Guarantor and Non-Guarantor Financial Information

Our Senior Notes are fully and unconditionally guaranteed, on a joint and several basis, by J.M. Smucker LLC and The Folgers Coffee Company (the “subsidiary guarantors”), which are 100 percent wholly-owned subsidiaries of the Company. A subsidiary guarantor will be released from its obligations under the indentures governing the notes (a) with respect to each series of notes, if we exercise our legal or covenant defeasance option with respect to such series of notes or if our obligations under an indenture are discharged in accordance with the terms of such indenture in respect of such series of notes; (b) with respect to all series of notes issued in March 2015, upon the issuance, sale, exchange, transfer, or other disposition (including through merger, consolidation, amalgamation, or otherwise) of the capital stock of the applicable subsidiary guarantor (including any issuance, sale, exchange, transfer, or other disposition following which the applicable subsidiary guarantor is no longer a subsidiary) if such issuance, sale, exchange, transfer, or other disposition is made in a manner not in violation of the indenture in respect of such series of notes; or (c) with respect to all series of notes, upon the substantially simultaneous release or discharge of the guarantee by such subsidiary guarantor of all of our primary senior indebtedness other than through discharges as a result of payment by such guarantor on such guarantees.

Condensed consolidating financial statements for the Company, the subsidiary guarantors, and the other subsidiaries of the Company that are not guaranteeing the indebtedness under the Senior Notes (the “non-guarantor subsidiaries”) are provided below. The principal elimination entries relate to investments in subsidiaries and intercompany balances and transactions, including transactions with our 100 percent wholly-owned subsidiary guarantors and non-guarantor subsidiaries. We have accounted for investments in subsidiaries using the equity method.



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME	Three Months Ended January 31, 2016
	The J.M. Smucker Company (Parent)			Subsidiary Guarantors		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	784.7		$	289.6	$	2,190.5		$	(1,290.9	)	$	1,973.9
Cost of products sold	591.4			264.3		1,651.9			(1,297.5		)	1,210.1
Gross Profit	193.3			25.3		538.6			6.6			763.8
Selling, distribution, and administrative expenses and other special project costs	72.9			9.6		340.0			—			422.5
Amortization	0.3			—		51.9			—			52.2
Other operating income – net	(24.6		)	—		(4.6		)	—			(29.2		)
Operating Income	144.7			15.7		151.3			6.6			318.3
Interest (expense) income – net	(43.8		)	0.3		(0.1		)	—			(43.6		)
Other (expense) income – net	(1.7		)	0.1		2.2			—			0.6
Equity in net earnings of subsidiaries	119.2			36.5		15.8			(171.5		)	—
Income Before Income Taxes	218.4			52.6		169.2			(164.9		)	275.3
Income taxes	33.1			0.1		56.8			—			90.0
Net Income	185.3			52.5		112.4			(164.9		)	185.3
Other comprehensive (loss) income, net of tax	(18.0		)	0.2		(19.8		)	19.6			(18.0		)
Comprehensive Income	$	167.3		$	52.7	$	92.6		$	(145.3	)	$	167.3



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME	Three Months Ended January 31, 2015
	The J.M. Smucker Company (Parent)			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	773.4		$	281.9		$	1,680.2		$	(1,295.5	)	$	1,440.0
Cost of products sold	604.8			256.2			1,355.7			(1,299.6		)	917.1
Gross Profit	168.6			25.7			324.5			4.1			522.9
Selling, distribution, and administrative expenses and other special project costs	53.2			12.8			177.2			—			243.2
Amortization	1.1			—			24.0			0.1			25.2
Other operating expense (income) – net	0.5			(1.2		)	0.1			—			(0.6		)
Operating Income	113.8			14.1			123.2			4.0			255.1
Interest (expense) income – net	(17.0		)	0.3			(0.1		)	—			(16.8		)
Other income (expense) – net	0.2			0.1			(0.2		)	—			0.1
Equity in net earnings of subsidiaries	95.9			29.4			14.3			(139.6		)	—
Income Before Income Taxes	192.9			43.9			137.2			(135.6		)	238.4
Income taxes	32.0			0.1			45.4			—			77.5
Net Income	160.9			43.8			91.8			(135.6		)	160.9
Other comprehensive (loss) income, net of tax	(35.3		)	(5.0		)	(36.9		)	41.9			(35.3		)
Comprehensive Income	$	125.6		$	38.8		$	54.9		$	(93.7	)	$	125.6



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME	Nine Months Ended January 31, 2016
	The J.M. Smucker Company (Parent)			Subsidiary Guarantors		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	2,372.7		$	929.5	$	6,740.6		$	(4,039.2	)	$	6,003.6
Cost of products sold	1,831.1			850.8		5,088.8			(4,046.9		)	3,723.8
Gross Profit	541.6			78.7		1,651.8			7.7			2,279.8
Selling, distribution, and administrative expenses and other special project costs	197.8			30.4		1,025.2			—			1,253.4
Amortization	2.4			—		155.8			—			158.2
Other operating (income) expense – net	(24.7		)	0.4		(6.7		)	—			(31.0		)
Operating Income	366.1			47.9		477.5			7.7			899.2
Interest (expense) income – net	(131.2		)	0.9		(0.3		)	—			(130.6		)
Other income (expense) – net	1.8			0.2		(2.9		)	—			(0.9		)
Equity in net earnings of subsidiaries	342.4			101.7		48.1			(492.2		)	—
Income Before Income Taxes	579.1			150.7		522.4			(484.5		)	767.7
Income taxes	81.4			0.3		188.3			—			270.0
Net Income	497.7			150.4		334.1			(484.5		)	497.7
Other comprehensive (loss) income, net of tax	(37.0		)	0.7		(43.0		)	42.3			(37.0		)
Comprehensive Income	$	460.7		$	151.1	$	291.1		$	(442.2	)	$	460.7



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME	Nine Months Ended January 31, 2015
	The J.M. Smucker Company (Parent)			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	2,285.1		$	918.7		$	4,983.6		$	(3,941.8	)	$	4,245.6
Cost of products sold	1,837.6			832.8			3,981.5			(3,944.4		)	2,707.5
Gross Profit	447.5			85.9			1,002.1			2.6			1,538.1
Selling, distribution, and administrative expenses and other special project costs	156.5			39.0			564.9			—			760.4
Amortization	3.2			—			72.0			0.1			75.3
Other operating expense – net	0.2			0.7			—			—			0.9
Operating Income	287.6			46.2			365.2			2.5			701.5
Interest (expense) income – net	(51.0		)	0.9			(0.3		)	—			(50.4		)
Other income (expense) – net	1.7			0.1			(0.1		)	—			1.7
Equity in net earnings of subsidiaries	277.7			103.8			46.4			(427.9		)	—
Income Before Income Taxes	516.0			151.0			411.2			(425.4		)	652.8
Income taxes	80.8			0.3			136.5			—			217.6
Net Income	435.2			150.7			274.7			(425.4		)	435.2
Other comprehensive (loss) income, net of tax	(57.9		)	(15.8		)	(62.7		)	78.5			(57.9		)
Comprehensive Income	$	377.3		$	134.9		$	212.0		$	(346.9	)	$	377.3



CONDENSED CONSOLIDATING BALANCE SHEETS	January 31, 2016
	The J.M. Smucker Company (Parent)		Subsidiary Guarantors		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current Assets
Cash and cash equivalents	$	3.9	$	—	$	136.6	$	—		$	140.5
Inventories	—		144.7		789.6		7.7			942.0
Other current assets	443.9		11.8		268.4		(8.2		)	715.9
Total Current Assets	447.8		156.5		1,194.6		(0.5		)	1,798.4
Property, Plant, and Equipment – Net	297.5		576.2		750.2		—			1,623.9
Investments in Subsidiaries	14,894.7		4,281.5		321.3		(19,497.5		)	—
Intercompany Receivable	—		390.9		877.9		(1,268.8		)	—
Other Noncurrent Assets
Goodwill	1,033.0		—		4,911.9		—			5,944.9
Other intangible assets – net	430.3		—		6,284.7		—			6,715.0
Other noncurrent assets	57.5		10.1		131.7		—			199.3
Total Other Noncurrent Assets	1,520.8		10.1		11,328.3		—			12,859.2
Total Assets	$	17,160.8	$	5,415.2	$	14,472.3	$	(20,766.8	)	$	16,281.5
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities	$	493.6	$	74.7	$	445.9	$	(8.2	)	$	1,006.0
Noncurrent Liabilities
Long-term debt	5,146.3		—		—		—			5,146.3
Deferred income taxes	101.4		—		2,360.4		—			2,461.8
Intercompany payable	3,838.0		—		—		(3,838.0		)	—
Other noncurrent liabilities	256.0		15.3		70.6		—			341.9
Total Noncurrent Liabilities	9,341.7		15.3		2,431.0		(3,838.0		)	7,950.0
Total Liabilities	9,835.3		90.0		2,876.9		(3,846.2		)	8,956.0
Total Shareholders’ Equity	7,325.5		5,325.2		11,595.4		(16,920.6		)	7,325.5
Total Liabilities and Shareholders’ Equity	$	17,160.8	$	5,415.2	$	14,472.3	$	(20,766.8	)	$	16,281.5



CONDENSED CONSOLIDATING BALANCE SHEETS	April 30, 2015
	The J.M. Smucker Company (Parent)		Subsidiary Guarantors		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current Assets
Cash and cash equivalents	$	7.1	$	—	$	118.5	$	—		$	125.6
Inventories	—		180.3		979.6		3.7			1,163.6
Other current assets	427.4		4.8		351.4		(12.6		)	771.0
Total Current Assets	434.5		185.1		1,449.5		(8.9		)	2,060.2
Property, Plant, and Equipment – Net	258.0		591.3		829.0		—			1,678.3
Investments in Subsidiaries	14,610.4		4,179.7		272.4		(19,062.5		)	—
Intercompany Receivable	—		305.2		133.1		(438.3		)	—
Other Noncurrent Assets
Goodwill	1,082.0		—		4,929.6		—			6,011.6
Other intangible assets – net	501.1		—		6,449.2		—			6,950.3
Other noncurrent assets	55.6		10.5		116.1		—			182.2
Total Other Noncurrent Assets	1,638.7		10.5		11,494.9		—			13,144.1
Total Assets	$	16,941.6	$	5,271.8	$	14,178.9	$	(19,509.7	)	$	16,882.6
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities	$	484.0	$	82.6	$	468.6	$	(12.6	)	$	1,022.6
Noncurrent Liabilities
Long-term debt	5,944.9		—		—		—			5,944.9
Deferred income taxes	106.9		—		2,366.4		—			2,473.3
Intercompany payable	3,080.2		—		—		(3,080.2		)	—
Other noncurrent liabilities	238.7		15.2		101.0		—			354.9
Total Noncurrent Liabilities	9,370.7		15.2		2,467.4		(3,080.2		)	8,773.1
Total Liabilities	9,854.7		97.8		2,936.0		(3,092.8		)	9,795.7
Total Shareholders’ Equity	7,086.9		5,174.0		11,242.9		(16,416.9		)	7,086.9
Total Liabilities and Shareholders’ Equity	$	16,941.6	$	5,271.8	$	14,178.9	$	(19,509.7	)	$	16,882.6



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS	Nine Months Ended January 31, 2016
	The J.M. Smucker Company (Parent)			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net Cash Provided by Operating Activities	$	245.8		$	119.2		$	757.8		$	—		$	1,122.8
Investing Activities
Business acquired, net of cash acquired	—			—			7.9			—			7.9
Equity investment in affiliate	—			—			(16.0		)	—			(16.0		)
Additions to property, plant, and equipment	(70.8		)	(32.7		)	(57.3		)	—			(160.8		)
Proceeds from divestiture	193.7			—			—			—			193.7
Proceeds from disposal of property, plant, and equipment	—			0.1			0.1			—			0.2
(Disbursements of) repayments from intercompany loans	—			(85.6		)	(672.2		)	757.8			—
Other – net	—			(1.0		)	6.7			—			5.7
Net Cash Provided by (Used for) Investing Activities	122.9			(119.2		)	(730.8		)	757.8			30.7
Financing Activities
Short-term repayments - net	(88.0		)	—			—			—			(88.0		)
Repayments of long-term debt	(800.0		)	—			—			—			(800.0		)
Quarterly dividends paid	(236.5		)	—			—			—			(236.5		)
Purchase of treasury shares	(7.8		)	—			—			—			(7.8		)
Intercompany payable	757.8			—			—			(757.8		)	—
Other – net	2.6			—			—			—			2.6
Net Cash Used for Financing Activities	(371.9		)	—			—			(757.8		)	(1,129.7		)
Effect of exchange rate changes on cash	—			—			(8.9		)	—			(8.9		)
Net (decrease) increase in cash and cash equivalents	(3.2		)	—			18.1			—			14.9
Cash and cash equivalents at beginning of period	7.1			—			118.5			—			125.6
Cash and Cash Equivalents at End of Period	$	3.9		$	—		$	136.6		$	—		$	140.5



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS	Nine Months Ended January 31, 2015
	The J.M. Smucker Company (Parent)			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net Cash Provided by Operating Activities	$	162.7		$	70.4		$	278.5		$	—		$	511.6
Investing Activities
Businesses acquired, net of cash acquired	—			—			(80.5		)	—			(80.5		)
Additions to property, plant, and equipment	(36.0		)	(68.9		)	(57.2		)	—			(162.1		)
Equity investments in subsidiaries	(83.1		)	—			—			83.1			—
Proceeds from disposal of property, plant, and equipment	—			1.1			0.5			—			1.6
Repayments from (Disbursements of) intercompany loans	—			4.2			(244.5		)	240.3			—
Other – net	—			(6.8		)	(5.2		)	—			(12.0		)
Net Cash (Used for) Provided by Investing Activities	(119.1		)	(70.4		)	(386.9		)	323.4			(253.0		)
Financing Activities
Short-term borrowings - net	15.6			—			—			—			15.6
Repayments of long-term debt	(100.0		)	—			—			—			(100.0		)
Quarterly dividends paid	(189.0		)	—			—			—			(189.0		)
Purchase of treasury shares	(15.3		)	—			—			—			(15.3		)
Investments in subsidiaries	—			—			83.1			(83.1		)	—
Intercompany payable	240.3			—			—			(240.3		)	—
Other – net	10.3			—			—			—			10.3
Net Cash (Used for) Provided by Financing Activities	(38.1		)	—			83.1			(323.4		)	(278.4		)
Effect of exchange rate changes on cash	—			—			(22.0		)	—			(22.0		)
Net increase (decrease) in cash and cash equivalents	5.5			—			(47.3		)	—			(41.8		)
Cash and cash equivalents at beginning of period	6.8			—			146.7			—			153.5
Cash and Cash Equivalents at End of Period	$	12.3		$	—		$	99.4		$	—		$	111.7