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Investor Presentaiton

WestRock to Acquire Multi Packaging Solutions Transaction Summary • • Compelling Strategic Combination • • Advances strategy to provide differentiated, high value-added solutions to our customers Enhances capabilities to serve new and existing customers • Expands participation into attractive end markets Creates opportunity for meaningful synergies and performance improvements of $85 million by end of FY19 Increases annual paperboard consumption by approx. 225k tons, of which we expect 35% - 45% to be supplied by WestRock • Replaces pulp production with SBS across the system • Balances Corrugated / Consumer sales mix • Purchase price of $18.00 per share; total enterprise value of $2.28 billion Attractive Financial Profile • • 9.6x LTM EBITDA as of 9/30/16; 7.1x including anticipated synergy and performance improvements Expected to be immediately free cash flow and EPS accretive, inclusive of purchase accounting adjustments • 100% cash offer, financed through a combination of current cash, anticipated • HH&B proceeds and existing lines of credit Pro forma net leverage of 2.55x including synergies 10 10 • Subject to MPS shareholder approval and other customary closing conditions Timeline • Expected to close in fiscal Q3 2017 ✰ WestRock
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