Guarantor Financial Information

The Notes are guaranteed by certain 100% directly owned subsidiaries of the Company (the "Guarantors"). The Guarantors include TPI (legal entity and any remaining assets and liabilities subsequent to the sale of the TPI business as discussed in Note 3 - Discontinued Operation) and Keystone Tube Company, LLC, each of which fully and unconditionally guarantee the New Secured Notes on a joint and several basis.

The accompanying financial statements have been prepared and presented pursuant to Rule 3-10 of SEC Regulation S-X “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” The financial statements present condensed consolidating financial information for A. M. Castle & Co. (the "Parent"), the Guarantors, the non-guarantor subsidiaries (all other subsidiaries) and an elimination column for adjustments to arrive at the information for the Parent, Guarantors, and non-guarantors on a consolidated basis. The condensed consolidating financial information has been prepared on the same basis as the consolidated financial statements of the Parent. The equity method of accounting is followed within this financial information.



Condensed Consolidating Balance Sheet
As of June 30, 2016

	Parent		Guarantors		Non-Guarantors			Eliminations			Consolidated
Assets
Current assets
Cash and cash equivalents	$	1,687	$	—	$	10,168		$	—		$	11,855
Accounts receivable, less allowance for doubtful accounts	39,955		9		39,061			—			79,025
Receivables from affiliates	1,216		—		—			(1,216		)	—
Inventories	128,706		—		60,746			(68		)	189,384
Other current assets	7,060		633		5,955			—			13,648
Total current assets	178,624		642		115,930			(1,284		)	293,912
Investment in joint venture	31,550		—		—			—			31,550
Intangible assets, net	7,081		—		98			—			7,179
Other noncurrent assets	11,978		—		5,758			(1,910		)	15,826
Receivables from affiliates	123,889		60,879		—			(184,768		)	—
Property, plant and equipment, net	43,246		—		10,839			—			54,085
Total assets	$	396,368	$	61,521	$	132,625		$	(187,962	)	$	402,552
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	30,687	$	—	$	17,045		$	—		$	47,732
Payables due to affiliates	1,216		—		—			(1,216		)	—
Other current liabilities	23,506		1,396		5,174			—			30,076
Current portion of long-term debt	5,658		—		25			—			5,683
Total current liabilities	61,067		1,396		22,244			(1,216		)	83,491
Long-term debt, less current portion	274,686		—		2			—			274,688
Investment in subsidiaries	17,891		—		—			(17,891		)	—
Payables due to affiliates	—		8,932		176,654			(185,586		)	—
Deferred income taxes	—		1,269		—			(1,269		)	—
Other noncurrent liabilities	39,232		—		1,650			—			40,882
Stockholders’ equity (deficit)	3,492		49,924		(67,925		)	18,000			3,491
Total liabilities and stockholders’ equity	$	396,368	$	61,521	$	132,625		$	(187,962	)	$	402,552



Condensed Consolidating Balance Sheet
As of December 31, 2015

	Parent		Guarantors		Non-Guarantors			Eliminations			Consolidated
Assets
Current assets
Cash and cash equivalents	$	1,220	$	46	$	9,834		$	—		$	11,100
Accounts receivable, less allowance for doubtful accounts	39,448		9		33,734			—			73,191
Receivables from affiliates	759		36		—			(795		)	—
Inventories	150,809		—		65,349			(68		)	216,090
Other current assets	3,996		—		6,774			—			10,770
Current assets of discontinued operations	—		37,140		—			—			37,140
Total current assets	196,232		37,231		115,691			(863		)	348,291
Investment in joint venture	35,690		—		—			—			35,690
Intangible assets, net	10,116		—		134			—			10,250
Other noncurrent assets	11,642		—		4,622			(1,355		)	14,909
Investment in subsidiaries	33,941		—		—			(33,941		)	—
Receivables from affiliates	118,478		69,359		—			(187,837		)	—
Property, plant and equipment, net	52,770		1		11,790			—			64,561
Non-current assets of discontinued operations	—		19,805		—			—			19,805
Total assets	$	458,869	$	126,396	$	132,237		$	(223,996	)	$	493,506
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	32,707	$	—	$	12,899		$	—		$	45,606
Payables due to affiliates	759		—		36			(795		)	—
Other current liabilities	21,121		1,412		5,578			—			28,111
Current portion of long-term debt	6,980		—		32			—			7,012
Current liabilities of discontinued operations	—		11,158		—			—			11,158
Total current liabilities	61,567		12,570		18,545			(795		)	91,887
Long-term debt, less current portion	310,599		—		15			—			310,614
Payables due to affiliates	—		14,123		173,715			(187,838		)	—
Deferred income taxes	—		5,524		—			(1,355		)	4,169
Other noncurrent liabilities	39,715		—		133			—			39,848
Stockholders’ equity (deficit)	46,988		94,179		(60,171		)	(34,008		)	46,988
Total liabilities and stockholders’ equity	$	458,869	$	126,396	$	132,237		$	(223,996	)	$	493,506




Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
For the Three Months Ended June 30, 2016

	Parent			Guarantors		Non-Guarantors			Eliminations			Consolidated
Net sales	$	83,927		$	—	$	50,678		$	(3,913	)	$	130,692
Costs and expenses:
Cost of materials (exclusive of depreciation and amortization)	60,531			—		41,026			(3,913		)	97,644
Warehouse, processing and delivery expense	15,816			—		4,992			—			20,808
Sales, general and administrative expense	15,041			—		2,188			—			17,229
Restructuring expense	1,401			—		643			—			2,044
Depreciation and amortization expense	3,692			—		568			—			4,260
Total costs and expenses	96,481			—		49,417			(3,913		)	141,985
Operating (loss) income	(12,554		)	—		1,261			—			(11,293		)
Interest expense, net	5,433			—		4,166			—			9,599
Unrealized gain on embedded debt conversion option	(1,284		)	—		—			—			(1,284		)
Debt restructuring (gains) costs, net	2,703			—		(3,216		)	—			(513		)
Other (income) expense, net	—			—		(2,808		)	—			(2,808		)
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture	(19,406		)	—		3,119			—			(16,287		)
Income tax (benefit) expense	255			—		276			—			531
(Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture	(19,661		)	—		2,843			—			(16,818		)
Equity in earnings of subsidiaries	2,843			—		—			(2,843		)	—
Equity in losses of joint venture	(4,452		)	—		—			—			(4,452		)
(Loss) income from continuing operations	(21,270		)	—		2,843			(2,843		)	(21,270		)
Income from discontinued operations, net of income taxes	—			—		—			—			—
Net (loss) income	$	(21,270	)	$	—	$	2,843		$	(2,843	)	$	(21,270	)
Comprehensive (loss) income	$	(24,889	)	$	—	$	(1,232	)	$	1,232		$	(24,889	)




Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
For the Three Months Ended June 30, 2015

	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net sales	$	112,785		$	—		$	56,405		$	(2,862	)	$	166,328
Costs and expenses:
Cost of materials (exclusive of depreciation and amortization)	108,658			—			46,383			(2,862		)	152,179
Warehouse, processing and delivery expense	21,319			(522		)	6,545			—			27,342
Sales, general and administrative expense	18,053			—			3,294			—			21,347
Restructuring expense	15,421			—			197			—			15,618
Depreciation and amortization expense	4,718			139			1,030			—			5,887
Total costs and expenses	168,169			(383		)	57,449			(2,862		)	222,373
Operating (loss) income	(55,384		)	383			(1,044		)	—			(56,045		)
Interest expense, net	6,360			(349		)	4,014			—			10,025
Other (income) expense, net	—			—			(3,963		)	—			(3,963		)
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture	(61,744		)	732			(1,095		)	—			(62,107		)
Income tax (benefit) expense	(14,949		)	(302		)	690			—			(14,561		)
(Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture	(46,795		)	1,034			(1,785		)	—			(47,546		)
Equity in earnings of subsidiaries	92			—			—			(92		)	—
Equity in earnings of joint venture	451			—			—			—			451
(Loss) income from continuing operations	(46,252		)	1,034			(1,785		)	(92		)	(47,095		)
Income from discontinued operations, net of income taxes	—			843			—			—			843
Net (loss) income	$	(46,252	)	$	1,877		$	(1,785	)	$	(92	)	$	(46,252	)
Comprehensive (loss) income	$	(44,793	)	$	1,877		$	(2,163	)	$	286		$	(44,793	)



Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
For the Six Months Ended June 30, 2016

	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net sales	$	196,525		$	—		$	105,351		$	(7,336	)	$	294,540
Costs and expenses:
Cost of materials (exclusive of depreciation and amortization)	153,549			—			85,189			(7,336		)	231,402
Warehouse, processing and delivery expense	33,680			—			10,531			—			44,211
Sales, general and administrative expense	30,045			—			4,621			—			34,666
Restructuring expense	11,218			125			2,419			—			13,762
Depreciation and amortization expense	7,496			11			1,146			—			8,653
Total costs and expenses	235,988			136			103,906			(7,336		)	332,694
Operating (loss) income	(39,463		)	(136		)	1,445			—			(38,154		)
Interest expense, net	11,089			—			8,879			—			19,968
Unrealized gain on embedded debt conversion option	(1,284		)	—			—			—			(1,284		)
Debt restructuring (gains) costs, net	6,562			—			—			—			6,562
Other (income) expense, net	—			—			(1,663		)	—			(1,663		)
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture	(55,830		)	(136		)	(5,771		)	—			(61,737		)
Income tax (benefit) expense	1,702			(52		)	(1,454		)	—			196
(Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture	(57,532		)	(84		)	(4,317		)	—			(61,933		)
Equity in earnings of subsidiaries	539			—			—			(539		)	—
Equity in (losses) of joint venture	(4,141		)	—			—			—			(4,141		)
(Loss) income from continuing operations	(61,134		)	(84		)	(4,317		)	(539		)	(66,074		)
Income from discontinued operations, net of income taxes	2,994			4,940			—			—			7,934
Net (loss) income	$	(58,140	)	$	4,856		$	(4,317	)	$	(539	)	$	(58,140	)
Comprehensive (loss) income	$	(60,692	)	$	4,856		$	(7,781	)	$	2,925		$	(60,692	)



Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
For the Six Months Ended June 30, 2015

	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net sales	$	245,235		$	—		$	115,405		$	(5,772	)	$	354,868
Costs and expenses:
Cost of materials (exclusive of depreciation and amortization)	208,685			—			93,621			(5,772		)	296,534
Warehouse, processing and delivery expense	38,861			(1,044		)	13,116			—			50,933
Sales, general and administrative expense	35,395			—			6,920			—			42,315
Restructuring expense	16,252			—			197			—			16,449
Depreciation and amortization expense	9,461			277			2,043			—			11,781
Total costs and expenses (income)	308,654			(767		)	115,897			(5,772		)	418,012
Operating (loss) income	(63,419		)	767			(492		)	—			(63,144		)
Interest (income) expense, net	12,391			(349		)	8,147			—			20,189
Other expense, net	—			—			2,262			—			2,262
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture	(75,810		)	1,116			(10,901		)	—			(85,595		)
Income tax (benefit) expense	(20,909		)	(302		)	(301		)	—			(21,512		)
(Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture	(54,901		)	1,418			(10,600		)	—			(64,083		)
Equity in (losses) of subsidiaries	(7,804		)	—			—			7,804			—
Equity in earnings of joint venture	1,326			—			—			—			1,326
(Loss) income from continuing operations	(61,379		)	1,418			(10,600		)	7,804			(62,757		)
Income from discontinued operations, net of income taxes	—			1,378			—			—			1,378
Net (loss) income	$	(61,379	)	$	2,796		$	(10,600	)	$	7,804		$	(61,379	)
Comprehensive (loss) income	$	(63,212	)	$	2,796		$	(15,292	)	$	12,496		$	(63,212	)



Condensed Consolidating Statement of Cash Flows
For the Six Months Ended June 30, 2016

	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Operating activities:
Net (loss) income	$	(58,140	)	$	4,856		$	(4,317	)	$	(539	)	$	(58,140	)
Less: Income from discontinued operations, net of income taxes	2,994			4,940			—			—			7,934
(Loss) income from continuing operations	(61,134		)	(84		)	(4,317		)	(539		)	(66,074		)
Equity in losses of subsidiaries	(539		)	—			—			539			—
Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations	45,019			1,978			2,197			(2,347		)	46,847
Net cash from (used in) operating activities of continuing operations	(16,654		)	1,894			(2,120		)	(2,347		)	(19,227		)
Net cash from (used in) operating activities of discontinued operations	—			(5,219		)	—			—			(5,219		)
Net cash from (used in) operating activities	(16,654		)	(3,325		)	(2,120		)	(2,347		)	(24,446		)
Investing activities:
Capital expenditures	(1,231		)	(10		)	(671		)	—			(1,912		)
Proceeds from sale of property, plant and equipment	2,575			—			261			—			2,836
Net advances to subsidiaries	(8,575		)	—			—			8,575			—
Net cash from (used in) investing activities of continuing operations	(7,231		)	(10		)	(410		)	8,575			924
Net cash from (used in) investing activities of discontinued operations	53,570			—			—			—			53,570
Net cash from (used in) investing activities	46,339			(10		)	(410		)	8,575			54,494
Financing activities:
Proceeds from long-term debt	426,861			—			—			—			426,861
Repayments of long-term debt	(447,165		)	—			(20		)	—			(447,185		)
Net intercompany (repayments) borrowings	—			3,289			2,939			(6,228		)	—
Other financing activities	(8,914		)	—			—			—			(8,914		)
Net cash from (used in) financing activities	(29,218		)	3,289			2,919			(6,228		)	(29,238		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(55		)	—			(55		)
Net change in cash and cash equivalents	467			(46		)	334			—			755
Cash and cash equivalents - beginning of year	1,220			46			9,834			—			11,100
Cash and cash equivalents - end of period	$	1,687		$	—		$	10,168		$	—		$	11,855



Condensed Consolidating Statement of Cash Flows
For the Six Months Ended June 30, 2015

	Parent			Guarantors			Non-Guarantors			Eliminations			Consolidated
Operating activities:
Net (loss) income	$	(61,379	)	$	2,796		$	(10,600	)	$	7,804		$	(61,379	)
Less: Income from discontinued operations, net of income taxes	—			1,378			—			—			1,378
(Loss) income from continuing operations	(61,379		)	1,418			(10,600		)	7,804			(62,757		)
Equity in losses of subsidiaries	7,804			—			—			(7,804		)	—
Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations	53,151			(1,144		)	(9,097		)	—			42,910
Net cash from (used in) operating activities of continuing operations	(424		)	274			(19,697		)	—			(19,847		)
Net cash from (used in) operating activities of discontinued operations	—			4,773			—			—			4,773
Net cash (used in) from operating activities	(424		)	5,047			(19,697		)	—			(15,074		)
Investing activities:
Capital expenditures	(1,460		)	(8		)	(1,082		)	—			(2,550		)
Proceeds from sale of property, plant and equipment	7,641			—			3			—			7,644
Net advances to subsidiaries	(20,519		)	—			—			20,519			—
Net cash from (used in) investing activities of continuing operations	(14,338		)	(8		)	(1,079		)	20,519			5,094
Net cash from (used in) investing activities of discontinued operations	—			(745		)	—			—			(745		)
Net cash from (used in) investing activities	(14,338		)	(753		)	(1,079		)	20,519			4,349
Financing activities:
Proceeds from long-term debt	464,700			—			—			—			464,700
Repayments of long-term debt	(448,775		)	—			(2,020		)	—			(450,795		)
Net intercompany (repayments) borrowings	—			(4,049		)	24,568			(20,519		)	—
Other financing activities	—			—			—			—			—
Net cash from (used in) financing activities	15,925			(4,049		)	22,548			(20,519		)	13,905
Effect of exchange rate changes on cash and cash equivalents	—			—			(138		)	—			(138		)
Net change in cash and cash equivalents	1,163			245			1,634			—			3,042
Cash and cash equivalents - beginning of year	511			977			6,966			—			8,454
Cash and cash equivalents - end of period	$	1,674		$	1,222		$	8,600		$	—		$	11,496