Guarantor Condensed Consolidating Financial Information

The following guarantor financial information is included in accordance with Rule 3-10 of Regulation S-X (Rule 3-10) in connection with the issuance of the Notes by The Chemours Company (the “Parent Issuer”). The Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured unsubordinated basis, in each case, subject to certain exceptions, by the Parent Issuer and by certain subsidiaries (together, the “Guarantor Subsidiaries”). Each of the Guarantor Subsidiaries is 100% owned by the Company. No other subsidiaries of the Company, either direct or indirect, guarantee the Notes (together, the “Non-Guarantor Subsidiaries”). The Guarantor Subsidiaries, excluding the Parent Issuer, will be automatically released from those guarantees upon the occurrence of certain customary release provisions.

The following condensed consolidating financial information is presented to comply with the Company’s requirements under Rule 3-10:


•	the Consolidating Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2016 and 2015;


•	the Consolidating Balance Sheets as of September 30, 2016 and December 31, 2015; and


•	the Consolidating Statements of Cash Flows for the nine months ended September 30, 2016 and 2015.

As discussed in Note 2, Chemours did not operate as a separate, stand-alone entity for the full period covered by consolidated financial statements. Prior to our separation on July 1, 2015, Chemours operations were included in DuPont’s financial results in different legal forms, including, but not limited to, wholly-owned subsidiaries for which Chemours was the sole business, components of legal entities in which Chemours operated in conjunction with other DuPont businesses and a majority owned joint venture. For periods prior to July 1, 2015, the condensed consolidating financial information have been prepared from DuPont’s historical accounting records and are presented on a stand-alone basis as if the business operations had been conducted independently from DuPont.

The condensed consolidating financial information is presented using the equity method of accounting for the Company’s investments in 100% owned subsidiaries. Under the equity method, the investments in subsidiaries are recorded at cost and adjusted for our share of the subsidiaries cumulative results of operations, capital contributions, distributions and other equity changes. The elimination entries principally eliminate investments in subsidiaries and intercompany balances and transactions. The financial information in this footnote should be read in conjunction with the interim consolidated financial statements presented and other notes related thereto contained in this quarterly report.

As discussed in Note 6, the Company entered into a stock and asset purchase agreement with Lanxess, pursuant to which Lanxess acquired the Company’s C&D business comprise of certain assets and subsidiaries of the Company, including International Dioxcide, Inc., which was a guarantor subsidiary.

Condensed Consolidating Statements of Comprehensive Income



	Three Months Ended September 30, 2016
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Net sales	$	—		$	961		$	847		$	(410	)	$	1,398
Cost of goods sold	—			791			656			(391		)	1,056
Gross profit	—			170			191			(19		)	342
Selling, general and administrative expense	5			115			34			(6		)	148
Research and development expense	—			19			—			—			19
Restructuring and asset related charges, net	—			60			—			—			60
Total expenses	5			194			34			(6		)	227
Equity in earnings of affiliates	—			1			8			—			9
Equity in earnings of subsidiaries	226			—			—			(226		)	—
Interest expense, net	(50		)	(1		)	—			—			(51		)
Intercompany interest income (expense), net	15			1			(16		)	—			—
Other income, net	5			70			94			(8		)	161
Income before income taxes	191			47			243			(247		)	234
(Benefit from) provision for income taxes	(13		)	29			29			(15		)	30
Net income	204			18			214			(232		)	204
Less: Net income attributable to noncontrolling interests	—			—			—			—			—
Net income attributable to Chemours	$	204		$	18		$	214		$	(232	)	$	204
Comprehensive income attributable to Chemours	$	210		$	18		$	226		$	(244	)	$	210

Condensed Consolidating Statements of Comprehensive Income (Loss)



	Three Months Ended September 30, 2015
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Net sales	$	—		$	1,073		$	852		$	(439	)	$	1,486
Cost of goods sold	—			957			710			(445		)	1,222
Gross profit	—			116			142			6			264
Selling, general and administrative expense	8			115			42			(8		)	157
Research and development expense	—			18			—			—			18
Restructuring and asset related charges, net	—			182			2			—			184
Goodwill impairment	—			25			—			—			25
Total expenses	8			340			44			(8		)	384
Equity in earnings of affiliates	—			1			6			—			7
Equity in earnings of subsidiaries	(8		)	—			—			8			—
Interest expense, net	(51		)	—			—			—			(51		)
Intercompany interest income (expense), net	16			—			(16		)	—			—
Other income, net	8			72			(19		)	(4		)	57
(Loss) income before income taxes	(43		)	(151		)	69			18			(107		)
(Benefit from) provision for income taxes	(14		)	(80		)	16			—			(78		)
Net (loss) income	(29		)	(71		)	53			18			(29		)
Less: Net income attributable to noncontrolling interests	—			—			—			—			—
Net (loss) income attributable to Chemours	$	(29	)	$	(71	)	$	53		$	18		$	(29	)
Comprehensive (loss) income attributable to Chemours	$	(62	)	$	(71	)	$	20		$	51		$	(62	)

Condensed Consolidating Statements of Comprehensive Income (Loss)



	Nine Months Ended September 30, 2016
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Net sales	$	—		$	2,898		$	2,367		$	(1,187	)	$	4,078
Cost of goods sold	—			2,506			1,921			(1,160		)	3,267
Gross profit	—			392			446			(27		)	811
Selling, general and administrative expense	17			350			103			(16		)	454
Research and development expense	—			58			2			—			60
Restructuring and asset related charges, net	—			147			(2		)	—			145
Total expenses	17			555			103			(16		)	659
Equity in earnings of affiliates	—			(2		)	19			—			17
Equity in earnings of subsidiaries	307			—			—			(307		)	—
Interest expense, net	(155		)	(2		)	—			—			(157		)
Intercompany interest income (expense), net	44			4			(48		)	—			—
Other income, net	15			178			72			(15		)	250
Income before income taxes	194			15			386			(333		)	262
(Benefit from) provision for income taxes	(43		)	25			53			(10		)	25
Net income (loss)	237			(10		)	333			(323		)	237
Less: Net income attributable to noncontrolling interests	—			—			—			—			—
Net income (loss) attributable to Chemours	$	237		$	(10	)	$	333		$	(323	)	$	237
Comprehensive income (loss) attributable to Chemours	$	250		$	(10	)	$	355		$	(345	)	$	250

Condensed Consolidating Statements of Comprehensive Income (Loss)



	Nine Months Ended September 30, 2015
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Net sales	$	—		$	3,187		$	2,484		$	(1,314	)	$	4,357
Cost of goods sold	—			2,850			2,092			(1,327		)	3,615
Gross profit	—			337			392			13			742
Selling, general and administrative expense	8			324			157			(8		)	481
Research and development expense	—			66			2			—			68
Restructuring and asset related charges, net	—			221			24			—			245
Goodwill impairment	—			25			—			—			25
Total expenses	8			636			183			(8		)	819
Equity in earnings of affiliates	—			1			17			—			18
Equity in earnings of subsidiaries	27			—			—			(27		)	—
Interest expense, net	(79		)	—			—			—			(79		)
Intercompany interest income (expense), net	28			—			(28		)	—			—
Other income (expense), net	8			90			(23		)	(4		)	71
(Loss) income before income taxes	(24		)	(208		)	175			(10		)	(67		)
(Benefit from) provision for income taxes	(20		)	(72		)	29			—			(63		)
Net (loss) income	(4		)	(136		)	146			(10		)	(4		)
Less: Net income attributable to noncontrolling interests	—			—			—			—			—
Net (loss) income attributable to Chemours	$	(4	)	$	(136	)	$	146		$	(10	)	$	(4	)
Comprehensive loss attributable to Chemours	$	(243	)	$	(136	)	$	(93	)	$	229		$	(243	)

Condensed Consolidating Balance Sheets



	September 30, 2016
	Parent Issuer		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	380		$	577		$	—		$	957
Accounts and notes receivable - trade, net	—		333			548			—			881
Intercompany receivable	19		886			41			(946		)	—
Inventories	—		365			531			(50		)	846
Prepaid expenses and other	—		42			41			(10		)	73
Total current assets	19		2,006			1,738			(1,006		)	2,757
Property, plant and equipment	—		6,258			1,960			—			8,218
Less: Accumulated depreciation	—		(4,414		)	(979		)	—			(5,393		)
Net property, plant and equipment	—		1,844			981			—			2,825
Goodwill	—		139			14			—			153
Other intangible assets, net	—		18			—			—			18
Investments in affiliates	—		7			162			—			169
Investment in subsidiaries	3,512		—			—			(3,512		)	—
Intercompany notes receivable	1,150		—			—			(1,150		)	—
Other assets	14		109			244			—			367
Total assets	$	4,695	$	4,123		$	3,139		$	(5,668	)	$	6,289
Liabilities and equity
Current liabilities:
Accounts payable	$	—	$	553		$	282		$	—		$	835
Short-term borrowings and current maturities of long-term debt	15		17			—			—			32
Intercompany payable	529		41			376			(946		)	—
Other accrued liabilities	63		388			118			—			569
Total current liabilities	607		999			776			(946		)	1,436
Long-term debt	3,711		2			—			—			3,713
Intercompany notes payable	—		—			1,150			(1,150		)	—
Deferred income taxes	—		162			59			(20		)	201
Other liabilities	—		454			104			—			558
Total liabilities	4,318		1,617			2,089			(2,116		)	5,908
Commitments and contingent liabilities
Equity
Total Chemours stockholders' equity	377		2,506			1,046			(3,552		)	377
Noncontrolling interests	—		—			4			—			4
Total equity	377		2,506			1,050			(3,552		)	381
Total liabilities and equity	$	4,695	$	4,123		$	3,139		$	(5,668	)	$	6,289

Condensed Consolidating Balance Sheets



	December 31, 2015
	Parent Issuer		Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	95		$	271		$	—		$	366
Accounts and notes receivable - trade, net	—		344			515			—			859
Intercompany receivable	3		459			54			(516		)	—
Inventories	—		493			501			(22		)	972
Prepaid expenses and other	—		49			52			3			104
Total current assets	3		1,440			1,393			(535		)	2,301
Property, plant and equipment	—		7,070			1,945			—			9,015
Less: Accumulated depreciation	—		(4,899		)	(939		)	—			(5,838		)
Net property, plant and equipment	—		2,171			1,006			—			3,177
Goodwill	—		141			25			—			166
Other intangible assets, net	—		10			—			—			10
Investments in affiliates	—		9			127			—			136
Investments in subsidiaries	3,105		—			—			(3,105		)	—
Intercompany notes receivable	1,150		—			—			(1,150		)	—
Other assets	19		275			214			—			508
Total assets	$	4,277	$	4,046		$	2,765		$	(4,790	)	$	6,298
Liabilities and equity
Current liabilities:
Accounts payable	$	—	$	637		$	336		$	—		$	973
Short-term borrowings and current maturities of long-term debt	15		24			—			—			39
Intercompany payable	202		54			260			(516		)	—
Other accrued liabilities	21		287			146			—			454
Total current liabilities	238		1,002			742			(516		)	1,466
Long-term debt	3,913		2			—			—			3,915
Intercompany notes payable	—		—			1,150			(1,150		)	—
Deferred income taxes	—		173			61			—			234
Other liabilities	—		456			97			—			553
Total liabilities	4,151		1,633			2,050			(1,666		)	6,168
Commitments and contingent liabilities
Equity
Total Chemours stockholders' equity	126		2,413			711			(3,124		)	126
Noncontrolling interests	—		—			4			—			4
Total equity	126		2,413			715			(3,124		)	130
Total liabilities and equity	$	4,277	$	4,046		$	2,765		$	(4,790	)	$	6,298

Condensed Consolidating Statements of Cash Flows



	Nine Months Ended September 30, 2016
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Operating activities
Cash (used for) provided by operating activities	$	(105	)	$	173		$	256		$	—		$	324
Investing activities
Purchases of property, plant and equipment	—			(142		)	(93		)	—			(235		)
Proceeds from sales of assets and business	—			590			117			—			707
Intercompany investing activities	—			(328		)	—			328			—
Foreign exchange contract settlements	—			(1		)	—			—			(1		)
Investment in affiliates	—			—			(2		)	—			(2		)
Cash provided by investing activities	—			119			22			328			469
Financing activities
Intercompany short-term borrowings, net	328			—			—			(328		)	—
Debt repayments	(205		)	(7		)	—			—			(212		)
Dividends paid	(16		)	—			—			—			(16		)
Deferred financing fees	(2		)	—			—			—			(2		)
Cash provided by (used for) financing activities	105			(7		)	—			(328		)	(230		)
Effect of exchange rate changes on cash	—			—			28			—			28
Increase in cash and cash equivalents	—			285			306			—			591
Cash and cash equivalents at beginning of period	—			95			271			—			366
Cash and cash equivalents at end of period	$	—		$	380		$	577		$	—		$	957

Condensed Consolidating Statements of Cash Flows



	Nine Months Ended September 30, 2015
	Parent Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations and Adjustments			Consolidated
Operating activities
Cash (used for) provided by operating activities	$	(10	)	$	(320	)	$	115		$	95		$	(120	)
Investing activities
Purchases of property, plant and equipment	—			(226		)	(166		)	—			(392		)
Proceeds from sales of assets and business	—			6			2			—			8
Foreign exchange contract settlements	—			61			—			—			61
Investment in affiliates	—			—			(32		)	—			(32		)
Cash used for investing activities	—			(159		)	(196		)	—			(355		)
Financing activities
Proceeds from issuance of debt, net	3,489			1			—			—			3,490
Deferred financing fees	(79		)	—			—			—			(79		)
Debt repayments	(5		)	(1		)	—			—			(6		)
Dividends paid	(100		)	—			—			—			(100		)
Cash provided at separation by DuPont	—			87			160			—			247
Net transfers (to) from DuPont	(3,295		)	454			77			(93		)	(2,857		)
Cash provided by financing activities	10			541			237			(93		)	695
Effect of exchange rate changes on cash	—			—			(5		)	—			(5		)
Increase in cash and cash equivalents	—			62			151			2			215
Cash and cash equivalents at beginning of period	—			—			—			—			—
Cash and cash equivalents at end of period	$	—		$	62		$	151		$	2		$	215