Subsidiary Guarantors for 2036 Notes

The following tables present condensed consolidated financial information of continuing operations as of October 30, 2015, October 31, 2014 and October 25, 2013 and for the years then ended for: (a) the Company; (b) on a combined basis, the guarantors of the 2036 Notes issued in November 2006, which include the significant domestic operations of Joy Global Underground Mining LLC, Joy Global Surface Mining Inc, N.E.S. Investment Co., Joy Global Conveyors Inc., Joy Global Longview Operations LLC and certain immaterial wholly owned subsidiaries of Joy Global Longview Operations LLC (the “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 (the “Non-Guarantor Subsidiaries”).

The borrowings are fully and unconditionally guaranteed on a joint and several unsecured basis by the 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 Subsidiary Guarantors are not presented because we believe such separate statements or disclosures would not be useful to investors.

As described in Note 2, Significant Accounting Policies, we voluntarily changed our method of accounting for actuarial gains and losses and the calculation of expected return on plan assets for all of our pension and other postretirement plans. The impact of this voluntary change in accounting has been retroactively applied to all periods presented.

Condensed Consolidated Statement of Operations Fiscal Year Ended October 30, 2015

In thousands	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	1,808,535		$	2,323,339		$	(959,727	)	$	3,172,147
Cost of sales	—			1,346,760			1,725,355			(738,890		)	2,333,225
Product development, selling and administrative expenses	47,604			192,956			376,087			26			616,673
Impairment charges	—			160,988			1,177,253			—			1,338,241
Other (income) and expense	68			17,519			(24,190		)	—			(6,603		)
Operating (loss) income	(47,672		)	90,312			(931,166		)	(220,863		)	(1,109,389		)
Intercompany items	66,408			(107,484		)	48,415			(7,339		)	—
Loss on early debt retirement	(14,311		)	—			—			—			(14,311		)
Interest (expense) income, net	(63,138		)	6,497			3,212			—			(53,429		)
(Loss) income from operations before income taxes and equity in income of subsidiaries	(58,713		)	(10,675		)	(879,539		)	(228,202		)	(1,177,129		)
Provision (benefit) for income taxes	(3,807		)	17,871			(13,189		)	—			875
Equity in income of subsidiaries	(1,123,098		)	(39,615		)	—			1,162,713			—
(Loss) income from continuing operations	$	(1,178,004	)	$	(68,161	)	$	(866,350	)	$	934,511		$	(1,178,004	)

Comprehensive (loss) income	$	(1,318,796	)	$	(69,263	)	$	(1,019,632	)	$	1,088,895		$	(1,318,796	)

Condensed Consolidated Statement of Operations, As Adjusted Year Ended October 31, 2014

In thousands	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,139,999		$	2,555,914		$	(917,603	)	$	3,778,310
Cost of sales	700			1,552,326			1,866,468			(765,261		)	2,654,233
Product development, selling and administrative expenses	60,942			237,099			310,845			—			608,886
Other (income) and expense	(473		)	12,270			(24,132		)	—			(12,335		)
Operating income (loss)	(61,169		)	338,304			402,733			(152,342		)	527,526
Intercompany items	64,185			(77,048		)	(29,099		)	41,962			—
Interest (expense) income, net	(63,639		)	6,641			1,650			—			(55,348		)
Income (loss) from continuing operations before income taxes and equity in income of subsidiaries	(60,623		)	267,897			375,284			(110,380		)	472,178
Provision (benefit) for income taxes	(46,296		)	154,570			25,786			—			134,060
Equity in income of subsidiaries	352,445			165,942			—			(518,387		)	—
Income from continuing operations	$	338,118		$	279,269		$	349,498		$	(628,767	)	$	338,118

Comprehensive income	$	301,810		$	281,569		$	311,369		$	(592,938	)	$	301,810

Condensed Consolidated Statement of Operations, As Adjusted Year Ended October 25, 2013

In thousands	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,756,869		$	3,691,072		$	(1,435,244	)	$	5,012,697
Cost of sales	(750		)	1,940,325			2,645,257			(1,185,264		)	3,399,568
Product development, selling and administrative expenses	50,443			295,816			309,889			—			656,148
Impairment charges	—			100,400			54,800			—			155,200
Other (income) and expense	(15,000		)	34,267			(52,916		)	—			(33,649		)
Operating income (loss)	(34,693		)	386,061			734,042			(249,980		)	835,430
Intercompany items	114,784			(79,519		)	(151,571		)	116,306			—
Interest (expense) income, net	(64,665		)	3,266			3,895			—			(57,504		)
Income from continuing operations before income taxes and equity in income of subsidiaries	15,426			309,808			586,366			(133,674		)	777,926
Provision (benefit) for income taxes	(42,174		)	208,246			75,095			—			241,167
Equity in income of subsidiaries	479,159			397,610			—			(876,769		)	—
Income from continuing operations	$	536,759		$	499,172		$	511,271		$	(1,010,443	)	$	536,759

Comprehensive income	$	518,266		$	500,280		$	491,738		$	(992,018	)	$	518,266

Condensed Consolidating Balance Sheet As of October 30, 2015

In thousands	Parent Company		Subsidiary Guarantors		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	581	$	2,008	$	100,296	$	—		$	102,885
Accounts receivable, net	—		214,381		597,826		(134		)	812,073
Inventories	—		508,774		607,461		(108,310		)	1,007,925
Other current assets	58,441		15,610		71,508		—			145,559
Total current assets	59,022		740,773		1,377,091		(108,444		)	2,068,442
Property, plant and equipment, net	21,318		297,476		478,253		(5,015		)	792,032
Other assets:
Other intangible assets, net	—		207,891		47,819		—			255,710
Goodwill	—		346,348		8,273		—			354,621
Deferred income taxes	49,660		—		69,253		—			118,913
Other non-current assets	2,740,518		2,078,294		2,517,110		(7,213,194		)	122,728
Total other assets	2,790,178		2,632,533		2,642,455		(7,213,194		)	851,972
Total assets	$	2,870,518	$	3,670,782	$	4,497,799	$	(7,326,653	)	$	3,712,446
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Short-term borrowings, including current portion of long-term obligations	$	18,750	$	—	$	7,571	$	—		$	26,321
Trade accounts payable	3,342		96,891		175,556		—			275,789
Employee compensation and benefits	5,843		36,527		47,965		—			90,335
Advance payments and progress billings	—		100,312		149,795		(20,637		)	229,470
Accrued warranties	—		19,027		33,119		—			52,146
Other accrued liabilities	76,650		60,228		100,660		(12,261		)	225,277
Current liabilities of discontinued operations	—		11,582		—		—			11,582
Total current liabilities	104,585		324,567		514,666		(32,898		)	910,920
Long-term obligations	1,060,598		—		45		—			1,060,643
Other liabilities:
Liabilities for postretirement benefits	18,662		878		—		—			19,540
Accrued pension costs	159,594		8,406		7,699		—			175,699
Other non-current liabilities	81,595		8,325		35,715		—			125,635
Total other liabilities	259,851		17,609		43,414		—			320,874
Shareholders’ equity	1,445,484		3,328,606		3,939,674		(7,293,755		)	1,420,009
Total liabilities and shareholders’ equity	$	2,870,518	$	3,670,782	$	4,497,799	$	(7,326,653	)	$	3,712,446

Condensed Consolidating Balance Sheet, As Adjusted As of October 31, 2014

In thousands	Parent Company			Subsidiary Guarantors		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	54,874		$	16,429	$	198,888	$	—		$	270,191
Accounts receivable, net	—			400,456		675,515		(16,262		)	1,059,709
Inventories	—			467,602		750,161		(115,808		)	1,101,955
Other current assets	87,945			9,520		82,671		15			180,151
Total current assets	142,819			894,007		1,707,235		(132,055		)	2,612,006
Property, plant and equipment, net	23,660			346,761		525,642		(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	1,875			—		70,022		—			71,897
Other non-current assets	4,136,777			2,139,776		2,662,560		(8,759,069		)	180,044
Total other assets	4,138,652			2,822,100		3,886,220		(8,759,069		)	2,087,903
Total assets	$	4,305,131		$	4,062,868	$	6,119,097	$	(8,894,747	)	$	5,592,349
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			215,235		177,576		—			395,945
Employee compensation and benefits	11,706			58,307		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	108,937			486,051		612,258		(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	132,947			7,030		4,402		—			144,379
Other non-current liabilities	(12,100		)	7,772		151,800		—			147,472
Total other liabilities	139,590			15,668		156,202		—			311,460
Shareholders’ equity	2,787,145			3,561,149		5,350,555		(8,862,489		)	2,836,360
Total liabilities and shareholders’ equity	$	4,305,131		$	4,062,868	$	6,119,097	$	(8,894,747	)	$	5,592,349

Condensed Consolidating Statement of Cash Flows Year Ended October 30, 2015

In thousands	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidated
Operating Activities:
Net cash provided by operating activities	261,293			16,105			77,935			355,333
Investing Activities:
Acquisition of businesses, net of cash acquired	—			—			(114,353		)	(114,353		)
Property, plant and equipment acquired	(945		)	(19,108		)	(51,283		)	(71,336		)
Proceeds from sale of property, plant and equipment	942			216			3,142			4,300
Other investing activities, net	(1,148		)	—			1,065			(83		)
Net cash used by investing activities	(1,151		)	(18,892		)	(161,429		)	(181,472		)
Financing Activities:
Common stock issued	4,654			—			—			4,654
Excess tax benefit from exercise of stock options	261			—			—			261
Dividends paid	(77,950		)	—			—			(77,950		)
Redemption of 6% note due 2016	(250,000		)	—			—			(250,000		)
Net borrowings under Credit Agreement	58,600			—			—			58,600
Change in short and other long-term obligations, net	—			(11,634		)	1,113			(10,521		)
Treasury stock purchased	(50,000		)	—			—			(50,000		)
Net cash used (provided) by financing activities	(314,435		)	(11,634		)	1,113			(324,956		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(16,211		)	(16,211		)
Decrease in cash and cash equivalents	(54,293		)	(14,421		)	(98,592		)	(167,306		)
Cash and cash equivalents at beginning of period	54,874			16,429			198,888			270,191
Cash and cash equivalents at end of period	$	581		$	2,008		$	100,296		$	102,885

Condensed Consolidating Statement of Cash Flows, As Adjusted Year Ended October 31, 2014

In thousands	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidated
Operating Activities:
Net cash provided by operating activities of continuing operations	$	306,292		$	3,418		$	53,731		$	363,441
Net cash used by operating activities of discontinued operations	—			(102		)	—			(102		)
Net cash provided by operating activities	306,292			3,316			53,731			363,339
Investing Activities:
Acquisition of businesses, net of cash acquired	—			—			(44,426		)	(44,426		)
Property, plant and equipment acquired	(4,706		)	(23,130		)	(63,241		)	(91,077		)
Proceeds from sale of property, plant and equipment	—			6,512			3,451			9,963
Other investing activities, net	16			(1,052		)	1,089			53
Net cash used by investing activities	(4,690		)	(17,670		)	(103,127		)	(125,487		)
Financing Activities:
Common stock issued	13,346			—			—			13,346
Excess tax benefit from exercise of stock options	1,632			—			—			1,632
Dividends paid	(74,945		)	—			—			(74,945		)
Repayments of Term Loan	(37,500		)	—			—			(37,500		)
Change in short and other long-term obligations, net	—			10,422			(8,090		)	2,332
Treasury stock purchased	(269,336		)	—			—			(269,336		)
Financing fees	(2,826		)	—			—			(2,826		)
Net cash (used) provided by financing activities	(369,629		)	10,422			(8,090		)	(367,297		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(6,073		)	(6,073		)
Decrease in cash and cash equivalents	(68,027		)	(3,932		)	(63,559		)	(135,518		)
Cash and cash equivalents at beginning of period	122,901			20,361			262,447			405,709
Cash and cash equivalents at end of period	$	54,874		$	16,429		$	198,888		$	270,191

Condensed Consolidating Statement of Cash Flows, As Adjusted Year Ended October 25, 2013

In thousands	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidated
Operating Activities:
Net cash provided by operating activities of continuing operations	$	457,171		$	58,565		$	122,802		$	638,538
Net cash used by operating activities of discontinued operations	—			(1,688		)	—			(1,688		)
Net cash provided by operating activities	457,171			56,877			122,802			636,850
Investing Activities:
Property, plant and equipment acquired	(8,489		)	(43,830		)	(101,099		)	(153,418		)
Proceeds from sale of property, plant and equipment	—			1,111			2,444			3,555
Other investing activities, net	(112		)	—			—			(112		)
Net cash used by investing activities	(8,601		)	(42,719		)	(98,655		)	(149,975		)
Financing Activities:
Common stock issued	7,575			—			—			7,575
Excess tax benefit from exercise of stock options	1,728			—			—			1,728
Dividends paid	(74,325		)	—			—			(74,325		)
Repayments of Term Loan	(50,000		)	—			—			(50,000		)
Change in short and other long-term obligations, net	—			(425		)	(6,949		)	(7,374		)
Treasury stock purchased	(214,106		)	—			—			(214,106		)
Net cash used by financing activities	(329,128		)	(425		)	(6,949		)	(336,502		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(8,537		)	(8,537		)
Increase in cash and cash equivalents	119,442			13,733			8,661			141,836
Cash and cash equivalents at beginning of period	3,459			6,628			253,786			263,873
Cash and cash equivalents at end of period	$	122,901		$	20,361		$	262,447		$	405,709