Investor Presentaiton
Unaudited 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
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