Subsidiary Guarantors

The following tables present condensed consolidated financial information of continuing operations for fiscal 2013, 2012 and 2011 for: (a) the Company; (b) on a combined basis, the guarantors of the Term Loan and of the 2016 Senior Notes and 2036 Senior Notes issued in November 2006, which include the significant domestic operations of Joy Global Underground Mining LLC (formerly known as Joy Technologies LLC), Joy Global Surface Mining Inc. (formerly known as P&H Mining Equipment Inc.), N.E.S. Investment Co., Joy Global Conveyors Inc. (formerly known as Continental Crushing & Conveying Inc.), Joy Global Longview Operations LLC (formerly known as LeTourneau Technologies LLC) and certain immaterial wholly owned subsidiaries of Joy Global Longview Operations LLC (the “Subsidiary Guarantors”); and (c) on a combined basis, the non-guarantors, which include all of our foreign subsidiaries and a number of small domestic subsidiaries (the “Non-Guarantor Subsidiaries”).

The borrowings are fully and unconditionally guaranteed on a joint and several unsecured basis by the Subsidiary Guarantors, which are direct and indirect 100% owned subsidiaries of the Company. We conduct all of our business and derive essentially all of our income from our subsidiaries. Therefore, our ability to make payments on the obligations is dependent on the earnings and distribution of funds from our subsidiaries. There are no restrictions on the ability of any of our domestic subsidiaries to transfer funds to the parent company. Separate financial statements of the Subsidiary Guarantors are not presented because we believe such separate statements or disclosures would not be useful to investors.

Condensed Consolidated Statement of Income Fiscal Year Ended October 25, 2013 (in thousands)

	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,756,869		$	3,691,072		$	(1,435,244	)	$	5,012,697
Cost of sales	—			1,930,332			2,644,416			(1,185,264		)	3,389,484
Product development, selling and administrative expenses	53,051			307,113			319,837			—			680,001
Intangible asset impairment charge	—			100,400			54,800			—			155,200
Other (income) and expense	(15,000		)	34,267			(52,916		)	—			(33,649		)
Operating income (loss)	(38,051		)	384,757			724,935			(249,980		)	821,661
Intercompany items	114,784			(79,519		)	(151,571		)	116,306			—
Interest (expense) income, net	(64,665		)	3,266			3,895			—			(57,504		)
Income from continuing operations before income taxes and equity	12,068			308,504			577,259			(133,674		)	764,157
Provision (benefit) for income taxes	(50,908		)	207,825			73,302			—			230,219
Equity in income of subsidiaries	470,962			397,610			—			(868,572		)	—
Income from continuing operations	$	533,938		$	498,289		$	503,957		$	(1,002,246	)	$	533,938

Condensed Consolidated Statement of Income Year Ended October 26, 2012 (in thousands)

	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	3,322,522		$	3,805,096		$	(1,466,729	)	$	5,660,889
Cost of sales	—			2,285,279			2,694,336			(1,195,813		)	3,783,802
Product development, selling and administrative expenses	69,012			335,205			332,559			—			736,776
Other (income) and expense	—			26,896			(59,144		)	—			(32,248		)
Operating income (loss)	(69,012		)	675,142			837,345			(270,916		)	1,172,559
Intercompany items	66,366			(53,331		)	(113,029		)	99,994			—
Interest (expense) income, net	(52,244		)	834			(16,018		)	—			(67,428		)
Income (loss) from continuing operations before income taxes and equity	(54,890		)	622,645			708,298			(170,922		)	1,105,131
Provision (benefit) for income taxes	(65,450		)	309,207			94,113			—			337,870
Equity in income of subsidiaries	756,701			388,709			—			(1,145,410		)	—
Income from continuing operations	$	767,261		$	702,147		$	614,185		$	(1,316,332	)	$	767,261
Income from continuing operations attributable to non-controlling interest	(180		)	—			(180		)	180			(180		)
Income from continuing operations attributable to Joy Global Inc.	$	767,081		$	702,147		$	614,005		$	(1,316,152	)	$	767,081

Condensed Consolidated Statement of Income Year Ended October 28, 2011 (in thousands)

	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,782,132		$	2,718,355		$	(1,096,581	)	$	4,403,906
Cost of sales	—			1,861,215			1,886,857			(850,467		)	2,897,605
Product development, selling and administrative expenses	65,239			290,044			246,727			—			602,010
Other (income) and expense	—			19,038			(34,748		)	(178		)	(15,888		)
Operating income (loss)	(65,239		)	611,835			619,519			(245,936		)	920,179
Intercompany items	46,179			(37,107		)	(123,156		)	114,084			—
Interest (expense) income, net	(35,487		)	2,285			8,891			—			(24,311		)
Reorganization items	(35		)	—			—			—			(35		)
Income (loss) from operations before income taxes and equity	(54,582		)	577,013			505,254			(131,852		)	895,833
Provision (benefit) for income taxes	(66,365		)	240,118			91,078			—			264,831
Equity in income of subsidiaries	619,219			140,514			—			(759,733		)	—
Income from continuing operations	$	631,002		$	477,409		$	414,176		$	(891,585	)	$	631,002

Condensed Consolidating Balance Sheet As of October 25, 2013 (in thousands)

	Parent Company			Subsidiary Guarantors		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets	$	191,693		$	904,591	$	1,862,376	$	(136,216	)	$	2,822,444
Property, plant and equipment, net	18,081			375,026		519,535		—			912,642
Goodwill and other intangible assets, net	—			701,399		1,110,932		—			1,812,331
Other assets	4,119,523			2,065,239		4,059,130		(10,001,727		)	242,165
Total assets	$	4,329,297		$	4,046,255	$	7,551,973	$	(10,137,943	)	$	5,789,582
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities	$	87,190		$	459,333	$	832,621	$	(18,554	)	$	1,360,590
Long-term obligations	1,256,164			763		—		—			1,256,927
Accrued pension costs	136,886			5,685		7,234		—			149,805
Other liabilities	(9,312		)	8,693		164,510		—			163,891
Shareholders’ equity	2,858,369			3,571,781		6,547,608		(10,119,389		)	2,858,369
Total liabilities and shareholders’ equity	$	4,329,297		$	4,046,255	$	7,551,973	$	(10,137,943	)	$	5,789,582

Condensed Consolidating Balance Sheet As of October 26, 2012 (In thousands)

	Parent Company			Subsidiary Guarantors		Non-Guarantor Subsidiaries		Eliminations			Consolidated
ASSETS
Current assets	$	97,443		$	1,145,051	$	2,134,636	$	(221,053	)	$	3,156,077
Property, plant and equipment, net	12,515			378,274		442,073		—			832,862
Goodwill and other intangible assets, net	—			818,435		1,153,147		—			1,971,582
Other assets	4,178,760			2,528,849		1,803,046		(8,328,673		)	181,982
Total assets	$	4,288,718		$	4,870,609	$	5,532,902	$	(8,549,726	)	$	6,142,503
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities	$	106,207		$	750,884	$	1,005,205	$	(81,479	)	$	1,780,817
Long-term obligations	1,305,413			1,212		—		—			1,306,625
Accrued pension costs	322,310			6,589		6,914		—			335,813
Other liabilities	(22,401		)	10,205		154,255		—			142,059
Shareholders’ equity	2,577,189			4,101,719		4,366,528		(8,468,247		)	2,577,189
Total liabilities and shareholders’ equity	$	4,288,718		$	4,870,609	$	5,532,902	$	(8,549,726	)	$	6,142,503

Condensed Consolidating Statement of Cash Flows Year Ended October 25, 2013 (in thousands)

	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities of continuing operations	$	457,171		$	58,565		$	122,802		$	638,538
Net cash used by operating activities of discontinued operations	—			(1,688		)	—			(1,688		)
Net cash provided by operating activities	457,171			56,877			122,802			636,850
Investing Activities:
Property, plant and equipment acquired	(8,489		)	(43,830		)	(101,099		)	(153,418		)
Other investing activities	(112		)	1,111			2,444			3,443
Net cash used by investing activities	(8,601		)	(42,719		)	(98,655		)	(149,975		)
Financing Activities:
Dividends paid	(74,325		)	—			—			(74,325		)
Treasury stock purchased	(214,106		)	—			—			(214,106		)
Other financing activities	(40,697		)	(425		)	(6,949		)	(48,071		)
Net cash used by financing activities	(329,128		)	(425		)	(6,949		)	(336,502		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(8,537		)	(8,537		)
Increase in cash and cash equivalents	119,442			13,733			8,661			141,836
Cash and cash equivalents at beginning of period	3,459			6,628			253,786			263,873
Cash and cash equivalents at end of period	$	122,901		$	20,361		$	262,447		$	405,709

Condensed Consolidating Statement of Cash Flows Year Ended October 26, 2012 (in thousands)

	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities of continuing operations	$	145,654		$	177,098		$	141,163		$	463,915
Net cash used by operating activities of discontinued operations	—			(21,054		)	—			(21,054		)
Net cash provided by operating activities	145,654			156,044			141,163			442,861
Investing Activities:
Acquisition of businesses, net of cash acquired	(1,028,829		)	—			72,912			(955,917		)
Property, plant and equipment acquired	(2,274		)	(113,735		)	(125,518		)	(241,527		)
Working capital adjustment from sale of LeTourneau Technologies Drilling Systems, Inc.	—			(56,270		)	—			(56,270		)
Withdrawals of cash held in escrow	866,000			—			—			866,000
Other investing activities	(155		)	4,841			4,699			9,385
Net cash used by investing activities	(165,258		)	(165,164		)	(47,907		)	(378,329		)
Financing Activities:
Dividends paid	(73,961		)	—			—			(73,961		)
Borrowings under term loans	250,000			—			—			250,000
Repayments of term loans	(281,250		)	—			—			(281,250		)
Other financing activities	28,093			(404		)	(4,087		)	23,602
Net cash used by financing activities	(77,118		)	(404		)	(4,087		)	(81,609		)
Effect of exchange rate changes on cash and cash equivalents	—			—			(7,371		)	(7,371		)
(Decrease) increase in cash and cash equivalents	(96,722		)	(9,524		)	81,798			(24,448		)
Cash and cash equivalents at beginning of period	100,181			16,152			171,988			288,321
Cash and cash equivalents at end of period	$	3,459		$	6,628		$	253,786		$	263,873

Condensed Consolidating Statement of Cash Flows Year Ended October 28, 2011 (in thousands)

	Parent Company			Subsidiary Guarantors			Non-Guarantor Subsidiaries			Consolidated
Net cash provided (used) by operating activities of continuing operations	$	982,185		$	(318,788	)	$	(163,671	)	$	499,726
Net cash provided by operating activities of discontinued operations	—			4,967			—			4,967
Net cash provided (used) by operating activities	982,185			(313,821		)	(163,671		)	504,693
Investing Activities:
Acquisition of businesses, net of cash acquired	(1,048,908		)	—			—			(1,048,908		)
Property, plant and equipment acquired	(800		)	(64,803		)	(44,920		)	(110,523		)
Proceeds from sale of LeTourneau Technologies Drilling Systems, Inc.	—			375,000			—			375,000
Equity investment in IMM shares	(376,724		)	—			—			(376,724		)
Deposits of cash held in escrow	(866,000		)	—			—			(866,000		)
Other investing activities	(373		)	1,473			4,178			5,278
Net cash (used) provided by investing activities	(2,292,805		)	311,670			(40,742		)	(2,021,877		)
Financing Activities:
Common stock issued	53,341			—			—			53,341
Dividends paid	(73,262		)	—			—			(73,262		)
Issuance of senior notes	495,755			—			—			495,755
Borrowings under term loans	500,000			—			—			500,000
Other financing activities	(4,328		)	2,041			3,169			882
Net cash provided by financing activities	971,506			2,041			3,169			976,716
Effect of exchange rate changes on cash and cash equivalents	—			—			13,208			13,208
(Decrease) increase in cash and cash equivalents	(339,114		)	(110		)	(188,036		)	(527,260		)
Cash and cash equivalents at beginning of period	439,295			16,262			360,024			815,581
Cash and cash equivalents at end of period	$	100,181		$	16,152		$	171,988		$	288,321