SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION

In October 2015, Blue Cube Spinco Inc. (the Issuer) issued $720.0 million aggregate principal amount of 9.75% senior notes due October 15, 2023 (2023 Notes) and $500.0 million aggregate principal amount of 10.00% senior notes due October 15, 2025 (2025 Notes and, together with the 2023 Notes, the 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 June 30, 2017, December 31, 2016 and June 30, 2016, the related condensed consolidating statements of operations and comprehensive income for each of the three and six months ended June 30, 2017 and 2016, and the related statements of cash flows for the six months ended June 30, 2017 and 2016, 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
June 30, 2017
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor			Eliminations			Total
Assets
Current assets:
Cash and cash equivalents	$	28.9		$	—	$	155.6		$	—		$	184.5
Receivables, net	101.7			—		680.5			—			782.2
Intercompany receivables	—			2.9		2,052.9			(2,055.8		)	—
Income taxes receivable	18.8			—		7.2			(5.1		)	20.9
Inventories	178.2			—		488.0			—			666.2
Other current assets	183.1			—		7.0			(152.9		)	37.2
Total current assets	510.7			2.9		3,391.2			(2,213.8		)	1,691.0
Property, plant and equipment, net	509.1			—		3,118.3			—			3,627.4
Investment in subsidiaries	6,082.7			3,774.0		—			(9,856.7		)	—
Deferred income taxes	151.8			—		97.8			(124.4		)	125.2
Other assets	46.9			—		578.7			—			625.6
Long-term receivables—affiliates	—			2,204.3		—			(2,204.3		)	—
Intangible assets, net	0.4			5.7		599.5			—			605.6
Goodwill	—			966.3		1,153.2			—			2,119.5
Total assets	$	7,301.6		$	6,953.2	$	8,938.7		$	(14,399.2	)	$	8,794.3
Liabilities and Shareholders' Equity
Current liabilities:
Current installments of long-term debt	$	0.8		$	68.8	$	12.1		$	—		$	81.7
Accounts payable	58.0			—		603.7			(5.6		)	656.1
Intercompany payables	2,055.8			—		—			(2,055.8		)	—
Income taxes payable	—			—		12.2			(5.1		)	7.1
Accrued liabilities	116.1			—		296.6			(151.2		)	261.5
Total current liabilities	2,230.7			68.8		924.6			(2,217.7		)	1,006.4
Long-term debt	822.3			2,487.4		209.2			—			3,518.9
Accrued pension liability	421.7			—		203.9			—			625.6
Deferred income taxes	—			237.9		924.1			(124.4		)	1,037.6
Long-term payables—affiliates	1,284.4			—		919.9			(2,204.3		)	—
Other liabilities	283.9			8.1		55.2			—			347.2
Total liabilities	5,043.0			2,802.2		3,236.9			(4,546.4		)	6,535.7
Commitments and contingencies
Shareholders' equity:
Common stock	166.3			—		14.6			(14.6		)	166.3
Additional paid-in capital	2,262.7			4,125.7		4,808.2			(8,933.9		)	2,262.7
Accumulated other comprehensive loss	(485.4		)	—		(8.6		)	8.6			(485.4		)
Retained earnings	315.0			25.3		887.6			(912.9		)	315.0
Total shareholders' equity	2,258.6			4,151.0		5,701.8			(9,852.8		)	2,258.6
Total liabilities and shareholders' equity	$	7,301.6		$	6,953.2	$	8,938.7		$	(14,399.2	)	$	8,794.3



CONDENSED CONSOLIDATING BALANCE SHEETS
December 31, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor			Eliminations			Total
Assets
Current assets:
Cash and cash equivalents	$	25.2		$	—	$	159.3		$	—		$	184.5
Receivables, net	88.3			—		586.7			—			675.0
Intercompany receivables	—			—		1,912.3			(1,912.3		)	—
Income taxes receivable	19.0			—		7.3			(0.8		)	25.5
Inventories	167.7			—		462.7			—			630.4
Other current assets	164.7			3.4		1.2			(138.5		)	30.8
Total current assets	464.9			3.4		3,129.5			(2,051.6		)	1,546.2
Property, plant and equipment, net	510.1			—		3,194.8			—			3,704.9
Investment in subsidiaries	6,035.2			3,734.7		—			(9,769.9		)	—
Deferred income taxes	133.5			—		103.5			(117.5		)	119.5
Other assets	48.1			—		596.3			—			644.4
Long-term receivables—affiliates	—			2,194.2		—			(2,194.2		)	—
Intangible assets, net	0.4			5.7		623.5			—			629.6
Goodwill	—			966.3		1,151.7			—			2,118.0
Total assets	$	7,192.2		$	6,904.3	$	8,799.3		$	(14,133.2	)	$	8,762.6
Liabilities and Shareholders' Equity
Current liabilities:
Current installments of long-term debt	$	0.6		$	67.5	$	12.4		$	—		$	80.5
Accounts payable	45.3			—		527.4			(1.9		)	570.8
Intercompany payables	1,882.8			29.5		—			(1,912.3		)	—
Income taxes payable	—			—		8.3			(0.8		)	7.5
Accrued liabilities	124.9			—		277.5			(138.6		)	263.8
Total current liabilities	2,053.6			97.0		825.6			(2,053.6		)	922.6
Long-term debt	913.9			2,413.3		209.9			—			3,537.1
Accrued pension liability	453.7			—		184.4			—			638.1
Deferred income taxes	—			223.6		926.4			(117.5		)	1,032.5
Long-term payables—affiliates	1,209.1			—		985.1			(2,194.2		)	—
Other liabilities	288.9			6.6		63.8			—			359.3
Total liabilities	4,919.2			2,740.5		3,195.2			(4,365.3		)	6,489.6
Commitments and contingencies
Shareholders' equity:
Common stock	165.4			—		14.6			(14.6		)	165.4
Additional paid-in capital	2,243.8			4,125.7		4,808.2			(8,933.9		)	2,243.8
Accumulated other comprehensive loss	(510.0		)	—		(7.0		)	7.0			(510.0		)
Retained earnings	373.8			38.1		788.3			(826.4		)	373.8
Total shareholders' equity	2,273.0			4,163.8		5,604.1			(9,767.9		)	2,273.0
Total liabilities and shareholders' equity	$	7,192.2		$	6,904.3	$	8,799.3		$	(14,133.2	)	$	8,762.6



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

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor			Eliminations			Total
Assets
Current assets:
Cash and cash equivalents	$	23.2		$	—	$	43.4		$	—		$	66.6
Receivables, net	98.2			—		692.3			—			790.5
Intercompany receivables	—			22.3		1,712.1			(1,734.4		)	—
Income taxes receivable	35.1			—		10.7			—			45.8
Inventories	175.2			—		461.0			—			636.2
Other current assets	146.1			—		5.4			(127.7		)	23.8
Total current assets	477.8			22.3		2,924.9			(1,862.1		)	1,562.9
Property, plant and equipment, net	494.7			—		3,298.6			—			3,793.3
Investment in subsidiaries	5,957.3			3,655.0		—			(9,612.3		)	—
Deferred income taxes	166.2			—		88.5			(147.7		)	107.0
Other assets	40.4			—		548.2			—			588.6
Long-term receivables—affiliates	—			2,262.4		—			(2,262.4		)	—
Intangible assets, net	0.5			5.7		665.0			—			671.2
Goodwill	—			994.2		1,192.1			—			2,186.3
Total assets	$	7,136.9		$	6,939.6	$	8,717.3		$	(13,884.5	)	$	8,909.3
Liabilities and Shareholders' Equity
Current liabilities:
Current installments of long-term debt	$	0.6		$	67.5	$	12.2		$	—		$	80.3
Accounts payable	59.8			—		476.6			—			536.4
Intercompany payables	1,734.4			—		—			(1,734.4		)	—
Income taxes payable	0.6			—		7.6			—			8.2
Accrued liabilities	133.4			—		287.9			(127.7		)	293.6
Total current liabilities	1,928.8			67.5		784.3			(1,862.1		)	918.5
Long-term debt	1,158.3			2,444.8		12.4			—			3,615.5
Accrued pension liability	164.1			—		452.6			—			616.7
Deferred income taxes	—			294.7		932.3			(147.7		)	1,079.3
Long-term payables—affiliates	1,277.3			—		985.1			(2,262.4		)	—
Other liabilities	277.4			—		70.9			—			348.3
Total liabilities	4,805.9			2,807.0		3,237.6			(4,272.2		)	6,578.3
Commitments and contingencies
Shareholders' equity:
Common stock	165.2			—		15.1			(15.1		)	165.2
Additional paid-in capital	2,240.3			4,125.7		4,756.4			(8,882.1		)	2,240.3
Accumulated other comprehensive loss	(479.3		)	—		(21.1		)	21.1			(479.3		)
Retained earnings	404.8			6.9		729.3			(736.2		)	404.8
Total shareholders' equity	2,331.0			4,132.6		5,479.7			(9,612.3		)	2,331.0
Total liabilities and shareholders' equity	$	7,136.9		$	6,939.6	$	8,717.3		$	(13,884.5	)	$	8,909.3



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Six Months Ended June 30, 2017
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor		Eliminations			Total
Sales	$	652.9		$	—		$	2,655.1	$	(214.4	)	$	3,093.6
Operating expenses:
Cost of goods sold	569.5			—			2,442.7		(214.4		)	2,797.8
Selling and administration	68.6			—			99.6		—			168.2
Restructuring charges	—			—			16.7		—			16.7
Acquisition-related costs	11.4			—			—		—			11.4
Other operating (expense) income	(4.5		)	—			4.4		—			(0.1		)
Operating (loss) income	(1.1		)	—			100.5		—			99.4
Earnings of non-consolidated affiliates	1.0			—			—		—			1.0
Equity income (loss) in subsidiaries	18.4			39.3			—		(57.7		)	—
Interest expense	21.4			82.8			4.0		(3.3		)	104.9
Interest income	3.0			—			0.9		(3.3		)	0.6
Income (loss) before taxes	(0.1		)	(43.5		)	97.4		(57.7		)	(3.9		)
Income tax (benefit) provision	(7.6		)	(30.7		)	26.9		—			(11.4		)
Net income (loss)	$	7.5		$	(12.8	)	$	70.5	$	(57.7	)	$	7.5



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Three Months Ended June 30, 2017
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor		Eliminations			Total
Sales	$	338.1		$	—		$	1,294.7	$	(106.3	)	$	1,526.5
Operating expenses:
Cost of goods sold	294.7			—			1,215.7		(106.3		)	1,404.1
Selling and administration	27.5			—			52.5		—			80.0
Restructuring charges	—			—			8.5		—			8.5
Acquisition-related costs	4.4			—			—		—			4.4
Other operating (expense) income	(4.0		)	—			4.3		—			0.3
Operating income	7.5			—			22.3		—			29.8
Earnings of non-consolidated affiliates	0.5			—			—		—			0.5
Equity (loss) income in subsidiaries	(7.8		)	4.2			—		3.6			—
Interest expense	9.4			41.9			3.1		(1.9		)	52.5
Interest income	2.3			—			—		(1.9		)	0.4
Income (loss) before taxes	(6.9		)	(37.7		)	19.2		3.6			(21.8		)
Income tax (benefit) provision	(1.0		)	(15.5		)	0.6		—			(15.9		)
Net (loss) income	$	(5.9	)	$	(22.2	)	$	18.6	$	3.6		$	(5.9	)



CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS
Six Months Ended June 30, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor			Eliminations			Total
Sales	$	650.5		$	—		$	2,296.0		$	(234.3	)	$	2,712.2
Operating expenses:
Cost of goods sold	560.7			—			2,085.9			(234.3		)	2,412.3
Selling and administration	72.8			—			94.6			—			167.4
Restructuring charges	0.6			—			100.4			—			101.0
Acquisition-related costs	25.3			—			1.2			—			26.5
Other operating (expense) income	(1.1		)	—			11.8			—			10.7
Operating (loss) income	(10.0		)	—			25.7			—			15.7
Earnings of non-consolidated affiliates	0.6			—			—			—			0.6
Equity (loss) income in subsidiaries	(21.2		)	59.3			—			(38.1		)	—
Interest expense	21.0			76.0			1.9			(2.8		)	96.1
Interest income	1.5			—			2.1			(2.8		)	0.8
Income (loss) before taxes	(50.1		)	(16.7		)	25.9			(38.1		)	(79.0		)
Income tax benefit	(11.2		)	(28.2		)	(0.7		)	—			(40.1		)
Net (loss) income	$	(38.9	)	$	11.5		$	26.6		$	(38.1	)	$	(38.9	)



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

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor		Eliminations			Total
Sales	$	329.8		$	—		$	1,154.7	$	(120.5	)	$	1,364.0
Operating expenses:
Cost of goods sold	285.4			—			1,072.0		(120.5		)	1,236.9
Selling and administration	36.0			—			43.3		—			79.3
Restructuring charges	0.3			—			7.9		—			8.2
Acquisition-related costs	15.1			—			1.2		—			16.3
Other operating (expense) income	(0.6		)	—			0.4		—			(0.2		)
Operating (loss) income	(7.6		)	—			30.7		—			23.1
Earnings of non-consolidated affiliates	0.4			—			—		—			0.4
Equity income (loss) in subsidiaries	7.6			15.7			—		(23.3		)	—
Interest expense	10.3			37.8			0.9		(1.4		)	47.6
Interest income	0.7			—			1.2		(1.4		)	0.5
Income (loss) before taxes	(9.2		)	(22.1		)	31.0		(23.3		)	(23.6		)
Income tax (benefit) provision	(8.2		)	(14.9		)	0.5		—			(22.6		)
Net (loss) income	$	(1.0	)	$	(7.2	)	$	30.5	$	(23.3	)	$	(1.0	)



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Six Months Ended June 30, 2017
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor		Eliminations			Total
Net income (loss)	$	7.5		$	(12.8	)	$	70.5	$	(57.7	)	$	7.5
Other comprehensive income, net of tax:
Foreign currency translation adjustments, net	—			—			21.9		—			21.9
Unrealized losses on derivative contracts, net	(5.7		)	—			—		—			(5.7		)
Amortization of prior service costs and actuarial losses, net	8.0			—			0.4		—			8.4
Total other comprehensive income, net of tax	2.3			—			22.3		—			24.6
Comprehensive income (loss)	$	9.8		$	(12.8	)	$	92.8	$	(57.7	)	$	32.1



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Three Months Ended June 30, 2017
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor		Eliminations		Total
Net (loss) income	$	(5.9	)	$	(22.2	)	$	18.6	$	3.6	$	(5.9	)
Other comprehensive income, net of tax:
Foreign currency translation adjustments, net	—			—			15.9		—		15.9
Unrealized losses on derivative contracts, net	(3.7		)	—			—		—		(3.7		)
Amortization of prior service costs and actuarial losses, net	4.3			—			0.2		—		4.5
Total other comprehensive income, net of tax	0.6			—			16.1		—		16.7
Comprehensive (loss) income	$	(5.3	)	$	(22.2	)	$	34.7	$	3.6	$	10.8



CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Six Months Ended June 30, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer		Subsidiary Non-Guarantor		Eliminations			Total
Net (loss) income	$	(38.9	)	$	11.5	$	26.6	$	(38.1	)	$	(38.9	)
Other comprehensive income, net of tax:
Foreign currency translation adjustments, net	—			—		4.7		—			4.7
Unrealized gains on derivative contracts, net	1.2			—		—		—			1.2
Amortization of prior service costs and actuarial losses, net	6.7			—		0.6		—			7.3
Total other comprehensive income, net of tax	7.9			—		5.3		—			13.2
Comprehensive (loss) income	$	(31.0	)	$	11.5	$	31.9	$	(38.1	)	$	(25.7	)



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

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor			Eliminations			Total
Net (loss) income	$	(1.0	)	$	(7.2	)	$	30.5		$	(23.3	)	$	(1.0	)
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments, net	—			—			(10.8		)	—			(10.8		)
Unrealized losses on derivative contracts, net	(1.8		)	—			—			—			(1.8		)
Amortization of prior service costs and actuarial losses, net	3.4			—			0.1			—			3.5
Total other comprehensive income (loss), net of tax	1.6			—			(10.7		)	—			(9.1		)
Comprehensive income (loss)	$	0.6		$	(7.2	)	$	19.8		$	(23.3	)	$	(10.1	)



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 2017
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor			Eliminations		Total
Net operating activities	$	124.4		$	—		$	103.0		$	—	$	227.4
Investing Activities
Capital expenditures	(43.9		)	—			(107.0		)	—		(150.9		)
Proceeds from disposition of property, plant and equipment	—			—			0.1			—		0.1
Net investing activities	(43.9		)	—			(106.9		)	—		(150.8		)
Financing Activities
Long-term debt:
Borrowings	500.0			1,375.0			—			—		1,875.0
Repayments	(590.4		)	(1,299.7		)	—			—		(1,890.1		)
Stock options exercised	15.8			—			—			—		15.8
Dividends paid	(66.3		)	—			—			—		(66.3		)
Debt issuance costs	(8.3		)	(2.9		)	—			—		(11.2		)
Intercompany financing activities	72.4			(72.4		)	—			—		—
Net financing activities	(76.8		)	—			—			—		(76.8		)
Effect of exchange rate changes on cash and cash equivalents	—			—			0.2			—		0.2
Net increase (decrease) in cash and cash equivalents	3.7			—			(3.7		)	—		—
Cash and cash equivalents, beginning of period	25.2			—			159.3			—		184.5
Cash and cash equivalents, end of period	$	28.9		$	—		$	155.6		$	—	$	184.5



CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 2016
(In millions)
(Unaudited)

	Parent Guarantor			Issuer			Subsidiary Non-Guarantor			Eliminations		Total
Net operating activities	$	305.4		$	—		$	(119.2	)	$	—	$	186.2
Investing Activities
Capital expenditures	(26.8		)	—			(110.6		)	—		(137.4		)
Business acquired in purchase transaction, net of cash acquired	(69.5		)	—			—			—		(69.5		)
Payments under long-term supply contract	—			—			(85.0		)	—		(85.0		)
Proceeds from disposition of property, plant and equipment	0.2			—			0.2			—		0.4
Proceeds from disposition of affiliated companies	4.4			—			—			—		4.4
Net investing activities	(91.7		)	—			(195.4		)	—		(287.1		)
Financing Activities
Long-term debt repayments	(125.2		)	(33.8		)	—			—		(159.0		)
Stock options exercised	0.2			—			—			—		0.2
Dividends paid	(66.1		)	—			—			—		(66.1		)
Intercompany financing activities	(118.8		)	33.8			85.0			—		—
Net financing activities	(309.9		)	—			85.0			—		(224.9		)
Effect of exchange rate changes on cash and cash equivalents	—			—			0.4			—		0.4
Net decrease in cash and cash equivalents	(96.2		)	—			(229.2		)	—		(325.4		)
Cash and cash equivalents, beginning of period	119.4			—			272.6			—		392.0
Cash and cash equivalents, end of period	$	23.2		$	—		$	43.4		$	—	$	66.6