SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION

In October 2015, Spinco (the Issuer) issued $720.0 million aggregate principal amount of the 2023 Notes and $500.0 million aggregate principal amount of the 2025 Notes. During 2016, the Notes were registered under the Securities Act of 1933, as amended. The Issuer was formed on March 13, 2015 as a wholly owned subsidiary of TDCC and upon closing of the Acquisition became a 100% owned subsidiary of Olin (the Parent Guarantor). The Exchange Notes are fully and unconditionally guaranteed by the Parent Guarantor.

The following condensed consolidating financial information presents the condensed consolidating balance sheets as of September 30, 2016, December 31, 2015 and September 30, 2015, the related condensed consolidating statements of operations and comprehensive income for each of the three and nine months ended September 30, 2016 and September 30, 2015, and the related statements of cash flows for the nine months ended September 30, 2016 and September 30, 2015, of (a) the Parent Guarantor, (b) the Issuer, (c) the non-guarantor subsidiaries, (d) elimination entries necessary to consolidate the Parent Guarantor with the Issuer and the non-guarantor subsidiaries and (e) Olin on a consolidated basis. Investments in consolidated subsidiaries are presented under the equity method of accounting.



CONDENSED CONSOLIDATING BALANCE SHEETS
September 30, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor			Eliminations			Total
Assets
Current assets:
Cash and cash equivalents	$	15.5		$	—	$	111.5		$	—		$	127.0
Receivables, net	64.4			—		679.7			—			744.1
Intercompany receivables	—			8.3		1,732.5			(1,740.8		)	—
Income taxes receivable	38.5			—		11.1			(0.6		)	49.0
Inventories	163.8			—		453.2			—			617.0
Other current assets	145.5			—		4.2			(133.6		)	16.1
Total current assets	427.7			8.3		2,992.2			(1,875.0		)	1,553.2
Property, plant and equipment, net	451.4			—		3,262.5			—			3,713.9
Investment in subsidiaries	6,000.5			3,690.5		—			(9,691.0		)	—
Deferred income taxes	153.7			—		90.2			(131.7		)	112.2
Other assets	40.4			—		599.9			—			640.3
Long-term receivables—affiliates	—			2,492.8		—			(2,492.8		)	—
Intangible assets, net	0.4			5.7		647.7			—			653.8
Goodwill	—			966.3		1,153.1			—			2,119.4
Total assets	$	7,074.1		$	7,163.6	$	8,745.6		$	(14,190.5	)	$	8,792.8
Liabilities and Shareholders' Equity
Current liabilities:
Current installments of long-term debt	$	68.1		—		$	12.2		—			$	80.3
Accounts payable	55.4			—		456.4			(2.1		)	509.7
Intercompany payables	1,740.8			—		—			(1,740.8		)	—
Income taxes payable	—			—		13.9			(0.6		)	13.3
Accrued liabilities	158.1			—		266.8			(133.4		)	291.5
Total current liabilities	2,022.4			—		749.3			(1,876.9		)	894.8
Long-term debt	1,087.4			2,497.8		12.3			—			3,597.5
Accrued pension liability	141.3			—		456.4			—			597.7
Deferred income taxes	—			241.5		926.8			(131.7		)	1,036.6
Long-term payables—affiliates	1,226.0			281.7		985.1			(2,492.8		)	—
Other liabilities	266.3			—		69.2			—			335.5
Total liabilities	4,743.4			3,021.0		3,199.1			(4,501.4		)	6,462.1
Commitments and contingencies
Shareholders' equity:
Common stock	165.3			—		15.1			(15.1		)	165.3
Additional paid-in capital	2,242.8			4,125.7		4,750.5			(8,876.2		)	2,242.8
Accumulated other comprehensive loss	(466.7		)	—		(20.7		)	20.7			(466.7		)
Retained earnings	389.3			16.9		801.6			(818.5		)	389.3
Total shareholders' equity	2,330.7			4,142.6		5,546.5			(9,689.1		)	2,330.7
Total liabilities and shareholders' equity	$	7,074.1		$	7,163.6	$	8,745.6		$	(14,190.5	)	$	8,792.8



CONDENSED CONSOLIDATING BALANCE SHEETS
December 31, 2015
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor			Eliminations			Total
Assets
Current assets:
Cash and cash equivalents	$	119.4		—			$	272.6		—			$	392.0
Receivables, net	107.7			—			679.4			(3.7		)	783.4
Intercompany receivables	—			76.1			1,093.1			(1,169.2		)	—
Income taxes receivable	27.3			—			5.7			(0.1		)	32.9
Inventories	166.0			—			519.2			—			685.2
Current deferred income taxes	—			—			2.7			(2.7		)	—
Other current assets	152.1			5.0			4.6			(121.8		)	39.9
Total current assets	572.5			81.1			2,577.3			(1,297.5		)	1,933.4
Property, plant and equipment, net	508.7			—			3,444.7			—			3,953.4
Investment in subsidiaries	5,905.0			3,636.3			—			(9,541.3		)	—
Deferred income taxes	155.6			—			84.9			(144.6		)	95.9
Other assets	43.5			—			411.1			—			454.6
Long-term receivables—affiliates	—			2,562.6			—			(2,562.6		)	—
Intangible assets, net	0.5			—			677.0			—			677.5
Goodwill	—			990.2			1,183.9			—			2,174.1
Total assets	$	7,185.8		$	7,270.2		$	8,378.9		$	(13,546.0	)	$	9,288.9
Liabilities and Shareholders' Equity
Current liabilities:
Current installments of long-term debt	$	192.8		—			$	12.2		—			$	205.0
Accounts payable	37.3			—			576.6			(5.7		)	608.2
Intercompany payables	1,169.2			—			—			(1,169.2		)	—
Income taxes payable	1.5			—			6.1			(2.7		)	4.9
Accrued liabilities	227.8			—			221.3			(121.0		)	328.1
Total current liabilities	1,628.6			—			816.2			(1,298.6		)	1,146.2
Long-term debt	1,084.0			2,547.4			12.4			—			3,643.8
Accrued pension liability	484.3			—			164.6			—			648.9
Deferred income taxes	—			294.8			945.1			(144.7		)	1,095.2
Long-term payables—affiliates	1,296.4			286.5			979.7			(2,562.6		)	—
Other liabilities	273.7			—			61.1			1.2			336.0
Total liabilities	4,767.0			3,128.7			2,979.1			(4,004.7		)	6,870.1
Commitments and contingencies
Shareholders' equity:
Common stock	165.1			—			14.6			(14.6		)	165.1
Additional paid-in capital	2,236.4			4,146.1			4,789.6			(8,935.7		)	2,236.4
Accumulated other comprehensive loss	(492.5		)	—			(31.7		)	31.7			(492.5		)
Retained earnings	509.8			(4.6		)	627.3			(622.7		)	509.8
Total shareholders' equity	2,418.8			4,141.5			5,399.8			(9,541.3		)	2,418.8
Total liabilities and shareholders' equity	$	7,185.8		$	7,270.2		$	8,378.9		$	(13,546.0	)	$	9,288.9



CONDENSED CONSOLIDATING BALANCE SHEETS
September 30, 2015
(In millions)
(Unaudited)

	Parent Guarantor			Issuer	Subsidiary Non-Guarantor			Eliminations			Total
Assets
Current assets:
Cash and cash equivalents	$	224.2		—	$	29.8		—			$	254.0
Receivables, net	110.2			—	190.2			—			300.4
Intercompany receivables	—			—	770.7			(770.7		)	—
Inventories	159.2			—	73.3			—			232.5
Current deferred income taxes	57.8			—	11.3			—			69.1
Other current assets	115.8			—	2.1			(105.5		)	12.4
Total current assets	667.2			—	1,077.4			(876.2		)	868.4
Property, plant and equipment, net	508.0			—	405.7			—			913.7
Investment in subsidiaries	1,811.9			—	—			(1,811.9		)	—
Deferred income taxes	61.4			—	—			(49.5		)	11.9
Other assets	36.8			—	10.5			—			47.3
Intangible assets, net	0.5			—	112.0			—			112.5
Goodwill	—			—	747.1			—			747.1
Total assets	$	3,085.8		—	$	2,352.7		$	(2,737.6	)	$	2,700.9
Liabilities and Shareholders' Equity
Current liabilities:
Current installments of long-term debt	$	128.9		—	$	12.2		—			$	141.1
Accounts payable	60.3			—	101.7			(3.3		)	158.7
Intercompany payables	770.7			—	—			(770.7		)	—
Income taxes payable	10.4			—	—			—			10.4
Accrued liabilities	202.2			—	172.8			(102.2		)	272.8
Total current liabilities	1,172.5			—	286.7			(876.2		)	583.0
Long-term debt	496.5			—	24.7			—			521.2
Accrued pension liability	96.1			—	1.1			—			97.2
Deferred income taxes	—			—	167.5			(49.5		)	118.0
Other liabilities	274.6			—	60.8			—			335.4
Total liabilities	2,039.7			—	540.8			(925.7		)	1,654.8
Commitments and contingencies
Shareholders' equity:
Common stock	77.6			—	14.6			(14.6		)	77.6
Additional paid-in capital	796.2			—	1,232.3			(1,232.3		)	796.2
Accumulated other comprehensive loss	(433.2		)	—	(20.4		)	20.4			(433.2		)
Retained earnings	605.5			—	585.4			(585.4		)	605.5
Total shareholders' equity	1,046.1			—	1,811.9			(1,811.9		)	1,046.1
Total liabilities and shareholders' equity	$	3,085.8		—	$	2,352.7		$	(2,737.6	)	$	2,700.9



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Nine Months Ended September, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor		Eliminations			Total
Sales	$	1,009.6		—			$	3,545.3	$	(390.0	)	$	4,164.9
Operating expenses:
Cost of goods sold	861.3			—			3,225.4		(390.0		)	3,696.7
Selling and administration	106.2			—			143.2		—			249.4
Restructuring charges	0.8			—			105.4		—			106.2
Acquisition-related costs	39.6			—			—		—			39.6
Other operating (expense) income	(1.7		)	—			12.2		—			10.5
Operating income	—			—			83.5		—			83.5
Earnings of non-consolidated affiliates	1.1			—			—		—			1.1
Equity (loss) income in subsidiaries	(6.2		)	94.8			—		(88.6		)	—
Interest expense	30.6			114.0			3.2		(4.2		)	143.6
Interest income	2.3			—			3.2		(4.2		)	1.3
Income (loss) before taxes	(33.4		)	(19.2		)	83.5		(88.6		)	(57.7		)
Income tax (benefit) provision	(12.0		)	(40.7		)	16.4		—			(36.3		)
Net (loss) income	$	(21.4	)	$	21.5		$	67.1	$	(88.6	)	$	(21.4	)



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Three Months Ended September 30, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor			Eliminations			Total
Sales	$	359.1		—			$	1,249.3		$	(155.7	)	$	1,452.7
Operating expenses:
Cost of goods sold	300.6			—			1,139.5			(155.7		)	1,284.4
Selling and administration	33.4			—			48.6			—			82.0
Restructuring charges	0.2			—			5.0			—			5.2
Acquisition-related costs	14.3			—			(1.2		)	—			13.1
Other operating (expense) income	(0.6		)	—			0.4			—			(0.2		)
Operating income	10.0			—			57.8			—			67.8
Earnings of non-consolidated affiliates	0.5			—			—			—			0.5
Equity income (loss) in subsidiaries	15.0			35.5			—			(50.5		)	—
Interest expense	9.6			38.0			1.3			(1.4		)	47.5
Interest income	0.8			—			1.1			(1.4		)	0.5
Income (loss) before taxes	16.7			(2.5		)	57.6			(50.5		)	21.3
Income tax (benefit) provision	(0.8		)	(12.5		)	17.1			—			3.8
Net income (loss)	$	17.5		$	10.0		$	40.5		$	(50.5	)	$	17.5



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Nine Months Ended September, 2015
(In millions)
(Unaudited)

	Parent Guarantor			Issuer	Subsidiary Non-Guarantor		Eliminations			Total
Sales	$	987.7		—	$	921.7	$	(322.4	)	$	1,587.0
Operating expenses:
Cost of goods sold	861.5			—	799.6		(322.4		)	1,338.7
Selling and administration	88.0			—	34.7		—			122.7
Restructuring charges	0.5			—	1.7		—			2.2
Acquisition-related costs	35.4			—	—		—			35.4
Other operating (expense) income	(1.6		)	—	43.7		—			42.1
Operating income	0.7			—	129.4		—			130.1
Earnings of non-consolidated affiliates	1.3			—	—		—			1.3
Equity income (loss) in subsidiaries	82.8			—	—		(82.8		)	—
Interest expense	40.9			—	2.8		(4.0		)	39.7
Interest income	2.4			—	2.5		(4.0		)	0.9
Income (loss) before taxes	46.3			—	129.1		(82.8		)	92.6
Income tax (benefit) provision	(15.0		)	—	46.3		—			31.3
Net income (loss)	$	61.3		—	$	82.8	$	(82.8	)	$	61.3



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Three Months Ended September 30, 2015
(In millions)
(Unaudited)

	Parent Guarantor			Issuer	Subsidiary Non-Guarantor		Eliminations			Total
Sales	$	330.8		—	$	317.7	$	(114.9	)	$	533.6
Operating expenses:
Cost of goods sold	294.5			—	280.4		(114.9		)	460.0
Selling and administration	29.4			—	6.4		—			35.8
Restructuring charges	0.2			—	0.1		—			0.3
Acquisition-related costs	14.5			—	—		—			14.5
Other operating (expense) income	(0.4		)	—	0.3		—			(0.1		)
Operating (loss) income	(8.2		)	—	31.1		—			22.9
Earnings of non-consolidated affiliates	0.5			—	—		—			0.5
Equity income (loss) in subsidiaries	21.4			—	—		(21.4		)	—
Interest expense	14.6			—	1.1		(1.3		)	14.4
Interest income	0.7			—	0.9		(1.3		)	0.3
Income (loss) before taxes	(0.2		)	—	30.9		(21.4		)	9.3
Income tax (benefit) provision	(6.1		)	—	9.5		—			3.4
Net income (loss)	$	5.9		—	$	21.4	$	(21.4	)	$	5.9



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
Nine Months Ended September, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor		Eliminations			Total
Net (loss) income	$	(21.4	)	$	21.5	$	67.1	$	(88.6	)	$	(21.4	)
Other comprehensive income, net of tax:
Foreign currency translation adjustments, net	—			—		9.3		—			9.3
Unrealized gains on derivative contracts, net	3.8			—		—		—			3.8
Pension and postretirement liability adjustments, net	3.1			—		—		—			3.1
Amortization of prior service costs and actuarial losses, net	8.6			—		1.0		—			9.6
Total other comprehensive income, net of tax	15.5			—		10.3		—			25.8
Comprehensive (loss) income	$	(5.9	)	$	21.5	$	77.4	$	(88.6	)	$	4.4



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
Three Months Ended September 30, 2016
(In millions)
(Unaudited)

	Parent Guarantor		Issuer		Subsidiary Non-Guarantor		Eliminations			Total
Net income (loss)	$	17.5	$	10.0	$	40.5	$	(50.5	)	$	17.5
Other comprehensive income, net of tax:
Foreign currency translation adjustments, net	—		—		4.6		—			4.6
Unrealized gains on derivative contracts, net	2.6		—		—		—			2.6
Pension and postretirement liability adjustments, net	3.1		—		—		—			3.1
Amortization of prior service costs and actuarial losses, net	1.9		—		0.4		—			2.3
Total other comprehensive income, net of tax	7.6		—		5.0		—			12.6
Comprehensive income (loss)	$	25.1	$	10.0	$	45.5	$	(50.5	)	$	30.1



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
Nine Months Ended September, 2015
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor			Eliminations			Total
Net income (loss)	$	61.3		$	—	$	82.8		$	(82.8	)	$	61.3
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments, net	—			—		(2.8		)	—			(2.8		)
Unrealized losses on derivative contracts, net	(2.6		)	—		—			—			(2.6		)
Amortization of prior service costs and actuarial losses, net	14.4			—		0.9			—			15.3
Total other comprehensive income (loss), net of tax	11.8			—		(1.9		)	—			9.9
Comprehensive income (loss)	$	73.1		$	—	$	80.9		$	(82.8	)	$	71.2



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME
Three Months Ended September 30, 2015
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor			Eliminations			Total
Net income (loss)	$	5.9		$	—	$	21.4		$	(21.4	)	$	5.9
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments, net	—			—		(1.7		)	—			(1.7		)
Unrealized losses on derivative contracts, net	(2.1		)	—		—			—			(2.1		)
Amortization of prior service costs and actuarial losses, net	4.7			—		0.2			—			4.9
Total other comprehensive income (loss), net of tax	2.6			—		(1.5		)	—			1.1
Comprehensive income (loss)	$	8.5		$	—	$	19.9		$	(21.4	)	$	7.0



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Nine Months Ended September, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor			Eliminations	Total
Net operating activities	$	409.0		—		$	(1.9	)	—	$	407.1
Investing Activities
Capital expenditures	(39.2		)	—		(160.2		)	—	(199.4		)
Business acquired in purchase transaction, net of cash acquired	(69.5		)	—		—			—	(69.5		)
Payments under long-term supply contract	—			—		(175.7		)	—	(175.7		)
Proceeds from sale/leaseback of equipment	—			—		40.4			—	40.4
Proceeds from disposition of property, plant and equipment	0.1			—		0.3			—	0.4
Proceeds from disposition of affiliated companies	6.6			—		—			—	6.6
Net investing activities	(102.0		)	—		(295.2		)	—	(397.2		)
Financing Activities
Long-term debt repayments	(125.5		)	(50.6	)	—			—	(176.1		)
Stock options exercised	0.4			—		—			—	0.4
Dividends paid	(99.1		)	—		—			—	(99.1		)
Debt and equity issuance costs	—			(0.8	)	—			—	(0.8		)
Intercompany financing activities	(186.7		)	51.4		135.3			—	—
Net financing activities	(410.9		)	—		135.3			—	(275.6		)
Effect of exchange rate changes on cash and cash equivalents	—			—		0.7			—	0.7
Net decrease in cash and cash equivalents	(103.9		)	—		(161.1		)	—	(265.0		)
Cash and cash equivalents, beginning of year	119.4			—		272.6			—	392.0
Cash and cash equivalents, end of year	$	15.5		—		$	111.5		—	$	127.0



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Nine Months Ended September, 2015
(In millions)
(Unaudited)

	Parent Guarantor			Issuer	Subsidiary Non-Guarantor			Eliminations	Total
Net operating activities	$	102.2		—	$	12.9		—	$	115.1
Investing Activities
Capital expenditures	(57.6		)	—	(22.1		)	—	(79.7		)
Proceeds from disposition of property, plant and equipment	0.4			—	24.4			—	24.8
Proceeds from disposition of affiliated companies	6.6			—	—			—	6.6
Other investing activities	—			—	(2.8		)	—	(2.8		)
Net investing activities	(50.6		)	—	(0.5		)	—	(51.1		)
Financing Activities
Long-term debt repayments	(3.2		)	—	—			—	(3.2		)
Stock options exercised	2.2			—	—			—	2.2
Excess tax benefits from stock-based compensation	0.4			—	—			—	0.4
Dividends paid	(46.5		)	—	—			—	(46.5		)
Debt and equity issuance costs	(19.7		)	—	—			—	(19.7		)
Net financing activities	(66.8		)	—	—			—	(66.8		)
Net (decrease) increase in cash and cash equivalents	(15.2		)	—	12.4			—	(2.8		)
Cash and cash equivalents, beginning of year	239.4			—	17.4			—	256.8
Cash and cash equivalents, end of year	$	224.2		—	$	29.8		—	$	254.0