15. Condensed Consolidating Financial Data

The Company’s Senior Notes, Senior Subordinated Notes and Convertible Notes (see Note 6) are fully guaranteed, jointly and severally, by certain of the Company’s domestic subsidiaries (“Guarantor Subsidiaries”). The guarantees of the Guarantor Subsidiaries are subject to release only in certain limited circumstances. The Company’s non-United States subsidiaries and those domestic subsidiaries who are not guarantors (“Non-Guarantor Subsidiaries”) are not guaranteeing these notes. Presented below is the condensed consolidating financial data of the Company (“Parent”), the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries on a consolidated basis as of September 30, 2012 and December 31, 2011 and for the three and nine months ended September 30, 2012 and 2011.

Condensed Consolidating Results of Operations


	Three months ended September 30, 2012
(in millions)	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries		Eliminations			Consolidated
Net sales	$	—		$	1,089.7		$	819.3	$	(203.1	)	$	1,705.9
Costs and expenses		42.6			973.1			724.5		(203.1	)		1,537.1

Operating (loss) earnings		(42.6	)		116.6			94.8		—			168.8
Other expense, net		82.2			(10.9	)		20.6		—			91.9
Equity in the income of subsidiaries		201.7			65.9			—		(267.6	)		—

Net income (loss)	$	76.9		$	193.4		$	74.2	$	(267.6	)	$	76.9


Comprehensive income (loss)	$	98.9		$	220.8		$	103.7	$	(324.5	)	$	98.9


	Three months ended September 30, 2011
(in millions)	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries		Eliminations			Consolidated
Net sales	$	—		$	1,022.5		$	799.0	$	(36.8	)	$	1,784.7
Costs and expenses		12.1			918.5			706.1		(36.8	)		1,599.9

Operating (loss) earnings		(12.1	)		104.0			92.9		—			184.8
Other expense, net		76.2			8.6			9.3		—			94.1
Equity in the income of subsidiaries		179.0			79.5			—		(258.5	)		—

Net income (loss)	$	90.7		$	174.9		$	83.6	$	(258.5	)	$	90.7


Comprehensive income (loss)	$	32.0		$	103.2		$	15.8	$	(119.0	)	$	32.0


	Nine months ended September 30, 2012
(in millions)	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries		Eliminations			Consolidated
Net sales	$	—		$	3,158.2		$	2,259.1	$	(540.4	)	$	4,876.9
Costs and expenses		108.1			2,833.7			2,028.8		(540.4	)		4,430.2

Operating (loss) earnings		(108.1	)		324.5			230.3		—			446.7
Other expense, net		209.7			5.9			35.9		—			251.5
Equity in the income of subsidiaries		513.0			175.6			—		(688.6	)		—

Net income (loss)	$	195.2		$	494.2		$	194.4	$	(688.6	)	$	195.2


Comprehensive income (loss)	$	201.0		$	508.9		$	200.6	$	(709.5	)	$	201.0


	Nine months ended September 30, 2011
(in millions)	Parent			Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated
Net sales	$	—		$	2,872.9	$	2,186.5	$	(117.5	)	$	4,941.9
Costs and expenses		93.1			2,540.4		1,987.5		(117.5	)		4,503.5

Operating (loss) earnings		(93.1	)		332.5		199.0		—			438.4
Other expense, net		196.8			24.8		33.2		—			254.8
Equity in the income of subsidiaries		473.5			158.6		—		(632.1	)		—

Net income (loss)	$	183.6		$	466.3	$	165.8	$	(632.1	)	$	183.6


Comprehensive income (loss)	$	174.8		$	456.7	$	157.8	$	(614.5	)	$	174.8


*Condensed Consolidating Balance Sheets*

	As of September 30, 2012
(in millions)	Parent			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current assets	$	508.9		$	1,047.5	$	2,415.7	$	—		$	3,972.1
Investment in subsidiaries		6,020.7			1,832.5		—		(7,853.2	)		—
Non-current assets		2,074.4			5,622.6		3,647.7		(7,582.4	)		3,762.3

Total assets	$	8,604.0		$	8,502.6	$	6,063.4	$	(15,435.6	)	$	7,734.4

Liabilities and stockholders’ equity
Current liabilities	$	267.8		$	576.3	$	962.7	$	—		$	1,806.8
Non-current liabilities		6,639.5			2,199.3		2,974.5		(7,582.4	)		4,230.9
Stockholders’ equity		1,696.7			5,727.0		2,126.2		(7,853.2	)		1,696.7

Total liabilities and stockholders’ equity	$	8,604.0		$	8,502.6	$	6,063.4	$	(15,435.6	)	$	7,734.4


	As of December 31, 2011
(in millions)	Parent			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current assets	$	359.0		$	995.9	$	2,140.0	$	(1.4	)	$	3,493.5
Investment in subsidiaries		5,688.8			1,748.1		—		(7,436.9	)		—
Non-current assets		114.5			4,003.9		914.0		(1,409.2	)		3,623.2

Total assets	$	6,162.3		$	6,747.9	$	3,054.0	$	(8,847.5	)	$	7,116.7

Liabilities and stockholders’ equity
Current liabilities	$	260.8		$	589.0	$	614.1	$	(0.2	)	$	1,463.7
Non-current liabilities		3,989.5			507.0		654.9		(1,410.4	)		3,741.0
Stockholders’ equity		1,912.0			5,651.9		1,785.0		(7,436.9	)		1,912.0

Total liabilities and stockholders’ equity	$	6,162.3		$	6,747.9	$	3,054.0	$	(8,847.5	)	$	7,116.7

Condensed Consolidating Statements of Cash Flows


	Nine months ended September 30, 2012
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by (used in) operating activities	$	(225.8	)	$	272.6		$	34.6		$	81.4
Financing activities:
Net change in short-term debt		—			—			83.6			83.6
Proceeds (payments) from (to) intercompany transactions		245.8			(252.6	)		6.8			—
Proceeds from issuance of long-term debt		800.0			0.5			0.1			800.6
Payments on long-term debt		(147.4	)		(0.3	)		(5.5	)		(153.2	)
Issuance (repurchase) of common stock, net		(536.6	)		—			—			(536.6	)
Dividends paid		(7.5	)		—			—			(7.5	)
Excess tax benefits from stock-based compensation		42.7			—			—			42.7
Other		(16.9	)		—			(0.5	)		(17.4	)

Net cash provided by (used in) financing activities		380.1			(252.4	)		84.5			212.2

Investing activities:
Additions to property, plant and equipment		(4.2	)		(40.3	)		(32.4	)		(76.9	)
Acquisition of businesses, net of cash acquired and earnout payments		(0.9	)		(5.4	)		(148.9	)		(155.2	)
Other		2.3			4.0			3.5			9.8

Net cash used in investing activities		(2.8	)		(41.7	)		(177.8	)		(222.3	)

Effect of exchange rate changes on cash		—			—			7.1			7.1

Net increase (decrease) in cash and cash equivalents		151.5			(21.5	)		(51.6	)		78.4
Cash and cash equivalents at beginning of period		335.4			23.8			449.1			808.3

Cash and cash equivalents at end of period	$	486.9		$	2.3		$	397.5		$	886.7


	Nine months ended September 30, 2011
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by (used in) operating activities	$	(335.9	)	$	363.4		$	(3.0	)	$	24.5
Financing activities:
Net change in short-term debt		—			—			2.7			2.7
Proceeds (payments) from (to) intercompany transactions		338.4			(286.5	)		(51.9	)		—
Proceeds from issuance of long-term debt		1,025.0			—			—			1,025.0
Payments on long-term debt		(1,102.8	)		—			—			(1,102.8	)
Issuance (repurchase) of common stock, net		(84.1	)		—			—			(84.1	)
Dividends paid		(22.6	)		—			—			(22.6	)
Other		(5.2	)		—			—			(5.2	)

Net cash provided by (used in) financing activities		148.7			(286.5	)		(49.2	)		(187.0	)

Investing Activities:
Additions to property, plant and equipment		(1.5	)		(67.1	)		(10.8	)		(79.4	)
Acquisition of businesses, net of cash acquired and earnout payments		(0.9	)		(12.5	)		—			(13.4	)
Other		—			—			4.8			4.8

Net cash used in investing activities		(2.4	)		(79.6	)		(6.0	)		(88.0	)

Effect of exchange rate changes on cash		—			—			1.4			1.4

Net decrease in cash and cash equivalents		(189.6	)		(2.7	)		(56.8	)		(249.1	)
Cash and cash equivalents at beginning of period		287.1			15.5			392.8			695.4

Cash and cash equivalents at end of period	$	97.5		$	12.8		$	336.0		$	446.3

The amounts reflected as proceeds (payments) from (to) intercompany transactions represent cash flows originating from transactions conducted between Guarantor Subsidiaries, Non-Guarantor Subsidiaries and Parent in the normal course of business operations.

Comprehensive income presented in the condensed consolidating financial data for the quarterly periods ended March 31, 2012 and 2011 and the quarterly and year-to-date periods ended June 30, 2012 and 2011, were revised to present the proper classification of changes in the cumulative translation adjustments. The effect of the revision on the previously reported amounts of comprehensive income are as follows:


(in millions)	Three months ended March 31, 2012			Three months ended June 30, 2012			Six months ended June 30, 2012			Three months ended March 31, 2011			Three months ended June 30, 2011			Six months ended June 30, 2011
	Increase/(Decrease)
Comprehensive Income:
Parent	$	—		$	—		$	—		$	—		$	—		$	—
Guarantor		1.1			0.7			1.8			8.3			2.4			10.7
Non-Guarantor		27.4			(50.0	)		(22.6	)		39.9			21.2			61.1
Elimination		(28.5	)		49.3			20.8			(48.2	)		(23.6	)		(71.8	)

Consolidated	$	—		$	—		$	—		$	—		$	—		$	—

The revisions also had no impact on the condensed consolidated balance sheets, condensed consolidated statements of operations, condensed consolidated statements of comprehensive income or condensed consolidated statements of cash flows for any of those periods. The revision is fully reflected in the condensed consolidating financial data for the three and nine months ended September 30, 2012 and will have no impact on the consolidated financial statements as of and for the year ended December 31, 2012.