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Financial Statements of Parent Company Guarantor
 3 Months Ended
Mar. 28, 2015
Financial Statements of Parent Company Guarantor
Effective upon the Redomicile, Pentair plc (the "Parent Company Guarantor") and Pentair Investments Switzerland GmbH (the "Subsidiary Guarantor"), fully and unconditionally, guarantee the Notes of Pentair Finance S.A. (the "Subsidiary Issuer"). The Subsidiary Guarantor is a Switzerland limited liability company formed in April 2014 and 100 percent-owned subsidiary of the Parent Company Guarantor. The Subsidiary Issuer is a Luxembourg public limited liability company and 100 percent-owned subsidiary of the Subsidiary Guarantor. The guarantees provided by the Parent Company Guarantor and Subsidiary Guarantor are joint and several.
The following supplemental financial information sets forth the Company’s Condensed Consolidating Statement of Operations and Comprehensive Income (Loss), Condensed Consolidating Balance Sheets and Condensed Consolidating Statement of Cash Flows by relevant group within the Company: Pentair plc and Pentair Investments Switzerland GmbH as the guarantors, Pentair Finance S.A. as issuer of the debt and all other non-guarantor subsidiaries. Condensed consolidating financial information for Pentair plc, Pentair Investments Switzerland GmbH and Pentair Finance S.A. on a stand-alone basis is presented using the equity method of accounting for subsidiaries.
Prior to the Redomicile, the Notes of the Subsidiary Issuer were guaranteed, fully and unconditionally, by the former parent company, Pentair Ltd. The supplemental financial information for reporting periods prior to the Redomicile are presented under this previous guarantee structure.
Condensed Consolidating Statement of Operations and Comprehensive Income (Loss)
Three months ended March 28, 2015
In millions
Parent
Company
Guarantor
Subsidiary Guarantor
Subsidiary
Issuer
Non-guarantor
Subsidiaries
Eliminations
Consolidated Total
Net sales
$
—

$
—

$
—

$
1,475.0

$
—

$
1,475.0

Cost of goods sold
—

—

—

964.8

—

964.8

Gross profit
—

—

—

510.2

—

510.2

Selling, general and administrative
3.1

0.1

1.1

304.9

—

309.2

Research and development
—

—

—

29.8

—

29.8

Operating income (loss)
(3.1
)
(0.1
)
(1.1
)
175.5

—

171.2

Loss (earnings) from continuing operations of investment in subsidiaries
(120.7
)
(121.7
)
(118.5
)
—

360.9

—

Other (income) expense:

 




Equity income of unconsolidated subsidiaries
—

—

—

(0.5
)
—

(0.5
)
Net interest expense
—

0.9

3.5

13.8

—

18.2

Income (loss) from continuing operations before income taxes
117.6

120.7

113.9

162.2

(360.9
)
153.5

Provision (benefit) for income taxes
(0.6
)
—

—

35.9

—

35.3

Net income (loss) from continuing operations
118.2

120.7

113.9

126.3

(360.9
)
118.2

Loss from discontinued operations, net of tax
—

—

—

(4.3
)
—

(4.3
)
Earnings (loss) from discontinued operations of investment in subsidiaries
(4.3
)
(4.3
)
(4.3
)
—

12.9

—

Net income (loss)
$
113.9

$
116.4

$
109.6

$
122.0

$
(348.0
)
$
113.9

Comprehensive income (loss), net of tax

 




Net income (loss)
$
113.9

$
116.4

$
109.6

$
122.0

$
(348.0
)
$
113.9

Changes in cumulative translation adjustment
(174.2
)
(174.2
)
(174.2
)
(174.2
)
522.6

(174.2
)
Changes in market value of derivative financial instruments
(0.1
)
(0.1
)
(0.1
)
(0.1
)
0.3

(0.1
)
Comprehensive income (loss)
$
(60.4
)
$
(57.9
)
$
(64.7
)
$
(52.3
)
$
174.9

$
(60.4
)
 
 
 
 
 
 
 
Consolidating Balance Sheet
March 28, 2015
In millions
Parent
Company
Guarantor
Subsidiary Guarantor
Subsidiary
Issuer
Non-guarantor
Subsidiaries
Eliminations
Consolidated Total
Assets
Current assets

 




Cash and cash equivalents
$
—

$
—

$
0.2

$
130.9

$
—

$
131.1

Accounts and notes receivable, net
—

—

—

1,247.5

—

1,247.5

Inventories
—

—

—

1,177.0

—

1,177.0

Other current assets
1.5

15.7

6.5

416.5

(27.7
)
412.5

Current assets held for sale
—

—

—

8.8

—

8.8

Total current assets
1.5

15.7

6.7

2,980.7

(27.7
)
2,976.9

Property, plant and equipment, net
—

—

—

915.4

—

915.4

Other assets

 




Investments in subsidiaries
4,663.3

4,825.1

7,448.9

—

(16,937.3
)
—

Goodwill
—

—

—

4,671.8

—

4,671.8

Intangibles, net
—

—

—

1,559.1

—

1,559.1

Other non-current assets
115.2

—

2,008.6

294.7

(1,998.2
)
420.3

Non-current assets held for sale
—

—

—

25.9

—

25.9

Total other assets
4,778.5

4,825.1

9,457.5

6,551.5

(18,935.5
)
6,677.1

Total assets
$
4,780.0

$
4,840.8

$
9,464.2

$
10,447.6

$
(18,963.2
)
$
10,569.4

Liabilities and Equity
Current liabilities

 




Current maturities of long-term debt and short-term borrowings
$
—

$
—

$
—

$
5.6

$
—

$
5.6

Accounts payable
0.3

—

—

504.6

—

504.9

Employee compensation and benefits
0.5

0.1

—

254.3

—

254.9

Other current liabilities
64.5

1.6

13.3

602.5

(27.7
)
654.2

Current liabilities held for sale
—

—

—

11.5

—

11.5

Total current liabilities
65.3

1.7

13.3

1,378.5

(27.7
)
1,431.1

Other liabilities

 




Long-term debt
276.4

175.8

3,267.1

1,682.3

(1,998.2
)
3,403.4

Pension and other post-retirement compensation and benefits
—

—

—

300.9

—

300.9

Deferred tax liabilities
—

—

2.9

513.4

—

516.3

Other non-current liabilities
15.0

—

—

475.4

—

490.4

Non-current liabilities held for sale
—

—

—

4.0

—

4.0

Total liabilities
356.7

177.5

3,283.3

4,354.5

(2,025.9
)
6,146.1

Equity
4,423.3

4,663.3

6,180.9

6,093.1

(16,937.3
)
4,423.3

Total liabilities and equity
$
4,780.0

$
4,840.8

$
9,464.2

$
10,447.6

$
(18,963.2
)
$
10,569.4

Consolidating Statement of Cash Flows
Three months ended March 28, 2015
In millions
Parent
Company
Guarantor
Subsidiary Guarantor
Subsidiary
Issuer
Non-guarantor
Subsidiaries
Eliminations
Consolidated Total
Operating activities

 




Net cash provided by (used for) operating activities
$
79.5

$
102.4

$
107.9

$
(75.0
)
$
(348.0
)
$
(133.2
)
Investing activities

 




Capital expenditures
—

—

—

(34.8
)
—

(34.8
)
Proceeds from sale of property and equipment
—

—

—

2.3

—

2.3

Acquisitions, net of cash acquired
—

—

—

(3.0
)
—

(3.0
)
Net intercompany loan activity
—

—

(468.5
)
163.4

305.1

—

Net cash provided by (used for) investing activities of continuing operations
—

—

(468.5
)
127.9

305.1

(35.5
)
Net cash provided by (used for) investing activities of discontinued operations
—

—

—

54.9

—

54.9

Net cash provided by (used for) investing activities
—

—

(468.5
)
182.8

305.1

19.4

Financing activities

 




Net receipts (repayments) of commercial paper and revolving long-term debt
—

—

406.5

(0.5
)
—

406.0

Repayments of long-term debt
—

—

—

(0.4
)
—

(0.4
)
Net change in advances to subsidiaries
178.0

(102.4
)
(45.8
)
(72.7
)
42.9

—

Excess tax benefits from share-based compensation
—

—

—

2.8

—

2.8

Shares issued to employees, net of shares withheld
—

—

—

8.7

—

8.7

Repurchases of ordinary shares
(200.0
)
—

—

—

—

(200.0
)
Dividends paid
(57.5
)
—

—

—

—

(57.5
)
Net cash provided by (used for) financing activities
(79.5
)
(102.4
)
360.7

(62.1
)
42.9

159.6

Effect of exchange rate changes on cash and cash equivalents
—

—

—

(25.1
)
—

(25.1
)
Change in cash and cash equivalents
—

—

0.1

20.6

—

20.7

Cash and cash equivalents, beginning of period
—

—

0.1

110.3

—

110.4

Cash and cash equivalents, end of period
$
—

$
—

$
0.2

$
130.9

$
—

$
131.1

Condensed Consolidating Statement of Operations and Comprehensive Income (Loss)
Three months ended March 29, 2014
In millions
Parent
Company
Guarantor
Subsidiary
Issuer
Non-guarantor
Subsidiaries
Eliminations
Consolidated Total
Net sales
$
—

$
—

$
1,644.0

$
—

$
1,644.0

Cost of goods sold
—

—

1,079.9

—

1,079.9

Gross profit
—

—

564.1

—

564.1

Selling, general and administrative
(0.3
)
3.3

349.5

—

352.5

Research and development
—

—

29.5

—

29.5

Operating income (loss)
0.3

(3.3
)
185.1

—

182.1

Loss (earnings) from continuing operations of investment in subsidiaries
(125.5
)
(134.0
)
—

259.5

—

Other (income) expense:





Equity income of unconsolidated subsidiaries
—

—

(0.3
)
—

(0.3
)
Net interest expense
0.3

0.9

14.9

—

16.1

Income (loss) from continuing operations before income taxes
125.5

129.8

170.5

(259.5
)
166.3

Provision for income taxes
—

—

40.8

—

40.8

Net income (loss) from continuing operations
125.5

129.8

129.7

(259.5
)
125.5

Loss from discontinued operations, net of tax
—

—

(1.3
)
—

(1.3
)
Loss from sale of discontinued operations, net of tax
—

—

(5.6
)
—

(5.6
)
Earnings (loss) from discontinued operations of investment in subsidiaries
(6.9
)
(6.9
)
—

13.8

—

Net income (loss)
$
118.6

$
122.9

$
122.8

$
(245.7
)
$
118.6

Comprehensive income (loss), net of tax
 
 
 
 
 
Net income (loss)
$
118.6

$
122.9

$
122.8

$
(245.7
)
$
118.6

Changes in cumulative translation adjustment
(27.9
)
(27.9
)
(27.9
)
55.8

(27.9
)
Changes in market value of derivative financial instruments
0.2

0.2

0.2

(0.4
)
0.2

Comprehensive income (loss)
$
90.9

$
95.2

$
95.1

$
(190.3
)
$
90.9

 
 
 
 
 
 
Consolidating Balance Sheet
December 31, 2014
In millions
Parent
Company
Guarantor
Subsidiary Guarantor
Subsidiary
Issuer
Non-guarantor
Subsidiaries
Eliminations
Consolidated Total
Assets
Current assets

 




Cash and cash equivalents
$
—

$
—

$
0.1

$
110.3

$
—

$
110.4

Accounts and notes receivable, net
—

—

—

1,206.8

(0.9
)
1,205.9

Inventories
—

—

—

1,130.4

—

1,130.4

Other current assets
—

17.6

2.0

367.6

(20.4
)
366.8

Current assets held for sale
—

—

—

80.6

—

80.6

Total current assets
—

17.6

2.1

2,895.7

(21.3
)
2,894.1

Property, plant and equipment, net
—

—

—

950.0

—

950.0

Other assets

 




Investments in subsidiaries
4,733.0

4,893.8

7,612.2

—

(17,239.0
)
—

Goodwill
—

—

—

4,741.9

—

4,741.9

Intangibles, net
—

—

—

1,608.1

—

1,608.1

Other non-current assets
80.2

—

1,381.8

345.0

(1,370.8
)
436.2

Non-current assets held for sale
—

—

—

24.9

—

24.9

Total other assets
4,813.2

4,893.8

8,994.0

6,719.9

(18,609.8
)
6,811.1

Total assets
$
4,813.2

$
4,911.4

$
8,996.1

$
10,565.6

$
(18,631.1
)
$
10,655.2

Liabilities and Equity
Current liabilities

 




Current maturities of long-term debt and short-term borrowings
$
—

$
—

$
—

$
6.7

$
—

$
6.7

Accounts payable
0.9

—

—

583.1

(0.9
)
583.1

Employee compensation and benefits
0.2

0.6

—

304.7

—

305.5

Other current liabilities
120.6

2.2

10.9

595.8

(20.4
)
709.1

Current liabilities held for sale
—

—

—

35.1

—

35.1

Total current liabilities
121.7

2.8

10.9

1,525.4

(21.3
)
1,639.5

Other liabilities

 




Long-term debt
11.4

175.6

2,860.6

1,320.6

(1,370.8
)
2,997.4

Pension and other post-retirement compensation and benefits
—

—

—

322.0

—

322.0

Deferred tax liabilities
—

—

2.9

525.4

—

528.3

Other non-current liabilities
16.3

—

—

481.4

—

497.7

Non-current liabilities held for sale
—

—

—

6.5

—

6.5

Total liabilities
149.4

178.4

2,874.4

4,181.3

(1,392.1
)
5,991.4

Equity
4,663.8

4,733.0

6,121.7

6,384.3

(17,239.0
)
4,663.8

Total liabilities and equity
$
4,813.2

$
4,911.4

$
8,996.1

$
10,565.6

$
(18,631.1
)
$
10,655.2

Consolidating Statement of Cash Flows
Three months ended March 29, 2014
In millions
Parent
Company
Guarantor
Subsidiary
Issuer
Non-guarantor
Subsidiaries
Eliminations
Consolidated Total
Operating activities
 
 
 
 
 
Net cash provided by (used for) operating activities
$
118.0

$
125.6

$
4.6

$
(245.7
)
$
2.5

Investing activities





Capital expenditures
—

—

(27.2
)
—

(27.2
)
Proceeds from sale of property and equipment
—

—

0.4

—

0.4

Other
—

—

(0.5
)
—

(0.5
)
Net cash provided by (used for) investing activities
—

—

(27.3
)
—

(27.3
)
Financing activities





Net receipts of short-term borrowings
—

—

0.3

—

0.3

Net receipts of commercial paper and revolving long-term debt
—

367.4

14.5

—

381.9

Repayments of long-term debt
—

—

(0.9
)
—

(0.9
)
Excess tax benefits from share-based compensation
—

—

6.1

—

6.1

Net change in advances to subsidiaries
(69.1
)
(539.6
)
363.0

245.7

—

Shares issued to employees, net of shares withheld
—

—

24.0

—

24.0

Repurchases of ordinary shares
—

—

(252.2
)
—

(252.2
)
Dividends paid
(49.2
)
—

—

—

(49.2
)
Purchase of noncontrolling interest
—

—

(134.7
)
—

(134.7
)
Net cash provided by (used for) financing activities
(118.3
)
(172.2
)
20.1

245.7

(24.7
)
Effect of exchange rate changes on cash and cash equivalents
—

—

(2.6
)
—

(2.6
)
Change in cash and cash equivalents
(0.3
)
(46.6
)
(5.2
)
—

(52.1
)
Cash and cash equivalents, beginning of period
0.5

47.0

208.5

—

256.0

Cash and cash equivalents, end of period
$
0.2

$
0.4

$
203.3

$
—

$
203.9