PRODUCTS CORPORATION AND SUBSIDIARIES GUARANTOR FINANCIAL INFORMATION

Products Corporation's 5.75% Senior Notes and 6.25% Senior Notes are fully and unconditionally guaranteed on a senior basis by certain of Products Corporation’s direct and indirect wholly-owned domestic subsidiaries (the "5.75% Senior Notes Guarantors" and the "6.25% Senior Notes Guarantors," respectively, and together the "Guarantor Subsidiaries").

The following Condensed Consolidating Unaudited Financial Statements present the financial information as of June 30, 2019 and December 31, 2018, and for each of the three and six months ended June 30, 2019 and 2018 for (i) Products Corporation on a stand-alone basis; (ii) the Guarantor Subsidiaries on a stand-alone basis; (iii) the subsidiaries of Products Corporation that do not guarantee Products Corporation's 5.75% Senior Notes and 6.25% Senior Notes (the "Non-Guarantor Subsidiaries") on a stand-alone basis; and (iv) Products Corporation, the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on a consolidated basis. The Condensed Consolidating Unaudited Financial Statements are presented on the equity method, under which the investments in subsidiaries are recorded at cost and adjusted to the applicable share of the subsidiary's cumulative results of operations, capital contributions, distributions and other equity changes. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions.



Products Corporation and Subsidiaries Condensed Consolidating Balance Sheets
As of June 30, 2019
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated

ASSETS
Cash and cash equivalents	$	2.5		$	3.7		$	56.8	$	—		$	63.0
Trade receivables, less allowances for doubtful accounts	92.5			76.2			220.6		—			389.3
Inventories	153.9			206.2			200.1		—			560.2
Prepaid expenses and other	229.9			32.8			53.9		—			316.6
Intercompany receivables	2,518.9			2,443.4			340.8		(5,303.1		)	—
Investment in subsidiaries	1,635.0			44.0			—		(1,679.0		)	—
Property, plant and equipment, net	214.2			98.3			116.9		—			429.4
Deferred income taxes	32.5			(2.4		)	99.8		—			129.9
Goodwill	159.9			263.9			250.0		—			673.8
Intangible assets, net	13.6			398.8			95.7		—			508.1
Other assets	72.5			21.7			36.5		—			130.7
Total assets	$	5,125.4		$	3,586.6		$	1,471.1	$	(6,982.1	)	$	3,201.0
LIABILITIES AND STOCKHOLDER’S DEFICIENCY
Short-term borrowings	$	—		$	—		$	5.7	$	—		$	5.7
Current portion of long-term debt	409.3			—			0.1		—			409.4
Accounts payable	194.7			93.0			106.2		—			393.9
Accrued expenses and other	159.2			69.4			176.1		—			404.7
Intercompany payables	2,546.0			2,292.0			465.1		(5,303.1		)	—
Long-term debt	2,640.5			—			82.6		—			2,723.1
Other long-term liabilities	192.7			50.5			80.1		—			323.3
Total liabilities	6,142.4			2,504.9			915.9		(5,303.1		)	4,260.1
Stockholder’s deficiency	(1,017.0		)	1,081.7			555.2		(1,679.0		)	(1,059.1		)
Total liabilities and stockholder’s deficiency	$	5,125.4		$	3,586.6		$	1,471.1	$	(6,982.1	)	$	3,201.0



Products Corporation and Subsidiaries Condensed Consolidating Balance Sheets
As of December 31, 2018
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated

ASSETS
Cash and cash equivalents	$	7.3		$	6.6		$	73.4	$	—		$	87.3
Trade receivables, less allowances for doubtful accounts	89.7			103.5			238.1		—			431.3
Inventories	150.7			196.5			176.0		—			523.2
Prepaid expenses and other	214.7			25.0			60.0		—			299.7
Intercompany receivables	2,225.4			2,177.2			266.1		(4,668.7		)	—
Investment in subsidiaries	1,627.4			30.4			—		(1,657.8		)	—
Property, plant and equipment, net	197.1			57.5			99.9		—			354.5
Deferred income taxes	105.9			(6.9		)	15.8		—			114.8
Goodwill	159.9			263.9			250.1		—			673.9
Intangible assets, net	21.2			412.2			98.6		—			532.0
Other assets	71.8			23.4			35.6		—			130.8
Total assets	$	4,871.1		$	3,289.3		$	1,313.6	$	(6,326.5	)	$	3,147.5
LIABILITIES AND STOCKHOLDER’S DEFICIENCY
Short-term borrowings	$	—		$	—		$	9.3	$	—		$	9.3
Current portion of long-term debt	348.0			—			0.1		—			348.1
Accounts payable	148.8			88.6			94.7		—			332.1
Accrued expenses and other	152.6			87.0			195.1		—			434.7
Intercompany payables	2,226.8			2,028.9			413.0		(4,668.7		)	—
Long-term debt	2,644.6			—			83.1		—			2,727.7
Other long-term liabilities	153.4			11.2			64.1		—			228.7
Total liabilities	5,674.2			2,215.7			859.4		(4,668.7		)	4,080.6
Stockholder’s deficiency	(803.1		)	1,073.6			454.2		(1,657.8		)	(933.1		)
Total liabilities and stockholder’s deficiency	$	4,871.1		$	3,289.3		$	1,313.6	$	(6,326.5	)	$	3,147.5



Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
Three Months Ended June 30, 2019
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net Sales	$	155.5		$	124.8		$	290.3		$	(0.4	)	$	570.2
Cost of sales	72.2			64.1			108.0			(0.4		)	243.9
Gross profit	83.3			60.7			182.3			—			326.3
Selling, general and administrative expenses	109.3			81.5			140.2			—			331.0
Restructuring charges and other, net	0.8			0.8			1.6			—			3.2
Operating (loss) income	(26.8		)	(21.6		)	40.5			—			(7.9		)
Other (income) expense:
Intercompany interest, net	(1.1		)	0.7			0.4			—			—
Interest expense	46.1			—			1.7			—			47.8
Amortization of debt issuance costs	3.5			—			—			—			3.5
Foreign currency losses (gains), net	1.8			0.3			(0.9		)	—			1.2
Miscellaneous, net	(10.1		)	(12.7		)	27.4			—			4.6
Other expense (income), net	40.2			(11.7		)	28.6			—			57.1
(Loss) income from continuing operations before income taxes	(67.0		)	(9.9		)	11.9			—			(65.0		)
(Benefit from) provision for income taxes	(3.6		)	(0.1		)	2.8			—			(0.9		)
(Loss) income from continuing operations, net of taxes	(63.4		)	(9.8		)	9.1			—			(64.1		)
Income from discontinued operations, net of taxes	—			—			1.6			—			1.6
Equity in income (loss) of subsidiaries	1.1			6.3			—			(7.4		)	—
Net (loss) income	$	(62.3	)	$	(3.5	)	$	10.7		$	(7.4	)	$	(62.5	)
Other comprehensive income (loss)	5.3			(1.1		)	(0.5		)	1.6			5.3
Total comprehensive (loss) income	$	(57.0	)	$	(4.6	)	$	10.2		$	(5.8	)	$	(57.2	)



Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
Three Months Ended June 30, 2018
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net Sales	$	186.8		$	144.9		$	276.4		$	(1.3	)	$	606.8
Cost of sales	86.3			68.9			105.7			(1.3		)	259.6
Gross profit	100.5			76.0			170.7			—			347.2
Selling, general and administrative expenses	104.7			119.5			148.7			—			372.9
Acquisition and integration costs	2.8			0.5			1.3			—			4.6
Restructuring charges and other, net	(0.6		)	2.5			4.0			—			5.9
Loss on disposal of minority investment	20.1			—			—			—			20.1
Operating (loss) income	(26.5		)	(46.5		)	16.7			—			(56.3		)
Other (income) expense:
Intercompany interest, net	(2.1		)	0.7			1.4			—			—
Interest expense	42.5			—			0.3			—			42.8
Amortization of debt issuance costs	3.0			—			—			—			3.0
Foreign currency losses (gains), net	3.8			(0.2		)	16.6			—			20.2
Miscellaneous, net	(3.3		)	(13.7		)	17.2			—			0.2
Other expense (income), net	43.9			(13.2		)	35.5			—			66.2
Loss from continuing operations before income taxes	(70.4		)	(33.3		)	(18.8		)	—			(122.5		)
(Benefit from) provision for income taxes	(7.2		)	5.0			(0.3		)	—			(2.5		)
Loss from continuing operations, net of taxes	(63.2		)	(38.3		)	(18.5		)	—			(120.0		)
Loss from discontinued operations, net of taxes	—			—			(1.1		)	—			(1.1		)
Equity in (loss) income of subsidiaries	(57.9		)	(10.5		)	—			68.4			—
Net (loss) income	$	(121.1	)	$	(48.8	)	$	(19.6	)	$	68.4		$	(121.1	)
Other comprehensive (loss) income	(2.7		)	10.5			(0.4		)	(10.1		)	(2.7		)
Total comprehensive (loss) income	$	(123.8	)	$	(38.3	)	$	(20.0	)	$	58.3		$	(123.8	)



Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
Six Months Ended June 30, 2019
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Net Sales	$	311.0		$	254.1		$	561.5	$	(3.2	)	$	1,123.4
Cost of sales	140.2			129.2			215.5		(3.2		)	481.7
Gross profit	170.8			124.9			346.0		—			641.7
Selling, general and administrative expenses	239.0			156.6			266.2		—			661.8
Acquisition and integration costs	0.5			0.1			—		—			0.6
Restructuring charges and other, net	2.4			2.9			3.4		—			8.7
Operating (loss) income	(71.1		)	(34.7		)	76.4		—			(29.4		)
Other (income) expense:
Intercompany interest, net	(2.4		)	1.4			1.0		—			—
Interest expense	92.0			—			3.5		—			95.5
Amortization of debt issuance costs	6.7			—			—		—			6.7
Foreign currency losses, net	0.3			0.3			0.8		—			1.4
Miscellaneous, net	(18.0		)	(26.2		)	50.1		—			5.9
Other expense (income), net	78.6			(24.5		)	55.4		—			109.5
(Loss) income from continuing operations before income taxes	(149.7		)	(10.2		)	21.0		—			(138.9		)
(Benefit from) provision for income taxes	(5.4		)	0.4			4.4		—			(0.6		)
(Loss) income from continuing operations, net of taxes	(144.3		)	(10.6		)	16.6		—			(138.3		)
Income from discontinued operations, net of taxes	—			—			2.3		—			2.3
Equity in income (loss) of subsidiaries	8.5			11.7			—		(20.2		)	—
Net (loss) income	$	(135.8	)	$	1.1		$	18.9	$	(20.2	)	$	(136.0	)
Other comprehensive income (loss)	6.2			(1.2		)	0.1		1.1			6.2
Total comprehensive (loss) income	$	(129.6	)	$	(0.1	)	$	19.0	$	(19.1	)	$	(129.8	)



Products Corporation and Subsidiaries Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income
Six Months Ended June 30, 2018
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net Sales	$	329.0		$	288.8		$	552.3		$	(2.6	)	$	1,167.5
Cost of sales	154.7			135.0			215.1			(2.6		)	502.2
Gross profit	174.3			153.8			337.2			—			665.3
Selling, general and administrative expenses	227.0			216.0			300.0			—			743.0
Acquisition and integration costs	5.6			1.0			2.0			—			8.6
Restructuring charges and other, net	4.4			0.2			5.4			—			10.0
Loss on disposal of minority investment	20.1			—			—			—			20.1
Operating income	(82.8		)	(63.4		)	29.8			—			(116.4		)
Other (income) expenses:
Intercompany interest, net	(3.9		)	1.2			2.7			—			—
Interest expense	82.3			—			0.4			—			82.7
Amortization of debt issuance costs	5.3			—			—			—			5.3
Foreign currency losses, net	2.0			0.4			7.2			—			9.6
Miscellaneous, net	(10.3		)	(25.7		)	36.2			—			0.2
Other expense (income), net	75.4			(24.1		)	46.5			—			97.8
Loss from continuing operations before income taxes	(158.2		)	(39.3		)	(16.7		)	—			(214.2		)
(Benefit from) provision for income taxes	(8.2		)	5.1			(0.7		)	—			(3.8		)
Loss from continuing operations, net of taxes	(150.0		)	(44.4		)	(16.0		)	—			(210.4		)
Income from discontinued operations, net of taxes	—			—			0.3			—			0.3
Equity in (loss) income of subsidiaries	(60.1		)	(4.8		)	—			64.9			—
Net (loss) income	$	(210.1	)	$	(49.2	)	$	(15.7	)	$	64.9		$	(210.1	)
Other comprehensive (loss) income	(2.5		)	(2.8		)	(9.0		)	11.8			(2.5		)
Total comprehensive (loss) income	$	(212.6	)	$	(52.0	)	$	(24.7	)	$	76.7		$	(212.6	)



Products Corporation and Subsidiaries Condensed Consolidating Statements of Cash Flows
Six Months Ended June 30, 2019
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash (used in) provided by operating activities	$	(36.8	)	$	4.8		$	(9.2	)	$	—	$	(41.2	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash used in investing activities	(6.3		)	(1.2		)	(4.7		)	—		(12.2		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net decrease in short-term borrowings and overdraft	(9.7		)	(6.6		)	(2.5		)	—		(18.8		)
Net borrowings under the Amended 2016 Revolving Credit Facility	59.9			—			—			—		59.9
Repayments under the 2016 Term Loan Facility	(9.0		)	—			—			—		(9.0		)
Payment of financing costs	(0.8		)	—			(0.6		)	—		(1.4		)
Tax withholdings related to net share settlements of restricted stock units and awards	(1.6		)	—			—			—		(1.6		)
Other financing activities	(0.4		)	—			(0.1		)	—		(0.5		)
Net cash provided by (used in) financing activities	38.4			(6.6		)	(3.2		)	—		28.6
Effect of exchange rate changes on cash, cash equivalents and restricted cash	—			0.1			0.4			—		0.5
Net decrease in cash, cash equivalents and restricted cash	(4.7		)	(2.9		)	(16.7		)	—		(24.3		)
Cash, cash equivalents and restricted cash at beginning of period	$	7.2		$	6.6		$	73.7		$	—	$	87.5
Cash, cash equivalents and restricted cash at end of period	$	2.5		$	3.7		$	57.0		$	—	$	63.2



Products Corporation and Subsidiaries Condensed Consolidating Statements of Cash Flows
Six Months Ended June 30, 2018
	Products Corporation			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
CASH FLOWS FROM OPERATING ACTIVITIES:
Net cash (used in) provided by operating activities	$	(190.9	)	$	—		$	0.8		$	—	$	(190.1	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash used in investing activities	(16.7		)	(3.9		)	(9.2		)	—		(29.8		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in short-term borrowings and overdraft	6.5			3.3			3.4			—		13.2
Net borrowings under the Amended 2016 Revolving Credit Facility	219.7			—			—			—		219.7
Repayments under the 2016 Term Loan Facility	(9.0		)	—			—			—		(9.0		)
Payments of financing costs	(2.9		)	—			—			—		(2.9		)
Tax withholdings related to net share settlements of restricted stock units and awards	(3.5		)	—			—			—		(3.5		)
Other financing activities	(0.5		)	—			(0.1		)	—		(0.6		)
Net cash provided by financing activities	210.3			3.3			3.3			—		216.9
Effect of exchange rate changes on cash, cash equivalents and restricted cash	—			—			(2.1		)	—		(2.1		)
Net increase (decrease) in cash, cash equivalents and restricted cash	2.7			(0.6		)	(7.2		)	—		(5.1		)
Cash, cash equivalents and restricted cash at beginning of period	$	0.3		$	5.3		$	81.8		$	—	87.4
Cash, cash equivalents and restricted cash at end of period	$	3.0		$	4.7		$	74.6		$	—	$	82.3