(In millions)

Parent
Company

Guarantor
Subsidiaries

Non-
Guarantor
Subsidiaries

Eliminations

Consolidated

Assets

Cash and cash equivalents

15.7

64.2

79.9

Receivables, net of allowance for doubtful accounts

0.9

1,372.9

114.7

(851.4

)

637.1

Inventories

309.9

104.9

414.8

Prepaid expenses and other

21.8

40.3

3.5

65.6

Deferred income taxes

7.9

2.3

0.2

10.4

Total current assets

30.6

1,741.1

287.5

(851.4

)

1,207.8

Property, plant and equipment, net

4.2

1,320.4

324.7

1,649.3

Long-term receivables—affiliates

442.7

(442.7

)

Goodwill

1,444.5

275.5

1,720.0

Intangibles, net

970.7

168.9

1,139.6

Other assets, net

12.7

47.9

15.8

76.4

Investment in subsidiaries

3,436.9

311.5

(3,748.4

)

Total assets

3,927.1

5,836.1

1,072.4

(5,042.5

)

5,793.1

Liabilities and Equity

Current portion of long-term debt

2.8

Accounts payable

856.6

277.8

49.0

(851.4

)

332.0

Interest payable

8.5

4.3

12.8

Income taxes payable

3.8

Accrued compensation

34.0

13.5

47.5

Other accrued current liabilities

10.7

80.2

37.8

128.7

Total current liabilities

875.8

399.1

104.1

(851.4

)

527.6

Long-term debt excluding current portion of long-term debt

450.0

880.5

1,330.5

Long-term payables—affiliates

442.7

(442.7

)

Lease financing obligation

108.3

Deferred income taxes

11.4

686.4

46.1

743.9

Pension and other post retirement benefits

319.6

11.9

331.5

Other non-current liabilities

128.3

114.1

17.3

(88.6

)

171.1

Total liabilities

1,465.5

2,399.7

730.4

(1,382.7

)

3,212.9

Equity

Total Axiall stockholders' equity

2,461.6

3,436.4

223.4

(3,659.8

)

2,461.6

Noncontrolling interest

118.6

Total equity

2,461.6

3,436.4

342.0

(3,659.8

)

2,580.2

Total liabilities and equity

3,927.1

5,836.1

1,072.4

(5,042.5

)

5,793.1

(In millions)

Parent
Company

Guarantor
Subsidiaries

Non-
Guarantor
Subsidiaries

Eliminations

Consolidated

Assets:

Cash and cash equivalents

131.0

69.3

200.3

Receivables, net of allowance

2.2

989.1

55.3

(731.7

)

314.9

Inventories

201.6

86.8

288.4

Prepaid expenses and other

11.9

2.8

14.7

Deferred income taxes

7.9

13.0

0.2

21.1

Total current assets

10.1

1,346.6

214.4

(731.7

)

839.4

Property, plant and equipment, net

1.5

422.0

214.2

637.7

Long-term receivables-affiliates

458.0

9.4

(467.4

)

Goodwill

105.0

112.2

217.2

Intangible assets, net

40.9

2.5

43.4

Other assets, net

14.0

38.8

10.8

63.6

Investment in subsidiaries

1,446.5

(1,446.5

)

Total assets

1,930.1

1,962.7

554.1

(2,645.6

)

1,801.3

Liabilities and Equity

Accounts payable

745.1

176.3

21.5

(731.7

)

211.2

Interest payable

18.9

Income taxes payable

13.9

1.2

15.1

Accrued compensation

29.4

15.3

44.7

Other accrued liabilities

1.0

38.5

21.7

61.2

Total current liabilities

765.0

258.1

59.7

(731.7

)

351.1

Long-term debt excluding current portion of long-term debt

448.1

Lease financing obligation

112.3

Long-term payables—affiliates

467.4

(467.4

)

Deferred income taxes

16.9

161.0

177.9

Pension and other post retirement benefits

48.3

Other non-current liabilities

96.6

48.7

19.6

(104.8

)

60.1

Total liabilities

1,326.6

516.1

659.0

(1,303.9

)

1,197.8

Equity

Total Axiall stockholders' equity

603.5

1,446.6

(104.9

)

(1,341.7

)

603.5

Total equity

603.5

1,446.6

(104.9

)

(1,341.7

)

603.5

Total liabilities and equity

1,930.1

1,962.7

554.1

(2,645.6

)

1,801.3

Axiall Corporation
Supplemental Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2013
(Unaudited)

*(In millions)*	Parent Company			Guarantor Subsidiaries		Non- Guarantor Subsidiaries			Eliminations			Consolidated

Net sales	$	-		$	1,033.4	$	215.9		$	(51.8	)	$	1,197.5
Operating costs and expenses:
Cost of sales		-			867.5		169.2			(51.8	)		984.9
Selling, general and administrative expenses		10.0			62.8		21.1			-			93.9
Long-lived asset impairment charges, net		-			22.9		2.9			-			25.8
Transaction related costs and other, net		10.4			1.4		3.0			-			14.8

Total operating costs and expenses		20.4			954.6		196.2			(51.8	)		1,119.4

Operating income (loss)		(20.4	)		78.8		19.7			-			78.1
Other income (expense):
Interest income (expense), net		(14.1	)		0.2		(5.8	)		-			(19.7	)
Foreign exchange loss		-			-		(0.4	)		-			(0.4	)
Equity in income of subsidiaries		56.0			4.9		-			(60.9	)		-

Income before income taxes		21.5			83.9		13.5			(60.9	)		58.0
Provision for (benefit from) income taxes		(17.5	)		33.8		2.4			-			18.7

Consolidated net income		39.0			50.1		11.1			(60.9	)		39.3
Less net income attributable to noncontrolling interest		-			-		0.3			-			0.3

Net income attributable to Axiall	$	39.0		$	50.1	$	10.8		$	(60.9	)	$	39.0



Comprehensive income (loss) attributable to Axiall	$	46.4		$	53.8	$	12.6		$	(66.4	)	$	46.4

Axiall Corporation
Supplemental Condensed Consolidating Statement of Operations and Comprehensive Income
Three Months Ended September 30, 2012
(Unaudited)

*(In millions)*	Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

Net sales	$	-		$	677.3		$	176.3		$	(40.1	)	$	813.5
Operating costs and expenses:
Cost of sales		-			571.6			141.7			(40.1	)		673.2
Selling, general and administrative expenses		10.2			24.6			18.7			-			53.5
Transaction related costs and other, net		13.1			1.3			0.4			-			14.8
Gain on sale of assets, net		-			(1.9	)		-			-			(1.9	)

Total operating costs and expenses		23.3			595.6			160.8			(40.1	)		739.6

Operating income (loss)		(23.3	)		81.7			15.5			-			73.9
Other income (expense):
Interest income (expense), net		(23.2	)		14.4			(5.9	)		-			(14.7	)
Foreign exchange loss		-			-			(0.2	)		-			(0.2	)
Equity in income of subsidiaries		69.7			0.9			-			(70.6	)		-

Income before income taxes		23.2			97.0			9.4			(70.6	)		59.0
Provision for (benefit from) income taxes		(16.1	)		34.0			1.8			-			19.7

Consolidated net income		39.3			63.0			7.6			(70.6	)		39.3

Net income attributable to Axiall	$	39.3		$	63.0		$	7.6		$	(70.6	)	$	39.3



Comprehensive income attributable to Axiall	$	47.3		$	63.0		$	3.6		$	(66.6	)	$	47.3

Axiall Corporation and Subsidiaries
Supplemental Condensed Consolidating Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2013
(Unaudited)

*(In millions)*	Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

Net sales	$	-		$	3,119.9		$	564.9		$	(153.3	)	$	3,531.5
Operating costs and expenses:
Cost of sales		-			2,623.2			455.7			(153.3	)		2,925.6
Selling, general and administrative expenses		27.8			180.4			61.7			-			269.9
Long-lived asset impairment charges, net		-			25.5			2.9			-			28.4
Transaction related costs and other, net		26.0			4.3			3.4			-			33.7

Total operating costs and expenses		53.8			2,833.4			523.7			(153.3	)		3,257.6

Operating income (loss)		(53.8	)		286.5			41.2			-			273.9
Other income (expense):
Interest income (expense), net		(42.8	)		2.5			(17.1	)		-			(57.4	)
Loss on redemption and other debt costs		(66.1	)		(12.4	)		-			-			(78.5	)
Gain on acquisition of controlling interest		-			23.5			-			-			23.5
Equity in income of subsidiaries		213.5			13.8			-			(227.3	)		-

Income before income taxes		50.8			313.9			24.1			(227.3	)		161.5
Provision for (benefit from) income taxes		(57.5	)		103.9			4.9			-			51.3

Consolidated net income		108.3			210.0			19.2			(227.3	)		110.2
Less net income attributable to noncontrolling interest		-			-			1.9			-			1.9

Net income attributable to Axiall	$	108.3		$	210.0		$	17.3		$	(227.3	)	$	108.3



Comprehensive income (loss) attributable to Axiall	$	98.0		$	205.9		$	16.3		$	(222.2	)	$	98.0

Axiall Corporation and Subsidiaries
Supplemental Condensed Consolidating Statement of Operations and Comprehensive Income
Nine Months Ended September 30, 2012
(Unaudited)

*(In millions)*	Parent Company			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated

Net sales	$	-		$	2,198.6		$	479.6		$	(137.1	)	$	2,541.1
Operating costs and expenses:
Cost of sales		-			1,949.1			398.5			(137.1	)		2,210.5
Selling, general and administrative expenses		28.2			71.2			53.6			-			153.0
Long-lived asset impairment recoveries, net		-			(0.8	)		-			-			(0.8	)
Transaction related costs and other, net		25.1			1.6			0.5			-			27.2
Gain on sale of assets		-			(19.3	)		-			-			(19.3	)

Total operating costs and expenses		53.3			2,001.8			452.6			(137.1	)		2,370.6

Operating income (loss)		(53.3	)		196.8			27.0			-			170.5
Other income (expense):
Interest income (expense), net		(66.5	)		40.5			(17.6	)		-			(43.6	)
Foreign exchange gain (loss)		0.2			-			(0.8	)		-			(0.6	)
Equity in income of subsidiaries		171.7			1.2			-			(172.9	)		-

Income before income taxes		52.1			238.5			8.6			(172.9	)		126.3
Provision for (benefit from) income taxes		(36.1	)		75.7			(1.5	)		-			38.1

Consolidated net income		88.2			162.8			10.1			(172.9	)		88.2

Net income attributable to Axiall	$	88.2		$	162.8		$	10.1		$	(172.9	)	$	88.2



Comprehensive income attributable to Axiall	$	96.2		$	163.7		$	6.7		$	(170.4	)	$	96.2

(In millions)

Parent
Company

Guarantor
Subsidiaries

Non-
Guarantor
Subsidiaries

Eliminations

Consolidated

Net cash provided by operating activities

60.7

76.4

18.9

156.0

Cash flows from investing activities:

Capital expenditures

(2.9

)

(91.9

)

(13.7

)

(108.5

)

Proceeds from sale of assets

11.1

Distribution from affiliate

19.9

(39.8

)

Cash acquired in acquisition

26.7

Net cash provided by (used in) investing activities

17.0

(60.9

)

13.0

(39.8

)

(70.7

)

Cash flows from financing activities:

Borrowings on ABL revolver

396.6

5.9

402.5

Repayments on ABL revolver

(396.6

)

(5.9

)

(402.5

)

Issuance of long-term debt

450.0

Long-term debt payments

(450.0

)

(81.1

)

(531.1

)

Make-whole and other fees paid related to financing activities

(65.8

)

(30.2

)

(2.0

)

(98.0

)

Dividends paid

(11.2

)

(11.2

)

Distribution to affiliate

(19.9

)

(19.9

)

39.8

Distribution to noncontrolling interest

(13.3

)

(13.3

)

Excess tax benefits from share-based payment arrangements

0.8

Stock compensation plan activity

(1.5

)

(1.5

)

Net cash used in financing activities

(77.7

)

(131.2

)

(35.2

)

39.8

(204.3

)

Effect of exchange rate changes on cash and cash equivalents

(1.4

)

(1.4

)

Net change in cash and cash equivalents

(115.7

)

(4.7

)

(120.4

)

Cash and cash equivalents at beginning of period

131.4

68.9

200.3

Cash and cash equivalents at end of period

15.7

64.2

79.9

(In millions)

Parent
Company

Guarantor
Subsidiaries

Non-
Guarantor
Subsidiaries

Eliminations

Consolidated

Net cash provided by operating activities

3.7

57.9

4.1

65.7

Cash flows from investing activities:

Capital expenditures

(0.3

)

(45.6

)

(9.9

)

(55.8

)

Proceeds from sale of assets

23.5

0.1

23.6

Distributions from affiliate

1.8

0.3

(2.1

)

Net cash provided by (used in) investing activities

1.5

(21.8

)

(9.8

)

(2.1

)

(32.2

)

Cash flows from financing activities:

Borrowings on ABL revolver

183.4

Repayments on ABL revolver

(183.4

)

(183.4

)

Stock compensation plan activity

(5.1

)

(5.1

)

Return on capital

(2.1

)

2.1

Make-whole and other fees paid related to financing activities

(0.6

)

(0.6

)

Dividends paid

(2.8

)

(2.8

)

Excess tax benefits from share-based payment arrangements

3.3

Net cash used in financing activities

(5.2

)

(2.1

)

2.1

(5.2

)

Effect of exchange rate changes on cash and cash equivalents

1.6

Net change in cash and cash equivalents

36.1

(6.2

)

29.9

Cash and cash equivalents at beginning of period

43.4

45.2

88.6

Cash and cash equivalents at end of period

79.5

39.0

118.5