
19.	Separate Financial Information of Guarantor Subsidiaries

The following condensed consolidated guarantor financial information is presented to comply with the requirements of Rule 3-10 of Regulation S-X.

In 2017, we issued and sold $300.0 million in aggregate principal amount of our 5.625% Senior Notes due 2025 (the "Notes), pursuant to an Indenture, dated as of April 18, 2017, among the company, the Guarantors (as defined below), and Wells Fargo Bank, National Association, a national banking association, as trustee. The Notes are unconditionally and jointly and severally guaranteed by Tennant Coatings, Inc. and Tennant Sales and Service Company (collectively, the "Guarantors"), which are wholly owned subsidiaries of the company.

The Notes and the guarantees constitute senior unsecured obligations of the company and the Guarantors, respectively. The Notes and the guarantees, respectively, are: (a) equal in right of payment with all of the company’s and the Guarantors’ senior debt, without giving effect to collateral arrangements; (b) senior in right of payment to all of the company’s and the Guarantors’ future subordinated debt, if any; (c) effectively subordinated in right of payment to all of the company’s and the Guarantors’ debt and obligations that are secured, including borrowings under the company’s senior secured credit facilities for so long as the senior secured credit facilities are secured, to the extent of the value of the assets securing such liens; and (d) structurally subordinated in right of payment to all liabilities (including trade payables) of the company’s and the Guarantors’ subsidiaries that do not guarantee the Notes.

The following condensed consolidated financial information presents the Condensed Consolidated Statements of Earnings and the Condensed Consolidated Statements of Comprehensive Income for each of the three months ended March 31, 2019 and March 31, 2018, the related Condensed Consolidated Balance Sheets as of March 31, 2019 and December 31, 2018, and the related Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2019 and March 31, 2018, of Tennant Company ("Parent"), the Guarantor Subsidiaries on a combined basis, the Non-Guarantor Subsidiaries on a combined basis and elimination entries necessary to consolidate the Parent with the Guarantor and Non-Guarantor Subsidiaries. The following condensed consolidated financial statements should be read in conjunction with the consolidated financial statements of the company and notes thereto of which this note is an integral part.



Condensed Consolidated Statement of Earnings
For the three months ended March 31, 2019
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Tennant Company
Net Sales	$	116.5		$	148.4		$	133.3		$	(135.7	)	$	262.5
Cost of Sales	76.5			123.0			88.8			(134.0		)	154.3
Gross Profit	40.0			25.4			44.5			(1.7		)	108.2

Operating Expense:
Research and Development Expense	5.6			0.2			1.4			—			7.2
Selling and Administrative Expense	27.2			19.0			44.0			—			90.2
Total Operating Expense	32.8			19.2			45.4			—			97.4
Profit from Operations	7.2			6.2			(0.9		)	(1.7		)	10.8

Other Income (Expense):
Equity in Earnings of Affiliates	0.3			0.8			1.4			(2.5		)	—
Interest (Expense) Income, Net	(4.2		)	—			—			—			(4.2		)
Intercompany Interest Income (Expense)	3.5			(1.4		)	(2.1		)	—			—
Net Foreign Currency Transaction Gains (Losses)	—			—			0.2			—			0.2
Other Expense, Net	(0.2		)	(0.4		)	0.4			—			(0.2		)
Total Other Expense, Net	(0.6		)	(1.0		)	(0.1		)	(2.5		)	(4.2		)

Profit Before Income Taxes	6.6			5.2			(1.0		)	(4.2		)	6.6
Income Tax Expense	1.2			1.1			1.0			(2.1		)	1.2
Net Earnings Including Noncontrolling Interest	5.4			4.1			(2.0		)	(2.1		)	5.4
Net Earnings Attributable to Tennant Company	$	5.4		$	4.1		$	(2.0	)	$	(2.1	)	$	5.4



Condensed Consolidated Statement of Earnings
For the three months ended March 31, 2018
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Tennant Company
Net Sales	$	113.7		$	148.4		$	140.4		$	(129.7	)	$	272.8
Cost of Sales	77.2			123.1			91.8			(128.4		)	163.7
Gross Profit	36.5			25.3			48.6			(1.3		)	109.1

Operating Expense:
Research and Development Expense	6.1			0.2			1.7			—			8.0
Selling and Administrative Expense	29.1			19.7			41.9			—			90.7
Total Operating Expense	35.2			19.9			43.6			—			98.7
Profit (Loss) from Operations	1.3			5.4			5.0			(1.3		)	10.4

Other Income (Expense):
Equity in Earnings of Affiliates	4.4			0.5			2.6			(7.5		)	—
Interest Expense, Net	(5.1		)	—			0.1			—			(5.0		)
Intercompany Interest Income (Expense)	3.7			(1.4		)	(2.3		)	—			—
Net Foreign Currency Transaction Gains (Losses)	0.4			—			(1.1		)	—			(0.7		)
Other Expense, Net	(0.3		)	(0.6		)	0.6			—			(0.3		)
Total Other Expense, Net	3.1			(1.5		)	(0.1		)	(7.5		)	(6.0		)

Profit Before Income Taxes	4.4			3.9			4.9			(8.8		)	4.4
Income Tax Expense	1.1			0.9			1.6			(2.5		)	1.1
Net Earnings Including Noncontrolling Interest	3.3			3.0			3.3			(6.3		)	3.3
Net Earnings Attributable to Tennant Company	$	3.3		$	3.0		$	3.3		$	(6.3	)	$	3.3



Condensed Consolidated Statement of Comprehensive Income
For the three months ended March 31, 2019
(in millions)	Parent			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Total Tennant Company
Net Earnings Including Noncontrolling Interest	$	5.4		$	4.1	$	(2.0	)	$	(2.1	)	$	5.4
Other Comprehensive Loss:
Foreign currency translation adjustments	(2.3		)	—		(22.6		)	22.6			(2.3		)
Pension and retiree medical benefits	—			—		1.2			(1.2		)	—
Cash flow hedge	1.4			—		—			—			1.4
Income Taxes:
Foreign currency translation adjustments	(0.1		)	—		0.1			(0.1		)	(0.1		)
Pension and retiree medical benefits	—			—		(0.3		)	0.3			—
Cash flow hedge	(0.3		)	—		—			—			(0.3		)
Total Other Comprehensive Loss, net of tax	(1.3		)	—		(21.6		)	21.6			(1.3		)

Total Comprehensive Income (Loss) Including Noncontrolling Interest	4.1			4.1		(23.6		)	19.5			4.1
Comprehensive Income (Loss) Attributable to Tennant Company	$	4.1		$	4.1	$	(23.6	)	$	19.5		$	4.1



Condensed Consolidated Statement of Comprehensive Income
For the three months ended March 31, 2018
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Total Tennant Company
Net Earnings (Loss) Including Noncontrolling Interest	$	3.3		$	3.0		$	3.3	$	(6.3	)	$	3.3
Other Comprehensive Income (Loss):
Foreign currency translation adjustments	8.4			(0.2		)	7.9		(7.7		)	8.4
Pension and retiree medical benefits	0.1			—			—		—			0.1
Cash flow hedge	(2.7		)	—			—		—			(2.7		)
Income Taxes:
Foreign currency translation adjustments	—			—			—		—			—
Pension and retiree medical benefits	(0.2		)	—			—		—			(0.2		)
Cash flow hedge	(0.5		)	—			—		—			(0.5		)
Total Other Comprehensive Income (Loss), net of tax	5.1			(0.2		)	7.9		(7.7		)	5.1

Total Comprehensive Income Including Noncontrolling Interest	8.4			2.8			11.2		(14.0		)	8.4
Comprehensive Income Attributable to Tennant Company	$	8.4		$	2.8		$	11.2	$	(14.0	)	$	8.4



Condensed Consolidated Balance Sheet
As of March 31, 2019
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Tennant Company
ASSETS
Current Assets:
Cash, Cash Equivalents, and Restricted Cash	$	9.8		$	1.1		$	36.0		$	—		$	46.9
Net Receivables	1.0			89.7			123.0			—			213.7
Intercompany Receivables	30.6			125.1			—			(155.7		)	—
Inventories	41.6			17.9			110.5			(11.8		)	158.2
Prepaid and Other Current Assets	20.0			0.9			12.1			0.6			33.6
Total Current Assets	103.0			234.7			281.6			(166.9		)	452.4
Property, Plant and Equipment	246.2			13.1			146.4			—			405.7
Accumulated Depreciation	(163.4		)	(6.6		)	(60.8		)	—			(230.8		)
Property, Plant and Equipment, Net	82.8			6.5			85.6			—			174.9
Operating Lease Assets	1.0			9.9			29.8			—			40.7
Investment in Affiliates	403.4			12.8			38.9			(455.1		)	—
Intercompany Loans	298.4			—			—			(298.4		)	—
Goodwill	12.9			1.7			175.1			—			189.7
Intangible Assets, Net	3.8			2.6			149.6			—			156.0
Other Assets	6.1			3.3			17.6			—			27.0
Total Assets	$	911.4		$	271.5		$	778.2		$	(920.4	)	$	1,040.7
LIABILITIES AND TOTAL EQUITY
Current Liabilities:
Current Portion of Long-Term Debt	$	28.9		$	—		$	1.2		$	—		$	30.1
Accounts Payable	36.2			5.1			53.6			—			94.9
Intercompany Payables	125.7			—			30.0			(155.7		)	—
Employee Compensation and Benefits	9.9			8.1			23.6			—			41.6
Other Current Liabilities	26.7			18.4			54.9			0.6			100.6
Total Current Liabilities	227.4			31.6			163.3			(155.1		)	267.2
Long-Term Liabilities:
Long-Term Debt	328.6			—			1.5			—			330.1
Intercompany Loans	3.4			128.0			167.0			(298.4		)	—
Long-Term Operating Lease Liabilities	0.5			4.8			19.4			—			24.7
Employee-Related Benefits	11.3			1.5			7.8			—			20.6
Deferred Income Taxes	—			—			46.2			—			46.2
Other Liabilities	20.0			3.1			8.6			—			31.7
Total Long-Term Liabilities	363.8			137.4			250.5			(298.4		)	453.3
Total Liabilities	591.2			169.0			413.8			(453.5		)	720.5
Equity:
Common Stock	6.8			—			11.1			(11.1		)	6.8
Additional Paid-In Capital	32.0			77.6			416.9			(494.5		)	32.0
Retained Earnings	317.7			26.5			(4.5		)	(22.0		)	317.7
Accumulated Other Comprehensive Loss	(38.5		)	(1.6		)	(61.3		)	62.9			(38.5		)
Total Tennant Company Shareholders' Equity	318.0			102.5			362.2			(464.7		)	318.0
Noncontrolling Interest	2.2			—			2.2			(2.2		)	2.2
Total Equity	320.2			102.5			364.4			(466.9		)	320.2
Total Liabilities and Total Equity	$	911.4		$	271.5		$	778.2		$	(920.4	)	$	1,040.7



Condensed Consolidated Balance Sheet
As of December 31, 2018
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Tennant Company
ASSETS
Current Assets:
Cash, Cash Equivalents, and Restricted Cash	$	24.8		$	1.6		$	59.7		$	—		$	86.1
Net Receivables	0.9			94.8			120.5			—			216.2
Intercompany Receivables	30.0			148.9			—			(178.9		)	—
Inventories	37.1			13.4			94.7			(10.1		)	135.1
Prepaid and Other Current Assets	17.5			1.2			13.0			(0.5		)	31.2
Total Current Assets	110.3			259.9			287.9			(189.5		)	468.6
Property, Plant and Equipment	229.8			12.7			144.1			—			386.6
Accumulated Depreciation	(159.4		)	(6.9		)	(56.9		)	—			(223.2		)
Property, Plant and Equipment, Net	70.4			5.8			87.2			—			163.4
Operating Lease Assets	—			—			—			—			—
Investment in Affiliates	421.0			12.1			20.8			(453.9		)	—
Intercompany Loans	301.6			—			3.2			(304.8		)	—
Goodwill	12.9			1.7			168.1			—			182.7
Intangible Assets, Net	4.0			2.7			139.8			—			146.5
Other Assets	11.0			3.1			17.2			—			31.3
Total Assets	$	931.2		$	285.3		$	724.2		$	(948.2	)	$	992.5
LIABILITIES AND TOTAL EQUITY
Current Liabilities:
Current Portion of Long-Term Debt	$	21.8		$	—		$	5.2		$	—		$	27.0
Accounts Payable	41.0			5.0			52.4			—			98.4
Intercompany Payables	149.5			—			29.5			(179.0		)	—
Employee Compensation and Benefits	14.4			17.2			24.5			—			56.1
Other Current Liabilities	22.8			17.6			27.5			(0.5		)	67.4
Total Current Liabilities	249.5			39.8			139.1			(179.5		)	248.9
Long-Term Liabilities:
Long-Term Debt	326.5			—			1.6			—			328.1
Intercompany Loans	3.3			128.1			173.5			(304.9		)	—
Long-Term Operating Lease Liabilities	—			—			—			—			—
Employee-Related Benefits	11.0			2.0			8.1			—			21.1
Deferred Income Taxes	—			—			46.0			—			46.0
Other Liabilities	24.6			2.9			4.6			—			32.1
Total Long-Term Liabilities	365.4			133.0			233.8			(304.9		)	427.3
Total Liabilities	614.9			172.8			372.9			(484.4		)	676.2
Equity:
Common Stock	6.8			—			11.1			(11.1		)	6.8
Additional Paid-In Capital	28.5			77.5			399.5			(477.0		)	28.5
Retained Earnings	316.3			36.6			(2.5		)	(34.1		)	316.3
Accumulated Other Comprehensive Loss	(37.2		)	(1.6		)	(58.7		)	60.3			(37.2		)
Total Tennant Company Shareholders' Equity	314.4			112.5			349.4			(461.9		)	314.4
Noncontrolling Interest	1.9			—			1.9			(1.9		)	1.9
Total Equity	316.3			112.5			351.3			(463.8		)	316.3
Total Liabilities and Total Equity	$	931.2		$	285.3		$	724.2		$	(948.2	)	$	992.5



Condensed Consolidated Statement of Cash Flows
For the three months ended March 31, 2019
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Tennant Company
OPERATING ACTIVITIES
Net Cash Provided by (Used in) Operating Activities	$	(4.2	)	$	(0.4	)	$	(7.0	)	$	—		$	(11.6	)
INVESTING ACTIVITIES
Purchases of Property, Plant and Equipment	(16.6		)	(0.1		)	(3.8		)	—			(20.5		)
Proceeds from Principal Payments Received on Long-Term Note Receivable	—			—			0.1			—			0.1
Acquisition of Businesses, Net of Cash, Cash Equivalents and Restricted Cash Acquired	—			—			(9.0		)	—			(9.0		)
Purchase of Intangible Assets	—			—			(0.2		)	—			(0.2		)
Loan Payments from Parent	—			—			(0.2		)	0.2			—
Net Cash Used in Investing Activities	(16.6		)	(0.1		)	(13.1		)	0.2			(29.6		)
FINANCING ACTIVITIES
Proceeds from Credit Facility Borrowings	13.0			—			—			—			13.0
Repayments of Debt	(4.0		)	—			(4.0		)	—			(8.0		)
Change in Finance Lease Obligations	—			—			(0.1		)	—			(0.1		)
Loan Payments to Subsidiaries	0.2			—			—			(0.2		)	—
Proceeds from Issuances of Common Stock	0.6			—			—			—			0.6
Dividends Paid	(4.0		)	—			—			—			(4.0		)
Net Cash (Used in) Provided by Financing Activities	5.8			—			(4.1		)	(0.2		)	1.5
Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash	—			—			0.5			—			0.5
Net Decrease in Cash, Cash Equivalents and Restricted Cash	(15.0		)	(0.5		)	(23.7		)	—			(39.2		)
Cash, Cash Equivalents and Restricted Cash at Beginning of Period	24.8			1.6			59.7			—			86.1
Cash, Cash Equivalents and Restricted Cash at End of Period	$	9.8		$	1.1		$	36.0		$	—		$	46.9



Condensed Consolidated Statement of Cash Flows
For the three months ended March 31, 2018
(in millions)	Parent			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Total Tennant Company
OPERATING ACTIVITIES
Net Cash (Used in) Provided by Operating Activities	$	5.8		$	1.8		$	(2.1	)	$	—		$	5.5
INVESTING ACTIVITIES
Purchases of Property, Plant and Equipment	(0.4		)	(0.2		)	(2.9		)	—			(3.5		)
Proceeds from Principal Payments Received on Long-Term Note Receivable	—			—			0.2			—			0.2
Purchase of Intangible Asset	(1.0		)	—			—			—			(1.0		)
Loan (Payments) Borrowings from Subsidiaries	(1.3		)	—			—			1.3			—
Net Cash Used in Investing Activities	(2.7		)	(0.2		)	(2.7		)	1.3			(4.3		)
FINANCING ACTIVITIES
Loan Borrowings (Payments) from Parent	—			—			1.3			(1.3		)	—
Repayment of Debt	(3.9		)	—			—			—			(3.9		)
Change in Finance Lease Obligations	—			—			—			—			—
Payments of Debt Issuance Costs	—			—			—			—			—
Proceeds from Issuance of Common Stock	0.8			—			—			—			0.8
Dividends Paid	(3.8		)	—			—			—			(3.8		)
Net Cash (Used in) Provided by Financing Activities	(6.9		)	—			1.3			(1.3		)	(6.9		)
Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash	0.1			—			1.2			—			1.3
Net (Decrease) Increase in Cash, Cash Equivalents and Restricted Cash	(3.7		)	1.6			(2.3		)	—			(4.4		)
Cash, Cash Equivalents and Restricted Cash at Beginning of Period	18.4			0.5			40.1			—			59.0
Cash, Cash Equivalents and Restricted Cash at End of Period	$	14.7		$	2.1		$	37.8		$	—		$	54.6