154			82,852			(27,618		)	71,425
Provision (benefit) for income taxes	(5,054		)	27,256			362			—			22,564
Equity in income of subsidiaries	56,770			33,013			—			(89,783		)	—
Net income	$	48,861		$	34,911		$	82,490		$	(117,401	)	$	48,861

Comprehensive income	$	2,403		$	33,376		$	34,786		$	(68,162	)	$	2,403

Condensed Consolidating Balance Sheet As of January 30, 2015

In thousands	Parent Company			Supplemental Subsidiary Guarantors		Supplemental Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	10,550		$	3,427	$	138,349	$	—		$	152,326
Accounts receivable, net	—			384,043		527,470		(22,838		)	888,675
Inventories	—			490,101		793,318		(107,371		)	1,176,048
Other current assets	73,001			13,833		88,060		15			174,909
Total current assets	83,551			891,404		1,547,197		(130,194		)	2,391,958
Property, plant and equipment, net	24,116			338,978		506,486		(4,861		)	864,719
Other assets:
Other intangible assets, net	—			224,217		86,812		—			311,029
Goodwill	—			453,374		1,039,927		—			1,493,301
Deferred income taxes	(6,958		)	—		71,777		—			64,819
Other non-current assets	4,082,542			1,941,959		2,569,591		(8,424,811		)	169,281
Total other assets	4,075,584			2,619,550		3,768,107		(8,424,811		)	2,038,430
Total assets	$	4,183,251		$	3,849,932	$	5,821,790	$	(8,559,866	)	$	5,295,107
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Short-term borrowings, including current portion of long-term obligations	$	4,688		$	11,896	$	88	$	—		$	16,672
Trade accounts payable	2,306			173,583		146,998		—			322,887
Employee compensation and benefits	6,819			34,472		43,709		—			85,000
Advance payments and progress billings	—			123,984		215,298		(26,881		)	312,401
Accrued warranties	—			15,175		43,353		—			58,528
Other accrued liabilities	71,946			58,521		104,888		(7,621		)	227,734
Current liabilities of discontinued operations	—			11,582		—		—			11,582
Total current liabilities	85,759			429,213		554,334		(34,502		)	1,034,804
Long-term obligations	1,264,979			—		9		—			1,264,988
Other liabilities:
Liabilities for postretirement benefits	18,420			870		—		—			19,290
Accrued pension costs	124,560			8,748		3,944		—			137,252
Other non-current liabilities	3,161			7,978		141,262		—			152,401
Total other liabilities	146,141			17,596		145,206		—			308,943
Shareholders’ equity	2,686,372			3,403,123		5,122,241		(8,525,364		)	2,686,372
Total liabilities and shareholders’ equity	$	4,183,251		$	3,849,932	$	5,821,790	$	(8,559,866	)	$	5,295,107

Condensed Consolidating Balance Sheet As of October 31, 2014

In thousands	Parent Company			Supplemental Subsidiary Guarantors		Supplemental Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	54,874		$	16,429	$	198,888	$	—		$	270,191
Accounts receivable, net	—			391,672		684,299		(16,262		)	1,059,709
Inventories	—			470,194		753,922		(115,808		)	1,108,308
Other current assets	87,945			9,520		82,671		15			180,151
Total current assets	142,819			887,815		1,719,780		(132,055		)	2,618,359
Property, plant and equipment, net	23,660			345,117		527,286		(3,623		)	892,440
Other assets:
Other intangible assets, net	—			228,950		90,319		—			319,269
Goodwill	—			453,374		1,063,319		—			1,516,693
Deferred income taxes	159			—		70,022		—			70,181
Other non-current assets	4,191,771			2,106,760		2,640,582		(8,759,069		)	180,044
Total other assets	4,191,930			2,789,084		3,864,242		(8,759,069		)	2,086,187
Total assets	$	4,358,409		$	4,022,016	$	6,111,308	$	(8,894,747	)	$	5,596,986
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Short-term borrowings, including current portion of long-term obligations	$	—		$	11,634	$	105	$	—		$	11,739
Trade accounts payable	3,134			214,603		178,208		—			395,945
Employee compensation and benefits	11,639			58,374		66,898		—			136,911
Advance payments and progress billings	—			117,768		193,165		(24,994		)	285,939
Accrued warranties	—			17,002		50,270		—			67,272
Other accrued liabilities	94,097			54,523		124,244		(7,264		)	265,600
Current liabilities of discontinued operations	—			11,582		—		—			11,582
Total current liabilities	108,870			485,486		612,890		(32,258		)	1,174,988
Long-term obligations	1,269,459			—		82		—			1,269,541
Other liabilities:
Liabilities for postretirement benefits	18,743			866		—		—			19,609
Accrued pension costs	132,448			7,529		4,402		—			144,379
Other non-current liabilities	(12,108		)	7,780		151,800		—			147,472
Total other liabilities	139,083			16,175		156,202		—			311,460
Shareholders’ equity	2,840,997			3,520,355		5,342,134		(8,862,489		)	2,840,997
Total liabilities and shareholders’ equity	$	4,358,409		$	4,022,016	$	6,111,308	$	(8,894,747	)	$	5,596,986

Condensed Consolidating Statement of Cash Flows Quarter ended January 30, 2015

In thousands	Parent Company			Supplemental Subsidiary Guarantors			Supplemental Non-Guarantor Subsidiaries			Consolidated
Operating Activities:
Net cash (used) provided by operating activities	$	25,892		$	(7,426	)	$	(36,821	)	$	(18,355	)
Investing Activities:
Property, plant and equipment acquired	(93		)	(5,971		)	(16,194		)	(22,258		)
Proceeds from sale of property, plant and equipment	—			133			623			756
Other investing activities, net	(1,168		)	—			1,309			141
Net cash used by investing activities	(1,261		)	(5,838		)	(14,262		)	(21,361		)
Financing Activities:
Common stock issued	273			—			—			273
Dividends paid	(19,489		)	—			—			(19,489		)
Treasury stock purchased	(50,000		)	—			—			(50,000		)
Other financing activities, net	261			262			(83		)	440
Net cash (used) provided by financing activities	(68,955		)	262			(83		)	(68,776		)
Effect of Exchange Rate Changes on Cash and Cash Equivalents	—			—			(9,373		)	(9,373		)
Decrease in Cash and Cash Equivalents	(44,324		)	(13,002		)	(60,539		)	(117,865		)
Cash and Cash Equivalents at Beginning of Period	54,874			16,429			198,888			270,191
Cash and Cash Equivalents at End of Period	$	10,550		$	3,427		$	138,349		$	152,326

Condensed Consolidating Statement of Cash Flows Quarter ended January 31, 2014

In thousands	Parent Company			Supplemental Subsidiary Guarantors			Supplemental Non-Guarantor Subsidiaries			Consolidated
Operating Activities:
Net cash provided (used) by operating activities of continuing operations	$	61,014		$	(9,829	)	$	13,654		$	64,839
Net cash provided by operating activities of discontinued operations	—			67			—			67
Net cash provided (used) by operating activities	61,014			(9,762		)	13,654			64,906
Investing Activities:
Property, plant and equipment acquired	(3,544		)	(4,084		)	(19,027		)	(26,655		)
Proceeds from sale of property, plant and equipment	—			1,277			804			2,081
Other investing activities, net	(21		)	—			—			(21		)
Net cash used by investing activities	(3,565		)	(2,807		)	(18,223		)	(24,595		)
Financing Activities:
Common stock issued	1,985			—			—			1,985
Dividends paid	(17,850		)	—			—			(17,850		)
Repayments of term loan	(12,500		)	—			—			(12,500		)
Treasury stock purchased	(122,036		)	—			—			(122,036		)
Other financing activities, net	(284		)	(1,212		)	(47		)	(1,543		)
Net cash used by financing activities	(150,685		)	(1,212		)	(47		)	(151,944		)
Effect of Exchange Rate Changes on Cash and Cash Equivalents	—			—			(3,177		)	(3,177		)
Decrease in Cash and Cash Equivalents	(93,236		)	(13,781		)	(7,793		)	(114,810		)
Cash and Cash Equivalents at Beginning of Period	122,901			20,361			262,447			405,709
Cash and Cash Equivalents at End of Period	$	29,665		$	6,580		$	254,654		$	290,899