#1Investor Day New York City February 21, 2018 Ingevity#2Disclaimer This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward looking statements generally include the words "may," "could,” “should,” “believes,” “plans,” “intends," "targets," "will," "expects," "suggests," "anticipates," "outlook," "continues," "forecast," "prospect," "potential" or similar expressions. Forward-looking statements may include, without limitation, expected financial positions, results of operations and cash flows; financing plans; business strategies and expectations; operating plans; synergies and the potential benefits of the acquisition of Georgia-Pacific's pine chemicals business (the "acquisition"); the anticipated timing of the closing of the acquisition; capital and other expenditures; competitive positions; growth opportunities for existing products; benefits from new technology and cost-reduction initiatives, plans and objectives; and markets for securities. Like other businesses, Ingevity is subject to risks and uncertainties that could cause its actual results to differ materially from its expectations or that could cause other forward-looking statements to prove incorrect. Factors that could cause actual results to materially differ from those contained in the forward-looking statements, or that could cause other forward-looking statements to prove incorrect, include, without limitation, risks related to the satisfaction of the conditions to closing the acquisition (including the failure to obtain necessary regulatory approvals) in the anticipated timeframe or at all, risks that the expected benefits from the proposed acquisition will not be realized or will not be realized in the expected time period; the risk that the businesses will not be integrated successfully; significant transaction costs; unknown or understated liabilities; general economic and financial conditions; international sales and operations; currency exchange rates and currency devaluation; compliance with U.S. and foreign regulations; attracting and retaining key personnel; conditions in the automotive market or adoption of alternative technologies; worldwide air quality standards; government infrastructure spending; declining volumes in the printing inks market; the limited supply of crude tall oil ("CTO"); lack of access to sufficient CTO; access to and pricing of raw materials; competition from producers of substitute products and new technologies; a prolonged period of low energy prices; the provision of services by third parties at several facilities; natural disasters, such as hurricanes, winter or tropical storms, earthquakes, floods, fires; other unanticipated problems such as labor difficulties including renewal of collective bargaining agreements, equipment failure or unscheduled maintenance and repair; protection of intellectual property and proprietary information; information technology security risks; government policies and regulations, including, but not limited to, those affecting the environment, climate change, tax policies and the chemicals industry; and lawsuits arising out of environmental damage or personal injuries associated with chemical or other manufacturing processes. These and other important factors that could cause actual results or events to differ materially from those expressed in forward-looking statements that may have been made in this document are and will be more particularly described in our filings with the U.S. Securities and Exchange Commission, including our Form 10-K for the year ended December 31, 2016 and our other periodic filings. Readers are cautioned not to place undue reliance on Ingevity's projections and forward-looking statements, which speak only as the date thereof. Ingevity undertakes no obligation to publicly release any revision to the projections and forward-looking statements contained in this presentation, or to update them to reflect events or circumstances occurring after the date of this presentation. The financial results for Georgia-Pacific's pine chemicals business in this presentation have been derived from unaudited financial records prepared by Georgia-Pacific, without adjustment to conform to the accounting policies and methodologies used by Ingevity. Neither Georgia-Pacific's, nor Ingevity's auditors, have audited, reviewed, compiled or performed any procedures with respect to the financial results of Georgia-Pacific's pine chemicals business. The accounting policies and methodologies used by Georgia-Pacific's pine chemicals business differ in certain respects from those used by Ingevity. The audited financial statements of Georgia-Pacific's pine chemicals business will be delivered to Ingevity prior to closing condition. The actual audited results of Georgia-Pacific's pine chemicals business therefore may differ from those provided herein due to the completion of the financial closing and auditing procedures under U.S. GAAP, application of financial adjustments, and other developments. Non-GAAP Financial Measures This presentation includes certain non-GAAP financial measures intended to supplement, not substitute for, comparable GAAP measures. Reconciliations of non-GAAP financial measures to GAAP financial measures are provided within the Appendix to this presentation. Investors are urged to consider carefully the comparable GAAP measures and the reconciliations to those measures provided. 2 Ingevity#3Our Leadership Team m Michael Wilson President and CEO John Fortson EVP, CFO and Treasurer Mike Smith EVP and President, Performance Chemicals, Strategy and Business Development Kathy Burgeson EVP, General Counsel, Secretary Ed Woodcock EVP and President, Performance Materials Cindy Cartmell Burns SVP, Human Resources Marty Heyne SVP, Operations Ingevity#4Agenda Driving Ingevity to the Next Level Michael Wilson Building Superior Performance in Mike Smith 1:15 1:45 Performance Chemicals ■ Capitalizing on Global Growth and New Innovation in Performance Materials 2:15 Ed Woodcock Deploying Capital to Maximize Returns and 2:45 Shareholder Value John Fortson 4 Conclusion ▪ Q&A Wrap-Up 3:00 3:15 4:00 Ingevity#50 00 0 Driving Ingevity to the Next Level 5 Michael Wilson President and CEO D C 0 O C#6A History of Growth and Innovation MWV MEADWESTVACO Westvāco ingevity#7A History of Growth and Innovation 7#8A New Company ingevity 80 Ingevity NEW YORK STOCK EXCHANGE NGVT THURSDAY 19 MAY LISTED NYSE Ingevity#9Since the Spin 6 Began trading on the NYSE May 2016 Ingevity THURSDAY Ingevity 19 NGVT LISTED NYSE Aug. 2017 Oct. 2016 Opened Innovation Center in N. Charleston Ingevity Dec. 2016 Restructured chemical operations in Brazil June 2017 Jan. 2017 Announced G-P pine chemicals acquisition GP Georgia-Pacific Began construction of extrusion plant in Changshu www.caparen Opened auto testing center in Zhuhai Nov. 2017 ngevity Named #1 Spin-Off Forbes Dec. 2017 Jan. 2018 First bond offering $300,000,000 Ingevity. Ingevity Corporation 4.50% Senior Notes due 2026 Doubled capacity at Purification Cellutions, Waynesboro, Ga. Ingevity#10Delivering on Commitments in 2017 10 $M Revenue What We Said What We Did Status 930-950 972 Adjusted EBITDA(1) 215-225 243 Capex 60-65 53 Free Cash Flow(1) 80-90 122 Net Debt to Adjusted EBITDA(1) Performance Materials Performance Chemicals 1.5 to 1.75x Revenue to double in 5-7 years; margins above 40% Margins to 18%-20% in 24-36 months 1.2x 16% revenue growth, 40.6% EBITDA(1) margin 16.2% EBITDAmargin; up from 13.0% in 2016 (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#11AALBEMARLE 25.4% 21.8% NewMarket Ingevity Celanese 28.4% 27.9% 23.7% Top Quartile Performance Among Specialty Chemicals and Materials Companies % EBITDA Margin - LTM 9/30/17 PQ Corporation A ALBEMARLE Ingevity HEXCEL Top 4 >22.2% (2) 22.9% 22.8% 20.8% 19.2% 18.8% 18.0% 12.8% EASTMAN CABOT KRATON % ROIC - LTM 9/30/17 (1) Celanese Top 4 >21.4% (2) 17.7% 13.3% 12.4% 11.7% 11.4% 10.5% 10.0% 9.9% HEXCEL CABOT→ Source: Public Company filings Note: Does not include adjustments for acquisitions and/or divestitures occurring closed after 9/30/2017 11 (1) Return on Invested Capital (ROIC) calculated as Operating income * (1 - Effective Tax Rate) / Book Value of Debt + Equity minus Goodwill Effective tax rates not adjusted for the impact of the Tax Cuts and Jobs Act (2) Dow Jones US Specialty Chemicals Index LTM 9/30/2017 EASTMAN KRATON PQ Corporation NewMarket. H.B. Fuller Ingevity H.B. Fuller#12Strong Shareholder Returns 200% 150% 100% 50% гром 0% (50%) Ingevity S&P 600 12 Data Source: Bloomberg (1) Measured from 05/16/2016 to 12/31/2017 DJ US Specialty Chemicals May-16 Jun-16 Jul-16 — Aug-16 Sep-16 Oct-16 Nov-16 Dec-16 NGVT -S&P 600 Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jun-17 Jul-17 Total Shareholder Returns DJ US Specialty Chemicals Aug-17 Sep-17 Oct-17 Since Spin (1) 2016 +162% 2017 +104% +40% +28% +26% +29% +13% +11% +22% Nov-17 Dec-17 ingevity#13Driving Superior Performance 13 Long- Range Target Strategy Vision Purpose Identity Ingevity#14Identity Leading Specialty Chemicals and Materials Company Creating high-value added products from renewable raw materials Total Employment Manufacturing Sites Technical Centers Sales Offices Countries ~1,500 7 5 10 ~70 14 Charleston, S.C.- Covington, Va. Wickliffe, Ky. DeRidder, La. Waynesboro, Ga.- Crossett, Ark.. (future) Charleston, S.C.- Lille, France Wujiang, China Shanghai, China Zhuhai, China Manufacturing Technical Administration and Sales* Performance Materials Performance Chemicals Ingevity#15Where We Compete 15 Performance Materials Carbon Technologies Pavement Technologies Identity Performance Chemicals Oilfield Technologies Industrial Specialties 2017 Sales $349 million $163 million $78 million $382 million 2017 Segment EBITDA (1) $142 million $101 million Market Position Applications #1 in automotive #1 or #2 Automotive Process purification Select Competitors CABOT Kuraray Select Customers Aisan MAHLE DELPHI Pavement preservation Recycling ■ Evotherm® technologies #1 or #2 in oil-based muds ■ Well Service Additives Production and Downstream #1 or #2 Adhesives ▪ Agrochemicals Lubricants Inks Intermediates DRT KRATONRESPOL RESINAS, S.A. CECA ARKEMA CHOLUM Tlamberti Arr Maz chemical specialties the Best of Natur ERGON. HALLIBURTON Flint Group Solenis Strong bonds. Trusted solutions. (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. arboris ENNIS-FLINT pine tree extracts ingevity#1616 Purify Purpose Protect Enhance 8M gallons of gasoline recovered globally by our activated carbon every day. 40 percent reduction in CO₂ emissions by using Evotherm® warm mix asphalt. 10K miles of reflective traffic striping enhanced with WestRezⓇ resins. 216 B 364 10 gallons of water purified using our NucharⓇ products in 2017. days of extra corrosion inhibition using DiacidⓇ 1550 as a metalworking fluid additive. percent increase in efficiency for oilfield companies using Enva MulⓇ emulsifiers for drilling.#17Vision What We Aspire to Become ■ To be the recognized leader in our markets ■ To be proud of where we work ■ To be a positive influence in our communities 17 EUDAN RYAN BUILDERS Ingevity#18Industry-Leading Returns and Financial Strength Vision S&P 600 (1) Specialty Chemicals (2) Ingevity Revenue Growth 2.5 - 3x GDP ~GDP 2.5 - 3x GDP Adjusted EBITDA (3) ~14.0% ~20.0% 25 30+% Margins ROIC Capital Structure ~11.0% ~16.0% + 20% 2.5x Net Leverage 3.0x Net Leverage - 2.0 2.5x Net Leverage 18 Source: Company information and FactSet (1) S&P 600 reflects 5 year average (2012 - 2016). Excludes financial institutions, mortgage and REIT companies (2) Specialty Chemicals reflects 5 year average (2012 - 2016) of companies within the Dow Jones U.S. Specialty Chemicals Index (3) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#19Our Strategy for Realizing Our Vision Capture value for shareholders by creating value for our customers Strategy 19 Hong Kong-Zhuhai-Macau Bridge Anchor Drilling Fluid Protomatic Ingevity#20Our Strategy for Realizing Our Vision Capture value for shareholders by creating value for our customers Expand our geographic reach Strategy 20 20 New European Paving Customers Changshu, China We're a global leader In emulsifiers Ingevity Society for Petroleum Engineers Expo in Dubai ingevity#2121 Our Strategy for Realizing Our Vision Capture value for shareholders by creating value for our customers Expand our geographic reach Accelerate innovation ngenty North Charleston, S.C. Lille, France Strategy Ingevity Shanghai, China ingevity#22Our Strategy for Realizing Our Vision Capture value for shareholders by creating value for our customers Expand our geographic reach Accelerate innovation Pursue strategic, value-creating acquisitions Strategy Ingevity GP Georgia Pacific: Pine Chemicals Business ■ Added scale ■ Broadened technology and product platform Synergies 10% of sales; improved cost position Globalization of G-P products ■ Secured, attractive long- term CTO supply Accretive from year one 222 Ingevity#23Strategy Our Strategy for Realizing Our Vision Capture value for shareholders by creating value for our customers Expand our geographic reach Accelerate innovation Pursue strategic, value-creating acquisitions Drive continuous improvement in execution $30 M cost reduction 320 bps margin improvement in Performance Chemicals 40 percent segment EBITDA margins(1) and mid-teens revenue growth in Performance Materials 23 (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#24Strategy Our Strategy for Realizing Our Vision Capture value for shareholders by creating value for our customers Expand our geographic reach Accelerate innovation Pursue strategic, value-creating acquisitions Drive continuous improvement in execution Maintain returns-oriented financial focus 500 bps margin accretion since 2015 to 25% -S200 M generated in free cash flow(1) 23.5 percent return on invested capital in 2017 24 (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#2525 25 Target 2022 Long-Range Target Revenues ~$1.5 billion Adjusted EBITDA(1) $500 million Adjusted EBITDA(1) Margin >30% (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#260 00 0 Building Superior Performance in Performance Chemicals 0 O C 26 Mike Smith EVP and President, Performance Chemicals C#27Segment Overview - Performance Chemicals Segment Description Specialty chemicals derived from co-products of the kraft pulping process, crude tall oil (CTO) and lignin Pavement Technologies: road construction, resurfacing, preservation, maintenance and recycling Oilfield Technologies: well service additives and chemistry for production and downstream applications Industrial Specialties: adhesive tackifiers, printing inks, paper chemicals, rubber, agrochemical dispersants, lubricants and other chemical intermediate applications 2017 Sales - $623M Segment EBITDA(1) ($M) & EBITDA Margin %(1) 17.7% 16.2% 139 14.5% 13.0% 102 101 79 2014 2015 2016 2017 Global Footprint By End Market By Region South America 2% Pavement EMEA 17% 26% AsiaPac Oilfield 13% Industrial Specialties 10% 61% North America 71% 27 Laboratories North Charleston, SC North Charleston, SC Manufacturing DeRidder, LA Crossett, AR (future) (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Lille, France Shanghai, China Chennai, India Ingevity#28Pine Chemicals Value Chain Enhanced value from intermediates and derivative products Renewable Forests 28 Pulp Mill Crude Tall Oil CTO Biorefinery Intermediate Products Derivative Products Tall Oil Fatty Acid Distilled Tall Oil ■ Pavement preservation ■ Evotherm (warm mix asphalt) Asphalt recycling ■ Oil well service additives ■ Oil production & downstream chemicals ■ Rubber emulsifiers ■ Lubricants ■ Intermediates Tall Oil Rosin ■ Adhesives ■ Inks ■ Paper size ■ Rubber emulsifiers Ingevity#29Performance Chemicals Businesses Multiple paths to deliver growth and value Growth X GDP Customer/Innovation Profile Relative Margin Deep customer intimacy Pavement Technologies 2-3 X High Oilfield Technologies 1-2 X (higher in current rebound) Medium 29 Industrial Specialties 1X (varies by product segment) Low to High Numerous small-med size customers Customized solutions, global opportunities Innovation leadership Primarily large global service company customers Technical service requirement ■ Product performance, consistency and value focus Large global customers in key segments (inks, adhesives, agricultural) Formulation technical requirements vary by customer segment Cost vs. substitute products critical in some segments and geographies Ingevity#30Performance Chemicals Strategy ■ Continue strong growth in differentiated, high margin products and markets globally Improve margins in rosin-based products and TOFA ■ Maximize value from Georgia-Pacific pine chemicals acquisition including capture of significant synergy opportunities Pursue targeted M&A opportunities which strengthen strategic position and deliver target financial requirements Segment EBITDA margins(1) of ~20% following G-P integration, target mid-20s % by 2022 30 (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#31Georgia-Pacific Pine Chemicals Acquisition Significant increase to sales, Segment EBITDA(1), and margins(1) Currently in regulatory review ■ 2017 sales (2) of $108M and EBITDA (2) of $31M ■ Complementary products, technology, global resources ■ High confidence in ability to deliver operational synergies Logistics Activity Smaller, optimized rail fleet ■ Fewer transportation miles 。 CTO - Plants O Plants Customers - Warehouse/storage tank optimization Savings $6M Manufacturing Optimize customer and product mix across 3-plant network $5M Improve yields and maximize operating rate Leverage procurement Total Target $11M 31 Expect full run rate synergies in Year 3 (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. (2) 2017 sales and earnings before interest, taxes, depreciation and amortization (EBITDA) of Georgia-Pacific's pine chemicals business have been derived from unaudited financial records prepared by Georgia-Pacific, without adjustment to conform to the accounting policies and methodologies used by Ingevity. Refer to the disclaimer on Slide #2 of this presentation for further information regarding these financial measures. Ingevity#32CTO Supply Position Enhanced security with G-P supply agreement Pre-Closing WestRock WestRock 32 G-P 48% 52% Other N.A. Pulp Producers 52 percent of supply under long-term agreement Market prices established via 3rd party. negotiations Post-Closing 36% 32% 32% Other N.A. Pulp Producers 68 percent of supply is secure under long term agreements ■ Market prices established via 3rd party. negotiations ■ Introduction of index which may adjust with natural gas and fuel oil markets Structure enables optionality for hedging program to manage energy inflation risk Ingevity#33Business Overview - Pavement Technologies Business Description Asphalt additives derived from tall oil fatty acid, lignin, amines, surfactants and polymers Pavement Preservation: emulsifiers for specialty ultra-thin maintenance layers Evotherm Technologies: additives for road construction in the fast growing category of warm mix asphalt 132 Business Unit Sales 3 yr CAGR +7.3% 148 149 163 2017 Sales - $163M By End Application By Region AsiaPac 8% South America 5% EMEA 8% Construction 37% Preservation 63% 33 (1) Management Estimates North America 79% 2014 2015 2016 2017 Specialty Additives for Global Asphalt Paving(1) Emulsifiers, engineered modifiers, adhesion promoters, warm mix additives, specialty polymers 2016 $400M 2022 ~$600M ingevity#34Composition of a Road Our additives deliver big performance and value 34 94% + 5% + 1% = High Performing Road Aggregate Asphalt Ingevity Additive Ingevity Additives Deep Market Knowledge Technical Expertise Innovative Solutions Liquid Asphalt Supplier Faster, easier construction Cost reduction Longer-lasting roads Safer Asphalt Plant Paving Contractor Government Agencies Aggregate Supplier Ingevity#35Composition of a Road Adding value from top to bottom Build the Road: Construction EVOTHERM WARM MIX ASPHALT TECHNOLOGY Maintain the Road: Preservation Ralumac Micro Surfacing System INDULIN Asphalt Emulsifiers & Additives Onyx Specialty Sealants 35 EVOFLEX™ Recycling Technology Morlife Adhesion Promoters Strong innovation pipeline addressing multiple customer needs Ingevity#36Pavement Preservation Value Proposition Extending pavement life, reducing costs and maintaining safe road conditions Pavement Condition ■ Ambient temperature, water-based emulsions ■Reduces environmental emissions ■ Customized solutions based on climate and geography Excellent Specialized technical support with global resources Most cost-effective way to extend life of roadway infrastructure Pavement Preservation vs. Road Reconstruction Good $15K $15K $15K $15K $150K $150K Poor $240,000 per lane mile savings over 30 years(1) OR $8,000 per lane mile savings per year (1) Failed 1 5 10 15 20 25 30 Age of Pavement (Yrs) 36 (1) Management Estimates Ingevity#37Evotherm Warm Mix Value Proposition Significant, quantifiable benefits for road construction Value Created per Lane Mile $2000 Emissions Reduction Worker Safety Recycling: Asphalt, Tires $1500 Materials Savings ■ Value delivered is often 2X the level of input costs ■ DOTS around the world increasingly aware of warm. mix performance benefits. ■Trend toward increased recycling supports Evotherm growth Evotherm Asphalt Plant Production Increases Cost per Lane Mile $1000 37 32 $500 0 Faster construction Cold Weather Paving Extended Haul Distance Energy Savings Additional benefits Quantifiable Value Ingevity#38Pavement Technologies Success Story Imagine if paving a megabridge were safer and greener 38 Chongqing Zhixiang Paving Technology Engineering Co. Ltd. Hong Kong-Zhuhai-Macau Bridge and Tunnel Evotherm® Warm Mix Asphalt Technology ■ 90 percent (1) reduction in volatile organic compound (VOC) emissions ■ Significant reduction of smoke, odor and pollutants associated with conventional paving Increases paving productivity Easy-to-use innovative chemistry (1) Company job site testing and analysis Ingevity#39Business Overview - Oilfield Technologies Business Description Specialty intermediates and TOFA used in Drilling, Production and Transportation of Crude Oil Emulsifiers for manufacture of oil-based muds Rheology modifiers and wetting agents for used muds Imidazolines and specialty derivatives for corrosion inhibition TOFA as raw material by integrated production service companies ■ TOFA and dimers part of lubricant packages in water- based muds 127 Business Unit Sales (38.5%) 78 +32.8% 78 (25.0%) 59 39 2017 Sales - $78M By End Application Production 31% Drilling 69% (1) Management Estimates By Region AsiaPac 3%\ South America 2% EMEA 9% 2014 2015 2016 2017 2016 Specialty Chemicals for Global Oilfield (1) ($M) Emulsifiers, rheology modifiers, corrosion inhibitors, cementing agents Cementing & Stimulation North America $2,500 86% Drilling $500 Production $2,300 Ingevity#40Oilfield Industry Value Chain Enhancing and protecting oilfield production, delivery and performance Well Services, Production and Stimulation Downstream 40 40 Emulsifiers and Lubricants Corrosion Inhibitors Fuel Lubricity Additives Exploration & Production ssss Refining Transportation Delivery Consumer ingevity#41Oilfield Technologies Industry and Strategies Value Proposition Ingevity's emulsifier derivatives are essential components of drilling muds for oil and gas production ● Preferred technology for horizontal drilling; >80% (1) of North American market ■ Corrosion inhibitors are critical to efficient production Business Strategies Innovation: Introduce new products targeting efficiency and performance primarily in well service applications Commercial Excellence: Expand market share at key accounts by leveraging flexibility, application expertise and manufacturing scale Globalization: Position Ingevity for growth outside NAFTA using capital light, local approach 41 (1) Baker Hughes Rig Count Ingevity#42Oilfield Technologies Success Story Imagine if innovation during a downturn were the rule RX 1920 42 Anchor Drilling Fluids USA, Inc. Anchor Enva Mul® Emulsifiers ■ Rig site and laboratory collaboration with customers ■ Enhanced drilling speed and distance, and less down time cleaning equipment ■ Fewer chemicals used, saving time and money Ingevity#43Business Overview - Industrial Specialties Business Description Industrial chemicals based on tall oil fatty acid, tall oil rosin, and lignin for the following applications: Business Unit Sales Industrial Specialties Tall Oil Rosin Ink resins Adhesives tackifiers Paper sizing Tall Oil Fatty Acid Lubricants Coatings 527 (9.7%) 476 (16.0%) 400 (4.4%) 382 Cleaners Rubber emulsifiers Biofractions Lignin Agchem dispersants Dyes dispersants Pharma phytosterols Renewable energy Roofing 2014 2015 2017 Sales - $382M By Material By Region AsiaPac 11% South America 2% Biofractions, TOFA & Dispersants, Derivative Other 23% 24% Rosin & Derivative 53% 43 (1) Management Estimates 2016 2017 Global Rosin & Fatty Acids(1) Global Resins - 2,400KT Select Fatty Acids -175KT TOFA <1% Tallow 4% Sunflower 10% Palm Hydrocarbor Gum Rosin 40% EMEA 22% Resin 43% Resin 38% Canola 17% North TOR America Resin 65% Soybean 29% 16% Terpene Resin 3% Ingevity#44Industrial Specialties Strategy Deliver strong margin growth in each application Different approaches based on end-market dynamics. ■ Improve cost, manufacturing, and supply chain efficiency Drive strong global customer adoption of high margin, differentiated products in agricultural dispersants and metalworking fluid lubricants Grow volume in adhesive products including road safety striping Leverage cost, product, and technology synergies from G-P acquisition including increasing global penetration Develop M&A options which strengthen strategic position and deliver profitable growth and targeted returns 44 44 Ingevity#45Industrial Specialties Success Story Imagine if manufacturing jet engines were less complicated 45 PROTOMATIC Diacid 1550 Bio-based Metalworking Fluid Additive Unique chemical protective barrier that inhibits corrosion More stable metalworking fluid formulations Reduced amount of emulsifier additives and corrosion inhibitors, which saves money Innovative additive experiencing strong global growth Ingevity#4646 46 Long-Range Target 2x GDP Growth in pavement, oilfield, agriculture and lubricants Mid-20s% segment EBITDA margins(1) Performance Chemicals Target 2022 Top quartile specialty chemicals franchise (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#47C 0 00 Capitalizing on Global Growth and New Innovation in Performance Materials Ed Woodcock EVP and President, Performance Materials 0 0 O 47 C#4848 Performance Materials Strategy supports target of doubling revenues from 2015 Maintain global leadership in technical and application expertise and regulatory Sales History ($M) ~2x from 2015 advocacy $500 Invest to ensure capacity and supply to $400 meet growing global demand Expand our intellectual property portfolio $300 Explore new technologies, applications and opportunities $200 $100 Continue to refine manufacturing excellence with a keen eye on quality, consistency and reliability. $0 CAGR 7% CAGR ~12% 2005-2009 2010 2011 2012 2013 2014 2015 2016 2017 Process Purification Automotive 2020-2022 Ingevity#49Segment Overview - Performance Materials Segment Description Specialty wood-based, chemically activated carbons engineered to have the optimal porosity for gasoline evaporative emissions control: Segment EBITDA(1) ($M) & EBITDA Margin %(1) 41.0% 40.6% 38.8% 142 34.4% 123 Canisters - High capacity and superior durability granular and pellet activated carbons 97 88 "Near Zero" Canister Solutions - Activated carbon honeycombs and bulk media to control diffusion emissions ■ Air Intake Systems - Activated carbon sheets and honeycombs to control engine diffusion emissions Powdered activated carbons used in purification processes for water treatment, food & beverage and chemical & pharmaceutical applications 2017 Sales By End Market By Region Process Purification 11% AsiaPac 23% 2014 2015 2016 2017 Global Footprint 49 Automotive 89% North America 63% EMEA 13% South America 1% Activation Covington, VA Wickliffe, KY Zhuhai, China Pellet Extrusion Covington, VA Wujiang, China Zhuhai, China Honeycomb Waynesboro, GA (JV) (1) Please see appendices included at the end of this presentation for Ingevity's use non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Labs/Testing: North Charleston, SC Zhuhai, China ingevity#50Products That Enable Regulatory Compliance 75% (1) of the world's gasoline vehicles are currently using 70s-80s technology Emission Sources and Impact Parking Control Technology 50 25-35 grams /day + 13 grams/ hour driving + Running loss 1970-80s technology / 0.5-1.0L One Day Parking India China Europe Japan - Brazil S. Korea 1990s technology / 2.0-3.0L • Multi-day parking & running loss • Plus refueling control US & Canada (current) China (July 2020) 75 ml / refueling Refueling Globally, 8M gallons per day "back in the tank" (1) IHS A Modern technology "Near Zero" 2.0-3.0L + scrubber U.S. & Canada (phase in 2017-2022) ingevity#51"Bleed" Emissions Patent Applicable only to U.S./Canada “near zero” application Control Technology 51 These canister technologies are not covered by the "bleed" emissions patent Ingevity's granular and pellet carbon products are the preferred choice around the world to meet these regulatory standards Patent does not apply to China's shift to Tier 2 standards 1970-80s technology / 0.5-1.0L One Day Parking India China Europe Japan - Brazil S. Korea 1990s technology / 2.0-3.0L • Multi-day parking & running loss • Plus refueling control US & Canada (current) China (July 2020) Ingevity's patent applies to U.S. and Canadian "near zero" standards 。 Patent expires in 2022 Modern technology "Near Zero" 2.0-3.0L + scrubber U.S. & Canada (phase in 2017-2022) ingevity#52"Bleed" Emissions Patent Applicable only to U.S./Canada “near zero” application Control Technology 52 Expiration expected to increase competition for "near zero" solutions... 1970-80s technology / 0.5-1.0L One Day Parking India Japan - China Europe Brazil S. Korea ...But not direct impact on base pellet carbon 1990s technology / 2.0-3.0L • Multi-day parking & running loss • Plus refueling control US & Canada (current) China (July 2020) New patent coverage estimated to provide narrower protection for future, "near zero" engine designs Modern technology "Near Zero" 2.0-3.0L + scrubber U.S. & Canada (phase in 2017-2022) ingevity#53Incremental Cost per Vehicle 53 U.S. / Canada Tier 3 / LEV III "Near Zero" Emission Options Alternative solutions exist but have trade offs All options include an ORVR (refueling) canister $100 $10 $1 PHEVS HEVS/ Turbo Conventional ICE Sealed Tanks (Existing Technology) Engine purge direction Heating Elements Purge Pumps (Under development) Low Emission Honeycombs Honeycombs "Near Zero" Technology Trade-offs Weight and cost Improved fuel-to-air ratio ■ Mechanical and electrical complexity ■ Additional certification complexity Depressurization emission management ■ New vs. proven technology Engine Technology Trends Turbo charging Cylinder deactivation Increased hybridization Precise direct fuel injection 48-volt systems Engine downsizing Start-stop systems Advanced transmissions Bulk Carbons LOW Engine Purge Level HIGH Ingevity#54Intellectual Property Strategy Building patent and product portfolio to address existing and anticipated challenges with future engine technology Air available to purge the canister High Low Future Technology for Low Purge Conditions • Patent portfolio - Addresses canister performance under low purge conditions Product development - Solves specific canister performance issues under various low purge conditions Current Patent Expires 2022 Engine Technology New Patent Expires 2033 Broad Performance Window Narrower Performance Window • New Canister Emissions Patent Controls diffusion emissions with specific carbon/device capacity characteristics under low purge conditions Other Patents Pending Aligned with expected future engine technology 54 Ingevity#55Regulatory Changes Driving Growth Major countries/regions promulgated; new regulations under evaluation Region / Regulation 2016 Vehicle 2017 2018 2019 2020 2021 2022 Sales (M)(5) US(1) & Canada (2) / Tier 3 18.6 40%(1) 60%(1) 60%(1) 80%(1) 80%(1) 100%(1) China(3) Tier 2 Potential early 25.1 100%(3) 100%(3) adoption (3,5) Europe (4) Multi-day 8.4 Potential early adoption (4,5) 100%(4) 100%(4) 100%(4) South Korea (6) / Tier 3 1.5 30%(6) 30%(6) 80%(6) 80%(6) 100% (6) Brazil(5) Tier 2 1.9 Potential (5) Japan (5) Multi-Day 4.6 Potential (5) (1) US GPO http://www.ecfr.gov (2) Canada Justice Laws http://laws-lois.justice.gc.ca (3) China 6 regulation (4) Euro 6c regulation (5) Ingevity management estimate based on company information, IHS, and regulatory discussions in specific country/region (6) S. Korea regulation, modified U.S. Tier 3 without ORVR (refueling) 55 ingevity#56Confidence in China In addition to Hebei, other major provinces evaluating adoption earlier than national July 2020 deadline 56 Beijing Changshu Extrusion Facility Over 50% of platforms designed and carbon decisions made Zhuhai Activation Facility & Automotive Testing Center (1) National Bureau of Statistics of the PRC Jing-Jin-Ji (Hebei, Beijing, Tianjin) 2.4M (1) vehicles, ~10% Hebei - January 1, 2019 Yangtze River Delta 4.7M (1) vehicles, ~20% Pearl River Delta 2.2M vehicles, ~9% Ingevity#5757 40 Investing Across Our Entire Global Network +$70-100M of additional capital needed to meet demand on enacted regulations Wickliffe, KY +20-30% activation capacity Completed 2016 Waynesboro, GA +>100% capacity Completed 2017 Covington, VA +15-20% activation capacity Spending in 2018-2020 Additional extrusion capacity Spending 2018-2020 Wujiang Changshu New facility & relocation of current facility Spending 2018-2019 Additional capacity Spending in 2018-2020 Zhuhai +15-20% of global activation capacity Completed 2015 New Automotive Test Center Completed 2017 Established asset base of ~$360M provides competitive advantage Ingevity#5858 Future Regulatory Opportunities After China's move to Tier 2, ~50% (1) of world's gasoline vehicles will be using antiquated emission standards 14,000 12,000 Total Annual Evaporative Emissions on New Cars vs. Latitude (incl. parking, refueling, running loss, permeation, and hot soak) China EU Japan India US S Korea Mexico Thailand Brazil Regulation Package Mexico City 10,000 Bangkok Sao Paulo Guangzhou Hangzhou 8,000 Mumbai Chongqing Shanghai Kagoshima Delhi. Beijing Harbin Athens London Tokyo 24-hr parking Paris 6,000- Bangalore. Busan Sapporo Daegu Seoul Frankfurt Stockholm 48-hr parking Total Annual Evaporative Emissions (g/vehicle.year) 4,000 2,000 (1) IHS 0 Equator Atlanta Los Angeles New York Houston Chicago 10° 20° 30° 40° 50° 60° Geographic Latitude North or South ~50% of world's gasoline vehicles using 1970's technology ORVR + Enhanced Evap ORVR + Near Zero Evap ORVR onboard refueling vapor recovery ~50% of world's gasoline vehicles using modern technology (U.S., Canada, China) Ingevity#59- Gasoline Using Vehicles - 2015 to 2030 Vehicle sales grow an additional 25M/year primarily in regions where regulations are weak and content per vehicle is low 100 90 80 Million Vehicles / Year 70 50 40 30 20 2 8 8 9 9 10 2015 2030 2029 2028 2027 2026 2025 2022 2021 2020 2019 ■U.S. & Canada China Europe ROW 2024 2023 2018 2017 2016 Source: IHS Q3 2017 Rivalry Scenario 59 Regulatory Advancement Opportunity ROW +3.0% CAGR EU +3.7% CAGR = Vehicle sales grow from 30M/yr to 48M/yr Modern, Higher US$ Content Regulations China = +2.0% CAGR U.S. & Canada = (0.4%) CAGR Vehicle sales grow from 41M/yr to 47M/yr Ingevity#60Global Vehicle Mix Shifts - 2015 to 2040 Carbon Canisters - Gasoline-using vehicles (standard ICE and electric hybrids) continue to be the primary power source for the next decades Powertrain Mix Shifts - By 2030, gasoline-using vehicles' and battery electric vehicles' market shares increase 200 and 440 bps respectively; diesel vehicles' share declines 740 bps Million Vehicles / Year 140 120 100 80 60 40 20 2040 2038 2032 2030 2028 2026 2024 2022 Battery EV Natural Gas Other 2036 2034 2018 2016 2015 Source: IHS Q3 2017 Rivalry Scenario 60 ■Gasoline w/canister Diesel 2020 Non-Gasoline = Diesel 328 million vehicles, 11% Battery EVS = 154 million vehicles, 5% Natural Gas = 71 million vehicles, 2% Other 7 million vehicles, 0.2% = Gasoline (ICE and Hybrids) 2.3 billion gasoline-using vehicles (including hybrids) with an evaporative emissions canister - 80% of all vehicle sales Ingevity#61Adsorbed Natural Gas (ANG) Innovation enabling a natural gas vehicle future 61 Ingevity is the leader in hydrocarbon controlled "catch-and-release" for automotive emissions applications Developed and patented Nuchar® FuelSorb™M carbon monoliths that allow low-pressure (<1,000 psi) onboard natural gas fuel storage paired with conventional gasoline (bi-fuel hybrid) Low-pressure fuel storage enables safe, reliable, and economic refueling of the vehicle Ingevity#62Adsorbed Natural Gas (ANG) Market drivers provide tremendous growth potential and deliver value across a range of vehicle users Safety Range Convenience Value Ingevity's carbon adsorbents enable safe, low- pressure storage of natural gas A hybrid, bi-fuel vehicle can service 75% of daily usage miles with natural gasoline "At home" refueling leverages the infrastructure network already available in nearly 60 million U.S. homes and over 5 million businesses Fuel savings for natural gas users range from $1.00 to $1.50 per gasoline gallon equivalent (GGE) compared to conventional gasoline¹ Per-vehicle carbon content for ANG is 100x an automotive emissions control canister T Auto Canister: 2 pounds ANG Monolith: 200 pounds Methane Capacity (V/V) ANG has 2x NG volume at 900 psi 160 140 120 100 62 80 60 40 22 20 NucharⓇ FuelSorb™M THT ■Compressed Methane Gas 0 0 100 200 300 400 500 600 700 800 Value delivered to key stakeholders Natural Gas Producer Natural Gas Utility Automotive OEM Vehicle Owner Increased gas demand Infrastructure utilization a) Alternative fuel option where EVS are challenged b) Bi-fuel with a single powertrain Sustainable fuel savings for individual and fleet operations Pressure (psig) ¹Assumes $2.50/gal average gasoline price and $1.00/GGE natural gas cost (US Energy Information Administration) Ingevity#63Alt-Fuel Hybrid Vehicle Platforms ANG's single powertrain option may provide low owner's cost and refueling flexibility 63 PHEV CNG bi-fuel ANG bi-fuel (gasoline/electric) (gasoline/3,600 psi) Vehicle Prep Cost ($) 6,880¹ (dual drive train) 1,200 (hardened valves) Fuel Storage Cost ($) Fuel System Weight (lbs) 10,800² (battery costs) 9085 (CNG tanks) 1,579³ (lithium components) 137 (gasoline/900 psi) 1,200 (hardened valves) 3,0865 (tanks plus adsorbent) 307 10-yr Fueling Appliance Cost ($) 1,2004 (rapid home charging) 10,0006 (cost plus maintenance) Paid by NG Utility (private refueling) Total Cost of Ownership ($/mile) 0.266 0.155 0.121 Workhorse (Lithium Components) 2General Motors (Chevy VOLT Energy Storage) ³US Drive Partnership (Hybrid Systems Costs) 4Rocky Mountain Institute (EV Charging Costs) 5Worthington Industries (Fuel Cylinder Manufacturer) Ingevity 6BRC Fuelmaker (Compression Systems - 50% appliance cost and 50% maintenance over 10 yr life)#6464 64 Performance Materials Target 2022 Long-Range Target Doubling of revenue from 2015 base Consistent >40% segment EBITDA margins (1) Post-patent pathway to growth (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#6565 0 00 0 Deploying Capital to Maximize Returns and Shareholder Value 0 O C John Fortson EVP and Chief Financial Officer#66Our Capital Allocation Priorities Reinvest in existing businesses 。 Optimize profitability 。 Raw material security 。 Balance sheet discipline 66 A Capital Allocation to Maximize Shareholder Return ingevity#67Our Capital Allocation Priorities ■ Reinvest in existing businesses Inorganic growth 。 Strategic fit 。 Value-creation 67 Capital Allocation to Maximize Shareholder Return ingevity#68Our Capital Allocation Priorities ■ Reinvest in existing businesses ■ Inorganic growth Return capital 68 。 Continual assessment process o Use most efficient vehicle Share buybacks Dividends Share price Capital Allocation to Maximize Shareholder Return ingevity#69Leverage Strong Balance Sheet Capitalization Cash and Cash Equivalents (1) Restricted Investment Total As of 12/31/2017 Adjusted For $300M Note Issue Adjusted For $315M G-P Acquisition $88 $382 $62 71 71 $159 $453 71 $133 Bank Revolver ($550M) (2) Bank Term Loan A $0 $0 $0 375 375 375 Industrial Revenue Bonds Senior Unsecured Notes Total debt 80 80 80 0 300 300 $455 $755 $755 Net Debt $296 $302 $622 (3),(4) LTM Adjusted EBITDA $243 $243 $285 Total Debt/ LTM Adjusted EBITDA 1.9x 3.1x 2.7x Net Debt/ LTM Adjusted EBITDA 1.2x 1.2x 2.2x 69 Note: Dollars in U.S. millions. LTM as of 12/31/17. Assumes note proceeds of $294 million and acquisition cost of $320 million (both including fees) Restricted Investment designated to pay Capital Lease Obligations due in 2027 (1) (2) Excludes $1.8 million of Letters of Credit as of December 31, 2017 (3) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure (4) Represents Ingevity LTM 12/31/17 Adjusted EBITDA of $243 million plus GP's Pine Chemicals Business LTM 12/31/17 Adjusted EBITDA of $31 million plus $11 million of anticipated net "run rate" Acquisition synergies ($6 million of lower transportation costs and warehousing optimization and $5 million of manufacturing optimization). Ingevity#70Optimizing Profitability Performance Chemicals Reduce raw material costs ■ Shift mix to higher margin applications ☐ Manage costs on lower margin products Drive supply chain efficiencies G-P integration Performance Materials Adjusted EBITDA(1) Margin Target 2016 - 2022 30%+ 27% 25% 25% 22% 20% Leverage volume from significant demand growth ■ Shift mix to higher value add products. Corporate/Other ■ Grow through acquisition Constrain corporate overhead / SG&A 2015 2016 2017 2018 E 2022 TGT 800+ bps accretion 70 (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Ingevity#71Target 2022 How we will reach our long-range target 972 Revenue ($M) CAGR +9% 1,070 to 1,130 1,500+ 2022 Materials Adjusted EBITDA(1) ($M) CAGR +16% Chemicals 285 to 305 243 2018 2017 Materials 500+ 2022 Inflation Price/Mix Volume Inflation Price/Mix GP Synergies Volume 2018 2017 Chemicals (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. 71 Ingevity#72Balance Sheet Discipline Strong free cash flow and disciplined capital investment ~1.5B ~0.4B ~1B 19.4% 17.7% TARGET Mid 20's%+ 23.5% 500 285 to 305 243 190 202 5-Year 5-Year Operating Capex Free Cash Flow (1) 2015 2016 2017 2018 2022 Adjusted EBITDA (1) ($M) ROIC % Cash ($M) 2015 2016 2017 2018 CapEx 101 57 53 80-90 D&A 35 39 40 56(2) Major Capital Projects Covington Changshu (China) carbon extrusion facility Waynesboro expansion 72 (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. (2) Includes estimated depreciation and amortization related to the acquisition of G-P's pine chemicals assets prorated for the anticipated closing on March 1, 2018. Ingevity#73Inorganic Growth Strategic Fit Value-added, customer- centric chemicals, materials or technologies Large, attractive end- markets Benefits from our expertise for synergy opportunities Aligns with our purpose: Purify, Protect, and Enhance Value Creation Attractive returns IRR > 10% 。 Attractive opportunity relative to other capital allocation tools Accretive to segment profile O Enhances EBITDA margin Enhances EBITDA growth Accretive to NGVT EPS accretive year 1 。 Quantifiable opportunities for stepped-up growth / cost savings 73 Maintaining premium valuation and leading performance ingevity#7474 Significant Cumulative Free Cash Flow Resources and Flexibility to Reward Shareholders $B ~1.5B 5-Year Operating Cash ~0.4B ~0.3B ~0.4B ~0.4B ~1.2B >1.5B 12/31/17 Net Debt GP Acquisition 5-Year Capex Net Cash Available in 2022 2.5x Leverage in 2022 Cash Available to Invest or Return Ingevity#752018 Guidance ($M; includes G-P pine chemicals acquisition) 2017 Actual 2018 Guidance (1) Revenue $972.4 $1,070 - $1,130 Adjusted EBITDA (2) $242.7 $285 $305 Adjusted Tax Rate (2) 31.0% 22-24% Capital Expenditures $52.6 $80-$90 Free Cash Flow(3) $121.7 Net Debt Ratio (4) 1.22 $90-$100 2.25-2.0 75 (1) Assumes on or before April 1, 2018 close on G-P Pine Chemicals acquisition. (2) A reconciliation of Net Income to Adjusted EBITDA or Adjusted tax rate as projected for 2018 is not provided because we do not forecast Net Income as we cannot, without unreasonable effort, estimate or predict with certainty various components of Net Income. These components, net of tax, include additional separation costs associated with the separation from WestRock; further restructuring and other income (charges); acquisition-related charges in connection with the planned acquisition of Georgia-Pacific's pine chemical business; and revisions due to future guidance and assessment of U.S. Tax Reform. Additionally, discrete tax items could drive variability in our projected effective tax rate. All of these components could significantly impact such financial measures. Further, in the future other items with similar characteristics to those currently included in Adjusted EBITDA, that have a similar impact on comparability of periods, and which are not known at this time, may exist and impact Adjusted EBITDA. (3) Non-GAAP measure which represents Cash from Operations expected to range from $170M to $190M for FY2017 (was $174.3M for FY2017) less Capital Expenditures. (4) Defined as Total debt including capital lease obligation excluding deferred financing fees less Cash & cash equivalents, Restricted investment divided by annual Adjusted EBITDA. ingevity#762019 and Beyond Takeaways 76 Top line growth robust due to organic opportunities Strong drop through due to high fixed cost to variable cost ratio and cost discipline drives margin accretion Strong free cash flow generation to deploy for inorganic growth (2022+) or capital return Growth across both segments to balance concentration of profitability currently associated with honeycombs Maintaining leadership position in Performance Materials by developing IP, maintaining long-term customer relationships, consulting with other countries and growing carbon demand All courses of action driven to be a leading specialty chemical and materials company Ingevity#77Conclusion 0 00 77 Michael Wilson President and CEO D 0 0 O C C#7878 Doubling of revenue from 2015 base Consistent >40% segment EBITDA margins(1) Target 2022 2x GDP Growth in pavement, oilfield, agriculture and lubricants Long-Range Target Post-patent pathway to growth Revenues ~$1.5 billion Mid-20s % segment EBITDA margins(1) Top quartile specialty chemicals franchise (1) Please see appendices included at the end of this presentation for Ingevity's use of non-GAAP financial measures, definitions of those financial measures as well as the reconciliation to the nearest GAAP financial measure. Adjusted EBITDA(1) ~$500 million Adjusted EBITDA(1) Margin >30% Ingevity#79The Meaning Behind Ingevity longevity 79 genuine The right people. The right attitude. Lasting customer relationships. A history of success. Ingevity innovation ingenuity Extraordinary people. Extraordinary results. Pushing the bounds of what's possible. Ingevity#80Appendix 88 80 Ingevity#81Non-GAAP Financial Measures Ingevity has presented certain financial measures, defined below, which have not been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") and has provided a reconciliation to the most directly comparable financial measure calculated in accordance with GAAP. These financial measures are not meant to be considered in isolation or as a substitute for the most directly comparable financial measure calculated in accordance with GAAP. The company believes these non-GAAP measures provide investors, potential investors, securities analysts and others with useful information to evaluate the performance of the business, because such measures, when viewed together with our financial results computed in accordance with GAAP, provide a more complete understanding of the factors and trends affecting our historical financial performance and projected future results. Ingevity uses the following non-GAAP measures: Adjusted earnings (loss) is defined as net income (loss) attributable to Ingevity stockholders plus restructuring and other (income) charges, separation costs, and the income tax expense (benefit) on those items. Diluted adjusted earnings (loss) per share is defined as diluted earnings (loss) per common share attributable to Ingevity stockholders plus restructuring and other (income) charges per share, separation costs per share, and the income tax expense (benefit) per share on those items. Adjusted EBITDA is defined as net income (loss) plus provision for income taxes, interest expense, depreciation and amortization, separation costs and restructuring and other (income) charges. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by Net Sales Segment EBITDA is defined as segment operating profit plus depreciation and amortization. Segment EBITDA Margin is defined as Segment EBITDA divided by Net Sales. Free cash flow is defined as the sum of cash provided (required) by the following items: operating activities less capital expenditures. Net debt to Adjusted EBITDA Margin is defined as the sum of short-term debt, current portion of long-term debt, long-term debt and deferred financing fees less the sum of cash and cash equivalents and restricted cash, divided by Adjusted EBITDA Margin (Adjusted EBITDA divided by Net sales) Total Debt to Adjusted EBITDA is defined as total debt divided by net income (loss) plus provision for income taxes, interest expense, depreciation and amortization, separation costs and restructuring and other (income) charges. Adjusted Tax Rate is calculated by dividing the provision for income taxes on Adjusted Earnings by the Adjusted Earnings before income taxes and noncontrolling interests. The Company also uses the above financial measures as the primary measures of profitability used by managers of the business and its segments. In addition, the Company believes Adjusted EBITDA, Adjusted EBITDA Margin, Segment EBITDA and Segment EBITDA Margin are useful measures because they exclude the effects of financing and investment activities as well as non-operating activities. These non-GAAP financial measures are not intended to replace the presentation of financial results in accordance with GAAP and investors should consider the limitations associated with these non-GAAP measures, including the potential lack of comparability of these measures from one company to another. Reconciliations of these non-GAAP financial measures are set forth within the following pages. A reconciliation of Net income to Adjusted EBITDA as projected for future periods is not provided because we do not forecast Net income as we cannot, without unreasonable effort, estimate or predict with certainty various components of Net income. These components, net of tax, include additional separation costs associated with the separation from WestRock; further restructuring and other income (charges), net; acquisition-related charges in connection with the planned acquisition of Georgia-Pacific's pine chemical business; and revisions due to future guidance and assessment of U.S. Tax Reform. Additionally, discrete tax items could drive variability in our projected effective tax rate. All of these components could significantly impact such financial measures. Further, in the future other items with similar characteristics to those currently included in Adjusted EBITDA, that have a similar impact on comparability of periods, and which are not known at this time, may exist and impact Net income (loss) attributable to Ingevity stockholders and Adjusted EBITDA. 81 Ingevity#82Reconciliation of Net Income (Loss) (GAAP) to Adjusted Earnings (Loss) (Non-GAAP) In millions, except per data (unaudited) Net income (loss) Less: Net income (loss) attributable to noncontrolling interests Net income (loss) attributable to Ingevity stockholders (GAAP) Restructuring and other (income) charges (1) Separation costs (2) Acquisition costs (3) Tax effect on items above Tax benefit from U.S. Tax Reform Adjusted earnings (loss) (Non-GAAP) Diluted earnings (loss) per common share (GAAP) Restructuring and other (income) charges Separation costs Acquisition costs Tax effect on items above Tax benefit from U.S. Tax Reform Diluted adjusted earnings (loss) per share (Non-GAAP) Average number of shares outstanding used in diluted adjusted after-tax earnings per share computations Twelve Months Ended December 31, 2017 2016 $ 145.0 $ 44.4 18.7 9.2 126.3 35.2 3.7 41.2 0.9 17.5 7.1 (3.6) (5.9) (24.5) $ 109.9 $ 88.0 $ 2.97 $ 0.83 0.09 0.98 0.02 0.41 0.17 (0.09) (0.14) (0.58) $ 2.58 $ 2.08 42.5 42.3 (1) In January 2017, we initiated a reorganization to streamline our leadership team, flatten the organization and reduce costs. As a result of this reorganization, we recorded zero and $1.3 million, in severance and other employee-related costs for the three and twelve months ended December 31, 2017, respectively. During the three and twelve months ended December 31, 2017, respectively, we also recorded $0.2 million and $2.4 million of additional miscellaneous exit costs primarily associated with the exit of our Performance Chemicals' manufacturing operations in Palmeira, Santa Catarina, Brazil which began in the fourth quarter of 2016. Charges incurred during 2016 primarily related to restructuring activities within our Brazilian Performance Chemicals operations. Charges for the three months ended December 31, 2016 were comprised of miscellaneous exit costs of $2.9 million. Charges for the twelve months ended December 31, 2016 were comprised of asset write- downs, including the asset impairment charge of $30.2 million, accelerated depreciation of $0.4 million, $7.0 million in severance related charges, and miscellaneous exit costs of $3.6 million. (2) In connection with the separation from WestRock we have incurred pre-tax separation costs. These costs were primarily related to professional fees associated with separation activities within the finance, tax and legal functions. (3) Charges primarily relate to legal and professional fees incurred associated with the planned acquisition of Georgia Pacific's Pine Chemicals Business. 82 Ingevity#83Reconciliation of Net Income (GAAP) to Adjusted EBITDA (Non-GAAP) In millions, unaudited Net income (loss) (GAAP) Provision (benefit) for income taxes Interest expense, net Separation costs Depreciation and amortization Restructuring and other (income) charges, net Acquisition costs Adjusted EBITDA (Non-GAAP) Net sales Net income (loss) margin Adjusted EBITDA margin Years Ended December 31, 2017 2016 $ 145.0 $ 44.4 29.8 42.6 15.8 17.9 0.9 17.5 40.4 38.8 3.7 41.2 7.1 $ 242.7 $ 202.4 $ 972.4 $ 908.3 14.9% 4.9% 25.0% 22.3% Reconciliation of Provision for Income Taxes (GAAP) to Provision for Income Taxes on Adjusted Earnings (Non-GAAP) Years Ended December 31, In millions (unaudited) 2017 2016 (1) Adjusted EBITDA (Non-GAAP) $ 242.7 $ 202.4 Tax effect on certain items Depreciation and amortization Interest expense, net Adjusted income before taxes (Non-GAAP) Provision (benefit) for income taxes (GAAP) Tax benefit from U.S. Tax Reform Provision for Income Taxes on Adjusted Earnings (Non-GAAP) Adjusted Tax Rate (Non-GAAP) 40.4 38.8 15.8 17.9 $ 186.5 $ 145.7 $ 29.8 $ 42.6 (3.6) (5.9) (24.5) $ 57.9 $ 48.5 31.0% 33.3% 83 Ingevity#8484 In millions (unaudited) Reconciliation of Segment Operating Profit (GAAP) to Segment EBITDA (Non-GAAP) Performance Materials Segment operating profit (GAAP) Depreciation and amortization Segment EBITDA (Non-GAAP) Net sales Segment operating margin Segment EBITDA margin Performance Chemicals Segment operating profit (GAAP) Depreciation and amortization Segment EBITDA (Non-GAAP) Net sales Segment operating margin Segment EBITDA margin 2017 Years Ended December 31, 2016 $ 122.0 $ 106.9 19.8 16.4 $ 141.8 $ 123.3 $ 349.3 $ 301.0 34.9% 35.5% 40.6% 41.0% $ 80.3 $ 56.7 20.6 22.4 $ 100.9 $ 79.1 $ 623.1 $ 607.3 12.9% 9.3% 16.2% 13.0% Ingevity#85Unaudited Pro Forma Segment EBITDA The following unaudited pro forma measures are derived from the historical financial statements of Ingevity, prepared in accordance with U.S. generally accepted accounting principles. These unaudited pro forma measures include adjustments required by SEC Staff Accounting Bulletin Topic 1:B-3 and Article 11 of SEC Regulation S-X. For more information regarding the Ingevity's unaudited pro forma combined statements of operations for the year ended December 31, 2015, see "unaudited pro forma combined financial statements" in the Ingevity's registration statement on Form 10 and amendments thereto (the "Form 10"), copies of which may be obtained by visiting the web site of the Securities and Exchange Commission, or the SEC, at www.sec.gov. Pro forma adjustments give effect as if the adjustments had occurred on January 1, the first day of each respective fiscal year. Reconciliation of Segment Operating Profit (GAAP) to Pro Forma Segment EBITDA (Non-GAAP) Year Ended December 31, 2015 Performance Materials In millions Segment operating profit (GAAP) Depreciation and amortization Segment EBITDA (Non-GAAP) Performance Chemicals In millions Segment operating profit (GAAP) Depreciation and amortization Segment EBITDA (Non-GAAP) Adjusted EBITDA (Non-GAAP) (B) Pro Forma Adjustments Unaudited Pro Forma $ 79.7 $ (2.7) (A) $ 77.0 11.1 11.1 $ 90.8 $ 88.1 Pro Forma Adjustments Unaudited Pro Forma $ 86.6 $ (7.9) (A) $ 78.7 23.5 23.5 $ 110.1 $ 102.2 $ 200.9 190.3 (A) We have entered into agreements to obtain audit and certain compliance functions as a stand-alone public company as well as compensation agreements with certain members of our executive team. Prior to the completion of the separation, we will also enter into agreements to obtain insurance coverage according to quotations we have received based on our individual loss history, credit profile and selected insurance coverage. These expenses will represent recurring costs in excess of the amounts historically allocated to Ingevity. (B) Adjusted EBITDA is the sum of Performance Materials and Performance Chemicals Segment EBITDA 85 Ingevity#86Unaudited Pro Forma Segment EBITDA Reconciliation of Segment Operating Profit (GAAP) to Pro Forma Segment EBITDA (Non-GAAP) Year Ended December 31, 2014 Performance Materials In millions Segment operating profit (GAAP) Depreciation and amortization Segment EBITDA (Non-GAAP) Performance Chemicals In millions Segment operating profit (GAAP) Depreciation and amortization Segment EBITDA (Non-GAAP) Adjusted EBITDA (Non-GAAP) (B) Pro Forma Adjustments Unaudited Pro Forma 89.5 $ (2.6) (A) 86.9 9.9 9.9 $ 99.4 $ 96.8 Unaudited Pro Forma Pro Forma Adjustments $ 123.8 $ (7.2) (A) $ 22.4 $ 146.2 $ 245.6 116.6 22.4 $ 139.0 $ 235.8 (A) We have entered into agreements to obtain audit and certain compliance functions as a stand-alone public company as well as compensation agreements with certain members of our executive team. Prior to the completion of the separation, we will also enter into agreements to obtain insurance coverage according to quotations we have received based on our individual loss history, credit profile and selected insurance coverage. These expenses will represent recurring costs in excess of the amounts historically allocated to Ingevity. (B) Adjusted EBITDA is the sum of Performance Materials and Performance Chemicals Segment EBITDA 968 Ingevity