Condensed Consolidating Financial Information of Guarantor Subsidiaries

URNA is 100 percent owned by Holdings (“Parent”) and has outstanding (i) certain indebtedness that is guaranteed by Parent, (ii) certain indebtedness that is guaranteed by both Parent and, with the exception of its U.S. special purpose vehicle which holds receivable assets relating to the Company’s accounts receivable securitization facility (the “SPV”), all of URNA’s U.S. subsidiaries (the “guarantor subsidiaries”) and (iii) certain indebtedness that is guaranteed only by the guarantor subsidiaries (specifically, the 8¹/4 percent Senior Notes). Other than the guarantee by certain Canadian subsidiaries of URNA's indebtedness under the ABL facility, none of URNA’s indebtedness is guaranteed by URNA's foreign subsidiaries or the SPV (together, the “non-guarantor subsidiaries”). The receivable assets owned by the SPV have been sold by URNA to the SPV and are not available to satisfy the obligations of URNA or Parent’s other subsidiaries. The guarantor subsidiaries are all 100 percent-owned and the guarantees are made on a joint and several basis. The guarantees are not full and unconditional because a guarantor subsidiary can be automatically released and relieved of its obligations under certain circumstances, including sale of the guarantor subsidiary, the sale of all or substantially all of the guarantor subsidiary's assets, the requirements for legal defeasance or covenant defeasance under the applicable indenture being met or designating the guarantor subsidiary as an unrestricted subsidiary for purposes of the applicable covenants. The guarantees are also subject to subordination provisions (to the same extent that the obligations of the issuer under the relevant notes are subordinated to other debt of the issuer) and to a standard limitation which provides that the maximum amount guaranteed by each guarantor will not exceed the maximum amount that can be guaranteed without making the guarantee void under fraudulent conveyance laws. Based on our understanding of Rule 3-10 of Regulation S-X ("Rule 3-10"), we believe that the guarantees of the guarantor subsidiaries comply with the conditions set forth in Rule 3-10 and therefore continue to utilize Rule 3-10 to present condensed consolidating financial information for Holdings, URNA, the guarantor subsidiaries and the non-guarantor subsidiaries. Separate consolidated financial statements of the guarantor subsidiaries have not been presented because management believes that such information would not be material to investors. However, condensed consolidating financial information is presented.

URNA covenants in the ABL facility, accounts receivable securitization facility and the other agreements governing our debt impose operating and financial restrictions on URNA, Parent and the guarantor subsidiaries, including limitations on the ability to make share repurchases and dividend payments. As of December 31, 2015, the amount available for distribution under the most restrictive of these covenants was $355. The Company’s total available capacity for making share repurchases and dividend payments includes the intercompany receivable balance of Parent. As of December 31, 2015, our total available capacity for making share repurchases and dividend payments, which includes URNA’s capacity to make restricted payments and the intercompany receivable balance of Parent, was $499.

The condensed consolidating financial information of Parent and its subsidiaries is as follows:

CONDENSED CONSOLIDATING BALANCE SHEETS

December 31, 2015



								Non-Guarantor Subsidiaries
	Parent		URNA		Guarantor Subsidiaries			Foreign			SPV		Eliminations			Total
ASSETS
Cash and cash equivalents	$	—	$	18	$	—		$	161		$	—	$	—		$	179
Accounts receivable, net	—		41		—			104			785		—			930
Intercompany receivable (payable)	144		40		(176		)	(109		)	—		101			—
Inventory	—		62		—			7			—		—			69
Prepaid expenses and other assets	—		98		—			18			—		—			116
Total current assets	144		259		(176		)	181			785		101			1,294
Rental equipment, net	—		5,657		—			529			—		—			6,186
Property and equipment, net	45		334		20			46			—		—			445
Investments in subsidiaries	1,307		958		924			—			—		(3,189		)	—
Goodwill	—		3,000		—			243			—		—			3,243
Other intangibles, net	—		838		—			67			—		—			905
Other long-term assets	3		7		—			—			—		—			10
Total assets	$	1,499	$	11,053	$	768		$	1,066		$	785	$	(3,088	)	$	12,083
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Short-term debt and current maturities of long-term debt	$	1	$	34	$	—		$	—		$	572	$	—		$	607
Accounts payable	—		237		—			34			—		—			271
Accrued expenses and other liabilities	—		314		14			27			—		—			355
Total current liabilities	1		585		14			61			572		—			1,233
Long-term debt	4		7,430		110			11			—		—			7,555
Deferred taxes	18		1,677		—			70			—		—			1,765
Other long-term liabilities	—		54		—			—			—		—			54
Total liabilities	23		9,746		124			142			572		—			10,607
Temporary equity	—		—		—			—			—		—			—
Total stockholders’ equity (deficit)	1,476		1,307		644			924			213		(3,088		)	1,476
Total liabilities and stockholders’ equity (deficit)	$	1,499	$	11,053	$	768		$	1,066		$	785	$	(3,088	)	$	12,083

CONDENSED CONSOLIDATING BALANCE SHEETS

December 31, 2014



									Non-Guarantor Subsidiaries
	Parent		URNA			Guarantor Subsidiaries			Foreign			SPV		Eliminations			Total
ASSETS
Cash and cash equivalents	$	—	$	8		$	—		$	150		$	—	$	—		$	158
Accounts receivable, net	—		37			—			144			759		—			940
Intercompany receivable (payable)	476		(428		)	(60		)	(109		)	—		121			—
Inventory	—		69			—			9			—		—			78
Prepaid expenses and other assets	—		113			1			8			—		—			122
Total current assets	476		(201		)	(59		)	202			759		121			1,298
Rental equipment, net	—		5,399			—			609			—		—			6,008
Property and equipment, net	43		331			21			43			—		—			438
Investments in subsidiaries	1,330		1,185			1,040			—			—		(3,555		)	—
Goodwill	—		3,000			—			272			—		—			3,272
Other intangibles, net	—		1,014			—			92			—		—			1,106
Other long-term assets	—		7			—			—			—		—			7
Total assets	$	1,849	$	10,735		$	1,002		$	1,218		$	759	$	(3,434	)	$	12,129
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Short-term debt and current maturities of long-term debt	$	32	$	38		$	—		$	—		$	548	$	—		$	618
Accounts payable	—		248			—			37			—		—			285
Accrued expenses and other liabilities	—		499			19			57			—		—			575
Total current liabilities	32		785			19			94			548		—			1,478
Long-term debt	—		7,208			130			6			—		—			7,344
Deferred taxes	19		1,348			—			77			—		—			1,444
Other long-term liabilities	—		64			—			1			—		—			65
Total liabilities	51		9,405			149			178			548		—			10,331
Temporary equity	2		—			—			—			—		—			2
Total stockholders’ equity (deficit)	1,796		1,330			853			1,040			211		(3,434		)	1,796
Total liabilities and stockholders’ equity (deficit)	$	1,849	$	10,735		$	1,002		$	1,218		$	759	$	(3,434	)	$	12,129

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

For the Year Ended December 31, 2015



										Non-Guarantor Subsidiaries
	Parent			URNA			Guarantor Subsidiaries			Foreign			SPV			Eliminations			Total
Revenues:
Equipment rentals	$	—		$	4,452		$	—		$	497		$	—		$	—		$	4,949
Sales of rental equipment	—			480			—			58			—			—			538
Sales of new equipment	—			137			—			20			—			—			157
Contractor supplies sales	—			69			—			10			—			—			79
Service and other revenues	—			80			—			14			—			—			94
Total revenues	—			5,218			—			599			—			—			5,817
Cost of revenues:
Cost of equipment rentals, excluding depreciation	—			1,603			—			223			—			—			1,826
Depreciation of rental equipment	—			881			—			95			—			—			976
Cost of rental equipment sales	—			279			—			32			—			—			311
Cost of new equipment sales	—			115			—			16			—			—			131
Cost of contractor supplies sales	—			48			—			7			—			—			55
Cost of service and other revenues	—			33			—			5			—			—			38
Total cost of revenues	—			2,959			—			378			—			—			3,337
Gross profit	—			2,259			—			221			—			—			2,480
Selling, general and administrative expenses	5			596			1			79			33			—			714
Merger related costs	—			(26		)	—			—			—			—			(26		)
Restructuring charge	—			5			—			1			—			—			6
Non-rental depreciation and amortization	15			228			1			24			—			—			268
Operating (loss) income	(20		)	1,456			(2		)	117			(33		)	—			1,518
Interest (income) expense, net	(3		)	559			8			3			5			(5		)	567
Other (income) expense, net (1)	(471		)	513			—			44			(98		)	—			(12		)
Income (loss) before provision (benefit) for income taxes	454			384			(10		)	70			60			5			963
Provision (benefit) for income taxes	201			141			(5		)	18			23			—			378
Income (loss) before equity in net earnings (loss) of subsidiaries	253			243			(5		)	52			37			5			585
Equity in net earnings (loss) of subsidiaries	332			89			52			—			—			(473		)	—
Net income (loss)	585			332			47			52			37			(468		)	585
Other comprehensive (loss) income	(176		)	(176		)	(175		)	(139		)	—			490			(176		)
Comprehensive income (loss)	$	409		$	156		$	(128	)	$	(87	)	$	37		$	22		$	409


(1)	Other (income) expense, net includes an adjustment to the amount of royalties Holdings receives from URNA and its subsidiaries as discussed above (see Item 7- Management’s Discussion and Analysis of Financial Condition and Results of Operations- Liquidity and Capital Resources- Relationship between Holdings and URNA).

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

For the Year Ended December 31, 2014



										Non-Guarantor Subsidiaries
	Parent			URNA			Guarantor Subsidiaries			Foreign			SPV			Eliminations			Total
Revenues:
Equipment rentals	$	—		$	4,217		$	—		$	602		$	—		$	—		$	4,819
Sales of rental equipment	—			478			—			66			—			—			544
Sales of new equipment	—			124			—			25			—			—			149
Contractor supplies sales	—			70			—			15			—			—			85
Service and other revenues	—			73			—			15			—			—			88
Total revenues	—			4,962			—			723			—			—			5,685
Cost of revenues:
Cost of equipment rentals, excluding depreciation	—			1,558			—			248			—			—			1,806
Depreciation of rental equipment	—			820			—			101			—			—			921
Cost of rental equipment sales	—			277			—			38			—			—			315
Cost of new equipment sales	—			101			—			19			—			—			120
Cost of contractor supplies sales	—			49			—			10			—			—			59
Cost of service and other revenues	—			27			—			5			—			—			32
Total cost of revenues	—			2,832			—			421			—			—			3,253
Gross profit	—			2,130			—			302			—			—			2,432
Selling, general and administrative expenses	55			607			3			84			9			—			758
Merger related costs	—			11			—			—			—			—			11
Restructuring charge	—			(1		)	—			—			—			—			(1		)
Non-rental depreciation and amortization	17			226			1			29			—			—			273
Operating (loss) income	(72		)	1,287			(4		)	189			(9		)	—			1,391
Interest expense (income), net	9			538			5			4			5			(6		)	555
Other (income) expense, net	(149		)	212			(3		)	17			(91		)	—			(14		)
Income (loss) before provision for income taxes	68			537			(6		)	168			77			6			850
Provision for income taxes	1			236			—			43			30			—			310
Income (loss) before equity in net earnings (loss) of subsidiaries	67			301			(6		)	125			47			6			540
Equity in net earnings (loss) of subsidiaries	473			172			125			—			—			(770		)	—
Net income (loss)	540			473			119			125			47			(764		)	540
Other comprehensive (loss) income	(93		)	(93		)	(90		)	(72		)	—			255			(93		)
Comprehensive income (loss)	$	447		$	380		$	29		$	53		$	47		$	(509	)	$	447

CONDENSED CONSOLIDATING STATEMENTS OF INCOME

For the Year Ended December 31, 2013



										Non-Guarantor Subsidiaries
	Parent			URNA			Guarantor Subsidiaries			Foreign			SPV (1)			Eliminations			Total
Revenues:
Equipment rentals	$	—		$	3,612		$	—		$	584		$	—		$	—		$	4,196
Sales of rental equipment	—			438			—			52			—			—			490
Sales of new equipment	—			82			—			22			—			—			104
Contractor supplies sales	—			70			—			17			—			—			87
Service and other revenues	—			62			—			16			—			—			78
Total revenues	—			4,264			—			691			—			—			4,955
Cost of revenues:
Cost of equipment rentals, excluding depreciation	—			1,391			—			243			—			—			1,634
Depreciation of rental equipment	—			752			—			100			—			—			852
Cost of rental equipment sales	—			283			—			31			—			—			314
Cost of new equipment sales	—			67			—			17			—			—			84
Cost of contractor supplies sales	—			48			—			11			—			—			59
Cost of service and other revenues	—			19			—			6			—			—			25
Total cost of revenues	—			2,560			—			408			—			—			2,968
Gross profit	—			1,704			—			283			—			—			1,987
Selling, general and administrative expenses	8			541			—			88			5			—			642
Merger related costs	—			9			—			—			—			—			9
Restructuring charge	—			12			—			—			—			—			12
Non-rental depreciation and amortization	17			210			—			19			—			—			246
Operating (loss) income	(25		)	932			—			176			(5		)	—			1,078
Interest expense (income), net	12			454			6			5			5			(7		)	475
Interest expense-subordinated convertible debentures	3			—			—			—			—			—			3
Other (income) expense, net	(132		)	191			—			18			(82		)	—			(5		)
Income (loss) before provision (benefit) for income taxes	92			287			(6		)	153			72			7			605
Provision (benefit) for income taxes	38			113			(2		)	41			28			—			218
Income (loss) before equity in net earnings (loss) of subsidiaries	54			174			(4		)	112			44			7			387
Equity in net earnings (loss) of subsidiaries	333			159			112			—			—			(604		)	—
Net income (loss)	387			333			108			112			44			(597		)	387
Other comprehensive (loss) income	(65		)	(65		)	(65		)	(50		)	—			180			(65		)
Comprehensive income (loss)	$	322		$	268		$	43		$	62		$	44		$	(417	)	$	322

CONDENSED CONSOLIDATING CASH FLOW INFORMATION

For the Year Ended December 31, 2015



										Non-Guarantor Subsidiaries
	Parent			URNA			Guarantor Subsidiaries			Foreign			SPV			Eliminations		Total
Net cash provided by (used in) operating activities	$	13		$	1,804		$	(3	)	$	170		$	11		$	—	$	1,995
Net cash used in investing activities	(13		)	(1,035		)	—			(122		)	—			—		(1,170		)
Net cash (used in) provided by financing activities	—			(759		)	3			(8		)	(11		)	—		(775		)
Effect of foreign exchange rates	—			—			—			(29		)	—			—		(29		)
Net increase in cash and cash equivalents	—			10			—			11			—			—		21
Cash and cash equivalents at beginning of period	—			8			—			150			—			—		158
Cash and cash equivalents at end of period	$	—		$	18		$	—		$	161		$	—		$	—	$	179

CONDENSED CONSOLIDATING CASH FLOW INFORMATION

For the Year Ended December 31, 2014



										Non-Guarantor Subsidiaries
	Parent			URNA			Guarantor Subsidiaries			Foreign			SPV			Eliminations		Total
Net cash provided by (used in) operating activities	$	13		$	1,644		$	4		$	223		$	(83	)	$	—	$	1,801
Net cash used in investing activities	(13		)	(1,773		)	—			(214		)	—			—		(2,000		)
Net cash provided by (used in) financing activities	—			120			(4		)	(3		)	83			—		196
Effect of foreign exchange rates	—			—			—			(14		)	—			—		(14		)
Net decrease in cash and cash equivalents	—			(9		)	—			(8		)	—			—		(17		)
Cash and cash equivalents at beginning of period	—			17			—			158			—			—		175
Cash and cash equivalents at end of period	$	—		$	8		$	—		$	150		$	—		$	—	$	158

CONDENSED CONSOLIDATING CASH FLOW INFORMATION

For the Year Ended December 31, 2013



										Non-Guarantor Subsidiaries
	Parent			URNA			Guarantor Subsidiaries			Foreign			SPV			Eliminations		Total
Net cash provided by operating activities	$	26		$	1,285		$	4		$	216		$	20		$	—	$	1,551
Net cash used in investing activities	(26		)	(1,018		)	—			(133		)	—			—		(1,177		)
Net cash used in financing activities	—			(270		)	(4		)	(1		)	(20		)	—		(295		)
Effect of foreign exchange rate	—			—			—			(10		)	—			—		(10		)
Net (decrease) increase in cash and cash equivalents	—			(3		)	—			72			—			—		69
Cash and cash equivalents at beginning of period	—			20			—			86			—			—		106
Cash and cash equivalents at end of period	$	—		$	17		$	—		$	158		$	—		$	—	$	175