Subsidiary Guarantors

The Company’s payment obligations under its 9.125% notes are fully and unconditionally guaranteed, jointly and severally, on a senior basis, by its domestic 100% owned subsidiaries, Gentek Holdings, LLC and Gentek Building Products, Inc. (together, the “Subsidiary Guarantors”). AMH New Finance, Inc. is a co-issuer of the 9.125% notes and is a domestic 100% owned subsidiary of the Company having no operations, revenues or cash flows for the periods presented.

Associated Materials Canada Limited, Gentek Canada Holdings Limited and Gentek Buildings Products Limited Partnership are Canadian companies and do not guarantee the 9.125% notes. In the opinion of management, separate financial statements of the respective Subsidiary Guarantors would not provide additional material information that would be useful in assessing the financial composition of the Subsidiary Guarantors.

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

September 27, 2014

(Unaudited, in thousands)



	Company			Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Reclassification/ Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	8,134		$	—	$	—		$	4,277		$	—		$	12,411
Accounts receivable, net	126,047			—		10,914			38,417			—			175,378
Intercompany receivables	351,777			—		64,167			1,794			(417,738		)	—
Inventories	119,982			—		9,827			37,551			—			167,360
Income taxes receivable	—			—		306			—			—			306
Deferred income taxes	2,451			—		2,234			—			—			4,685
Prepaid expenses and other current assets	11,616			—		884			1,929			—			14,429
Total current assets	620,007			—		88,332			83,968			(417,738		)	374,569
Property, plant and equipment, net	62,905			—		1,513			31,376			—			95,794
Goodwill	201,118			—		16,490			100,787			—			318,395
Other intangible assets, net	310,130			—		33,196			105,968			—			449,294
Intercompany receivable	—			834,320		—			—			(834,320		)	—
Other assets	18,992			—		—			1,711			—			20,703
Total assets	$	1,213,152		$	834,320	$	139,531		$	323,810		$	(1,252,058	)	$	1,258,755
LIABILITIES AND MEMBER'S DEFICIT
Current liabilities:
Accounts payable	$	96,217		$	—	$	12,493		$	42,699		$	—		$	151,409
Intercompany payables	1,794			—		—			415,944			(417,738		)	—
Accrued liabilities	88,428			—		5,216			9,370			—			103,014
Deferred income taxes	1,240			—		—			2,254			—			3,494
Income taxes payable	400			—		—			3,328			—			3,728
Total current liabilities	188,079			—		17,709			473,595			(417,738		)	261,645
Deferred income taxes	50,572			—		15,369			28,937			—			94,878
Deficit in subsidiaries	108,513			—		194,823			—			(303,336		)	—
Other liabilities	73,694			—		20,143			16,101			—			109,938
Long-term debt	880,320			834,320		—			—			(834,320		)	880,320
Member’s deficit	(88,026		)	—		(108,513		)	(194,823		)	303,336			(88,026		)
Total liabilities and member’s deficit	$	1,213,152		$	834,320	$	139,531		$	323,810		$	(1,252,058	)	$	1,258,755

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS

For The Quarter Ended September 27, 2014

(Unaudited, in thousands)



	Company			Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Reclassification/ Eliminations			Consolidated
Net sales	$	273,512		$	—	$	47,373		$	90,493		$	(57,636	)	$	353,742
Cost of sales	222,454			—		44,273			70,040			(57,636		)	279,131
Gross profit	51,058			—		3,100			20,453			—			74,611
Selling, general and administrative expenses	50,159			—		1,053			11,042			—			62,254
Impairment of goodwill	99,524			—		9,181			39,799			—			148,504
Impairment of other intangible assets	54,600			—		11,721			23,366			—			89,687
Loss from operations	(153,225		)	—		(18,855		)	(53,754		)	—			(225,834		)
Interest expense, net	20,328			—		—			421			—			20,749
Foreign currency loss	—			—		—			220			—			220
Loss before income taxes	(173,553		)	—		(18,855		)	(54,395		)	—			(246,803		)
Income tax benefit	(23,304		)	—		(1,286		)	(3,037		)	—			(27,627		)
Loss before equity loss from subsidiaries	(150,249		)	—		(17,569		)	(51,358		)	—			(219,176		)
Equity loss from subsidiaries	(68,927		)	—		(51,359		)	—			120,286			—
Net loss	(219,176		)	—		(68,928		)	(51,358		)	120,286			(219,176		)
Other comprehensive income (loss):
Pension and other postretirement benefit adjustments, net of tax	3			—		11			13			(24		)	3
Foreign currency translation adjustments, net of tax	(11,232		)	—		(11,232		)	(11,232		)	22,464			(11,232		)
Total comprehensive loss	$	(230,405	)	$	—	$	(80,149	)	$	(62,577	)	$	142,726		$	(230,405	)

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE LOSS

For The Nine Months Ended September 27, 2014

(Unaudited, in thousands)



	Company			Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Reclassification/ Eliminations			Consolidated
Net sales	$	681,666		$	—	$	123,813		$	214,312		$	(149,585	)	$	870,206
Cost of sales	557,792			—		115,818			165,142			(149,585		)	689,167
Gross profit	123,874			—		7,995			49,170			—			181,039
Selling, general and administrative expenses	146,389			—		3,099			32,028			—			181,516
Impairment of goodwill	99,524			—		9,181			39,799			—			148,504
Impairment of other intangible assets	54,600			—		11,721			23,366			—			89,687
Manufacturing restructuring costs	(331		)	—		—			—			—			(331		)
Loss from operations	(176,308		)	—		(16,006		)	(46,023		)	—			(238,337		)
Interest expense, net	60,592			—		—			1,236			—			61,828
Foreign currency loss	—			—		—			836			—			836
Loss before income taxes	(236,900		)	—		(16,006		)	(48,095		)	—			(301,001		)
Income tax benefit	(22,048		)	—		(1,349		)	(1,471		)	—			(24,868		)
Loss before equity loss from subsidiaries	(214,852		)	—		(14,657		)	(46,624		)	—			(276,133		)
Equity loss from subsidiaries	(61,281		)	—		(46,624		)	—			107,905			—
Net loss	(276,133		)	—		(61,281		)	(46,624		)	107,905			(276,133		)
Other comprehensive income (loss):
Pension and other postretirement benefit adjustments, net of tax	11			—		36			41			(77		)	11
Foreign currency translation adjustments, net of tax	(10,075		)	—		(10,075		)	(10,075		)	20,150			(10,075		)
Total comprehensive loss	$	(286,197	)	$	—	$	(71,320	)	$	(56,658	)	$	127,978		$	(286,197	)

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the Nine Months Ended September 27, 2014

(Unaudited, in thousands)



	Company			Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Reclassification/Eliminations			Consolidated
Net cash (used in) provided by operating activities	$	(54,847	)	$	—	$	12,948		$	(3,485	)	$	—		$	(45,384	)
INVESTING ACTIVITIES
Capital expenditures	(7,187		)	—		(252		)	(1,033		)	—			(8,472		)
Proceeds from the sale of assets	6			—		—			3			—			9
Payments on loans to affiliates	—			—		(12,696		)	—			12,696			—
Receipts on loans to affiliates	3,900			—		—			—			(3,900		)	—
Net cash (used in) provided by investing activities	(3,281		)	—		(12,948		)	(1,030		)	8,796			(8,463		)
FINANCING ACTIVITIES
Borrowings under ABL facilities	113,700			—		—			48,231			—			161,931
Payments under ABL facilities	(67,700		)	—		—			(48,317		)	—			(116,017		)
Borrowings from affiliates	12,696			—		—			—			(12,696		)	—
Repayments to affiliates	—			—		—			(3,900		)	3,900			—
Net cash provided by (used in) financing activities	58,696			—		—			(3,986		)	(8,796		)	45,914
Effect of exchange rate changes on cash and cash equivalents	—			—		—			(471		)	—			(471		)
Net increase (decrease) in cash and cash equivalents	568			—		—			(8,972		)	—			(8,404		)
Cash and cash equivalents at beginning of period	7,566			—		—			13,249			—			20,815
Cash and cash equivalents at end of period	$	8,134		$	—	$	—		$	4,277		$	—		$	12,411

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEET

December 28, 2013

(Unaudited, in thousands)



	Company		Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Reclassification/ Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	7,566	$	—	$	—		$	13,249		$	—		$	20,815
Accounts receivable, net	96,265		—		9,858			19,140			—			125,263
Intercompany receivables	374,444		—		57,711			1,794			(433,949		)	—
Inventories	93,175		—		10,117			30,177			—			133,469
Income taxes receivable	—		—		792			—			—			792
Deferred income taxes	2,451		—		2,234			—			—			4,685
Prepaid expenses and other current assets	8,239		—		891			1,712			—			10,842
Total current assets	582,140		—		81,603			66,072			(433,949		)	295,866
Property, plant and equipment, net	65,348		—		1,574			34,023			—			100,945
Goodwill	300,642		—		24,650			146,499			—			471,791
Other intangible assets, net	379,740		—		44,654			138,830			—			563,224
Intercompany receivable	—		835,230		—			—			(835,230		)	—
Other assets	22,926		—		—			1,867			—			24,793
Total assets	$	1,350,796	$	835,230	$	152,481		$	387,291		$	(1,269,179	)	$	1,456,619
LIABILITIES AND MEMBER'S EQUITY
Current liabilities:
Accounts payable	$	64,272	$	—	$	9,531		$	23,171		$	—		$	96,974
Intercompany payables	1,794		—		—			432,155			(433,949		)	—
Accrued liabilities	63,534		—		6,392			8,256			—			78,182
Deferred income taxes	—		—		—			2,441			—			2,441
Income taxes payable	452		—		—			1,687			—			2,139
Total current liabilities	130,052		—		15,923			467,710			(433,949		)	179,736
Deferred income taxes	73,862		—		16,620			35,722			—			126,204
Deficit in subsidiaries	37,194		—		136,544			—			(173,738		)	—
Other liabilities	76,668		—		20,588			20,403			—			117,659
Long-term debt	835,230		835,230		—			—			(835,230		)	835,230
Member’s equity	197,790		—		(37,194		)	(136,544		)	173,738			197,790
Total liabilities and member’s equity	$	1,350,796	$	835,230	$	152,481		$	387,291		$	(1,269,179	)	$	1,456,619

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS)

For The Quarter Ended September 28, 2013

(Unaudited, in thousands)



	Company			Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries		Reclassification/ Eliminations			Consolidated
Net sales	$	256,304		$	—	$	46,845		$	81,750	$	(44,994	)	$	339,905
Cost of sales	197,199			—		43,411			62,343		(44,994		)	257,959
Gross profit	59,105			—		3,434			19,407		—			81,946
Selling, general and administrative expenses	44,922			—		978			11,215		—			57,115
Income from operations	14,183			—		2,456			8,192		—			24,831
Interest expense, net	19,711			—		—			617		—			20,328
Foreign currency loss	—			—		—			124		—			124
(Loss) income before income taxes	(5,528		)	—		2,456			7,451		—			4,379
Income tax (benefit) expense	(238		)	—		(43		)	2,165		—			1,884
(Loss) income before equity income (loss) from subsidiaries	(5,290		)	—		2,499			5,286		—			2,495
Equity income (loss) from subsidiaries	7,785			—		5,286			—		(13,071		)	—
Net income (loss)	2,495			—		7,785			5,286		(13,071		)	2,495
Other comprehensive income (loss):
Pension and other postretirement benefit adjustments, net of tax	173			—		113			101		(214		)	173
Foreign currency translation adjustments, net of tax	5,828			—		5,828			5,828		(11,656		)	5,828
Total comprehensive income (loss)	$	8,496		$	—	$	13,726		$	11,215	$	(24,941	)	$	8,496

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF COMPREHENSIVE (LOSS) INCOME

For The Nine Months Ended September 28, 2013

(Unaudited, in thousands)



	Company			Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Reclassification/ Eliminations			Consolidated
Net sales	$	667,048		$	—	$	131,740		$	206,355		$	(131,679	)	$	873,464
Cost of sales	513,518			—		122,695			160,035			(131,679		)	664,569
Gross profit	153,530			—		9,045			46,320			—			208,895
Selling, general and administrative expenses	139,194			—		3,782			33,777			—			176,753
Income from operations	14,336			—		5,263			12,543			—			32,142
Interest expense, net	57,905			—		—			1,655			—			59,560
Foreign currency loss	—			—		—			555			—			555
(Loss) income before income taxes	(43,569		)	—		5,263			10,333			—			(27,973		)
Income tax expense (benefit)	1,177			—		(119		)	2,957			—			4,015
(Loss) income before equity income (loss) from subsidiaries	(44,746		)	—		5,382			7,376			—			(31,988		)
Equity income (loss) from subsidiaries	12,758			—		7,376			—			(20,134		)	—
Net (loss) income	(31,988		)	—		12,758			7,376			(20,134		)	(31,988		)
Other comprehensive income (loss):
Pension and other postretirement benefit adjustments, net of tax	478			—		331			303			(634		)	478
Foreign currency translation adjustments, net of tax	(9,444		)	—		(9,444		)	(9,444		)	18,888			(9,444		)
Total comprehensive (loss) income	$	(40,954	)	$	—	$	3,645		$	(1,765	)	$	(1,880	)	$	(40,954	)

ASSOCIATED MATERIALS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For The Nine Months Ended September 28, 2013

(Unaudited, in thousands)



	Company			Co-Issuer		Subsidiary Guarantors			Non-Guarantor Subsidiaries			Reclassification/Eliminations			Consolidated
Net cash provided by (used in) operating activities	$	7,821		$	—	$	(15,064	)	$	(7,166	)	$	—		$	(14,409	)
INVESTING ACTIVITIES
Capital expenditures	(8,496		)	—		(10		)	(393		)	—			(8,899		)
Supply center acquisition	(348		)	—		—			—			—			(348		)
Proceeds from the sale of assets	49			—		—			—			—			49
Payments on loans to affiliates	(20,000		)	—		—			—			20,000			—
Receipts on loans to affiliates	5,000			—		15,074			—			(20,074		)	—
Net cash (used in) provided by investing activities	(23,795		)	—		15,064			(393		)	(74		)	(9,198		)
FINANCING ACTIVITIES
Borrowings under ABL facilities	79,891			—		—			44,053			—			123,944
Payments under ABL facilities	(148,391		)	—		—			(52,553		)	—			(200,944		)
Borrowings from affiliates	—			—		—			20,000			(20,000		)	—
Repayments to affiliates	(15,074		)	—		—			(5,000		)	20,074			—
Equity contribution from parent	742			—		—			—			—			742
Issuance of senior notes	106,000			—		—			—			—			106,000
Financing costs	(5,030		)	—		—			(415		)	—			(5,445		)
Net cash provided by financing activities	18,138			—		—			6,085			74			24,297
Effect of exchange rate changes on cash and cash equivalents	—			—		—			(80		)	—			(80		)
Net increase (decrease) in cash and cash equivalents	2,164			—		—			(1,554		)	—			610
Cash and cash equivalents at beginning of period	7,320			—		—			2,274			—			9,594
Cash and cash equivalents at end of period	$	9,484		$	—	$	—		$	720		$	—		$	10,204

The Condensed Consolidating Statement of Cash Flows for the nine months ended September 28, 2013 has been revised to present changes in receivable from or payable to an affiliate, which resulted from subsidiary’s deposit in or withdrawal from the parent company’s cash account under a centralized cash management arrangement, and loan payments and receipts between companies within investing and financing activities. Changes in receivable from or payable to an affiliate related to trade transactions are presented within operating activities. The Company previously reported all changes in receivable from and payable to an affiliate as cash flows in financing activities. The effect is summarized as follows (in thousands):



	Nine Months ended September 28, 2013
	Company (As Previously Reported)			Company (As Corrected)			Subsidiary Guarantors (As Previously Reported)			Subsidiary Guarantors (As Corrected)			Non-Guarantor Subsidiary (As Previously Reported)			Non-Guarantor Subsidiary (As Corrected)			Eliminations (As Previously Reported)		Eliminations (As Corrected)
Net cash (used in) provided by operating activities	$	(16,872	)	$	7,821		$	(3,234	)	$	(15,064	)	$	5,697		$	(7,166	)	$	—	$	—
INVESTING ACTIVITIES
Payments on loans to affiliates	—			(20,000		)	—			—			—			—			—		20,000
Receipts on loans to affiliates	—			5,000			—			15,074			—			—			—		(20,074		)
Net cash (used in) provided by investing activities	(8,795		)	(23,795		)	(10		)	15,064			(393		)	(393		)	—		(74		)
FINANCING ACTIVITIES
Borrowings from affiliates	—			—			—			—			—			20,000			—		(20,000		)
Repayments to affiliates	(5,381		)	(15,074		)	3,244			—			2,137			(5,000		)	—		20,074
Net cash provided by (used in) financing activities	27,831			18,138			3,244			—			(6,778		)	6,085			—		74