1
INVESTOR PRESENTATION
February 2018
EXHIBIT 99.1
2
Non-GAAP Financial Measures and Safe Harbor
Non-GAAP Financial Measures
Certain financial measures presented herein, including EBITDA, adjusted EBITDA, adjusted net income, adjusted
EPS, Conversion Ratio and Net Debt were derived based on methodologies other than in accordance with generally
accepted accounting principles (GAAP). We have included these measures because we believe they are indicative of
our operating performance, are used by investors and analysts to evaluate us and can facilitate comparisons across
periods. As presented by us, these measures may not be comparable to similarly titled measures reported by other
companies. EBITDA, adjusted EBITDA, adjusted net income, adjusted EPS, Conversion Ratio and Net Debt should be
considered in addition to, not as substitutes for, financial measures presented in accordance with GAAP. For a
reconciliation of EBITDA, adjusted EBITDA, adjusted net income, adjusted EPS, and Net Debt to the most comparable
GAAP financial measure, see the appendix slides.
Safe Harbor
Forward Looking Statements: This presentation contains statements related to Nexeo Solutions, Inc.’s (“Nexeo” or the
“Company”) future plans and expectations and, as such, includes “forward-looking statements” within the meaning of
the federal securities laws. Forward-looking statements are those statements that are based upon management’s
current plans and expectations as opposed to historical and current facts. Although the forward-looking statements
contained in this presentation reflect management’s current assumptions based upon information currently available to
management and based upon that which management believes to be reasonable assumptions, the Company cannot
be certain that actual results will be consistent with these forward-looking statements. The Company’s future results
will depend upon various risks and uncertainties, including the risks and uncertainties discussed in the Company’s
SEC filings, including in the sections entitled “Risk Factors” in such SEC filings. The Company does not intend to
provide all information enclosed in this presentation on an ongoing basis.
EXHIBIT 99.1
3
A Leading Global Materials Distributor
Source: Company Management; Company Filings; ICIS Top 100 Report, July 2017; Tarnell Data
We are obsessed with connecting our customers
and suppliers in simple and unimagined ways
#5
Global
Chemicals
Distributor
#1
North American
Plastics
Distributor
Revenue
$3.6B
#3
North American
Chemicals
Distributor
Industry
Leading
Service
Nasdaq
NXEO
EXHIBIT 99.1
4
Investment Thesis
Industry staged for consolidation
– Highly fragmented and emerging industry
– Increasing trend for producer consolidation of distribution
channels and partners
Nexeo’s business is built for market share growth
– Business foundation constructed and positioned with emphasis
on growth and scalability
Long-term growth objectives
– Grow commodity volumes better than GDP
– Grow specialty volumes two to three times the rate of
commodities
– Supplement growth through targeted bolt on acquisitions at
reasonable multiples
Strategic plan for margin expansion
– Leverage industry-leading, centralized, proprietary operating
platform to drive productivity and cost enhancements across
the company
– Increase specialty mix by continuing to expand specialty line
card with new supplier authorizations and targeted acquisitions
Overview Why Nexeo?
Ideal Consolidation
Platform
Demonstrated
Differential Growth
Productivity and Margin
Enhancements
Proven Management
Team
Attractive Industry
Growth Characteristics
Source: Company Management
EXHIBIT 99.1
5
Highly Fragmented, Under-Utilized Industry
Trillion
Total Annual
Market
+$400
Billion
Third-Party
Distribution
$4
Billion
Nexeo
Solutions
Sub-optimal compared to other industries
Opportunity to create a market leader
Top 10 Global Distributors
(in millions) 2016
Revenues
1 Brenntag $11,060
2 Univar $8,074
3 Helm $4,110
4 Tricon Energy $3,768
5 Nexeo Solutions* $3,637
6 Sinochem Plastics $1,866
7 IMCD $1,807
8 Azelis $1,687
9 Biesterfeld $1,135
10 Omya $1,129
Source: ICIS Top 100 Report, July 2017
*As of fiscal year ending 09/30/2017
Source: Boston Consulting Group, “Specialty Chemicals Distribution Market Update, April 2014; ICIS Top 100 Report, July 2017; CEFIC Facts and Figures 2017; Wall Street Research
% of Sales Through Third-Party Distributors
+90% 85%
35%
25%
10%
U.S. Roofing
Materials
ChemicalsU.S.
All Steel
Drug /
Pharmaceutical
Specialty
Electronics
EXHIBIT 99.1
6
Attractive Industry Growth Characteristics
Global
(in billions)
Chemicals and plastics distribution represents a
large and growing market opportunity
Organic industry growth exceeds economic indices
Consistently outperformed U.S. Gross Domestic
Product (GDP) and Industrial Production (IP)
Nexeo is well positioned to capture market share by
moving up the value chain and redefining chemicals
and plastics distribution
Third-party distribution for the addressable market
remains under-penetrated around 10%
Nexeo drives behavioral change for supplier turnover
through trust and transparency approach
Securing share from suppliers contributes to
additional above market organic growth
Highly fragmented landscape ripe for consolidation
Opportunity to accelerate growth through acquisitions
Ability to unlock material scale and scope efficiencies
Facilitates extending geographic reach, expanding
line card offerings and penetrating attractive end
markets
Top 5
Distributors
15%
Remaining
250+
Distributors
85%
Chemical Distribution Market
Historical Growth Performance
$169 $198
$2,981
$4,146
2008 2016
Third Party Distribution
Global Chemical Industry
Global
Highly Fragmented Chemical Distribution
Market Poised for Consolidation
Source: Boston Consulting Group, “Specialty Chemicals Distribution Market Update, April 2014 ICIS Top
100 Report, July 2017; CEFIC Facts and Figures 2010 and 2017; Technavio, “Global Third-party Chemical
Distribution Market 2016-2020”
+4.2%
8-Year CAGR
+2.0%
8-Year CAGR
EXHIBIT 99.1
7
Two Directional Value Proposition
Market
Access
& Growth
Data
&
Analytics
Supply
Chain
Efficiencies
Innovative
Sales
Channels
Suppliers Supplier Priorities
Operate as brand extension
Share customer insights and trends
Generate demand and sustainable growth
Relationships at all levels of the organization
Customer Priorities
Industry-leading service
Comprehensive line card to up-sell and
cross-sell
Differential customer experience
Solutions provider
Product
Availability
Value
for Price
Service &
Technical
Support
Proactive
Solutions
Customers
Source: Company Management; Company Filings
EXHIBIT 99.1
8
Industry-Leading Supplier Sourcing
Value Proposition Composition
Top 10
Suppliers
~ 50%
Suppliers
Average length of top supplier relationships is 20+ years
Strong sourcing relationships with multiple options for key commodity products and
tactfully chosen partnerships for specialty products
Flexible supply agreements without specific obligations to buy
Suppliers ~1,400 Market access and growth Regional and end market reach
Technical expertise and capabilities
Aligned to customer behaviors
Data and analytics
Market intelligence
Proprietary pricing tool
Granular visibility into markets
Supply chain efficiencies
Demand forecasting
Supply chain savings with scale
Operational optimization
Last mile expertise
Innovative sales channels
Inside sales
Online presence
Digital marketing
ePortal
Source: Company Management; Company Filings as of September 30, 2017
EXHIBIT 99.1
9
Long-Standing, Diverse Customer Base
Product availability
Diverse product portfolio
Inventory management
50K+ unique product SKUs
Value for price
Knowledgeable commercial team
Technical capabilities, expertise and resources
Scale and leverage
Service and technical support
Local and global network coordination
Private fleet
Same day, next day delivery
State of the art lab with research and
development team
Proactive solutions
Customer service
Delivery tracking
ePortal access
Value Proposition Composition
Top 10
Customers
~ 5%
Customers
Customer-centric model results in strong, long-term relationships
Largest customers have tenure of 15+ years
Majority of businesses are single location, regional, small to mid-sized customers
Capability to service larger, multi-location, key strategics
Customers ~28,100
Countries + 80
Source: Company Management; Company Filings as of September 30, 2017
EXHIBIT 99.1
10
Extensive Global Network and Footprint
Americas
Sales Coverage:
# Facilities:
Private Fleet Units:
Revenue
$2.9B
Sales Coverage
Focus:
# Facilities:
Revenue
$0.2B
Central/Eastern China
Chemicals / Plastics
15+ (3PL)
Asia
EMEA
Sales Coverage:
Focus:
# Facilities:
Pan-European
Plastics
20+ (3PL)
Revenue
$0.5B
North America
50+ and 70+ (3PL)
1,000+
Global Employee Base
Total Employees 2,600
Sales Force 530
Customer Service 250
Product Line Management 80
Operations 1,400
Products
24,000+
Suppliers
~1,400
Customers
~28,000
Source: Company Management; Company Filings as of September 30, 2017
EXHIBIT 99.1
11
Nexeo Proprietary Operating Platform Enables Growth
NPS
POI
SUPPLIER
Unparalleled level
of transparency
CUSTOMER
Robust, timely exchange
of information
OPERATIONS
Information enables efficient execution
COMMERCIAL
Real-time information
Pricing
Competitive intelligence
New projects and applications
Inventory/demand forecasting
Price management
Price administration
Competitive intelligence
Customer applications
Opportunity pipeline
Price analytics
Demand forecast
Advanced planning model
Opportunity pipeline
Delivery status
Relationship management
Order history
Built tools and integrated systems to create proprietary operating platform
Centralized model exchanges information in real-time
Highly scalable for customers, markets, regions and digital future
Management discipline around data and analytics drives effectiveness
Source: Company Management
EXHIBIT 99.1
12
Business Model Built for Market Share Growth
Strategy Objective
Go-To-Market
Commercial
Strategy
Sales Force
Effectiveness &
Optimization
Pricing &
Product Line
Management
Proprietary
Operating
Platform
Network
Planning
Disciplined sales process and analytics driving
performance culture. Digital marketing and sales
tools used to analyze customer experience and
fuel growth
Commercial teams aligned to customer buying
behavior and value drivers
• Commodity focused on winning with market
knowledge, speed and service
• Specialty focused on application-specific products
and leveraging end market technical expertise
Manage working capital efficiently with a
state of the art model to maintain global
enterprise working capital at 12-14% of
revenue
Build trust and transparency with supply
partners to gain 1-2% additional growth
through shifting supplier share to distribution
Best-in-class pricing capability with nexprice
maximizes value through market knowledge,
product knowledge and competitive intelligence
Execute pricing in real-time to maintain
spreads through various economic cycles
Our customers value on-time delivery and
reliability of supply. Our suppliers value accurate
forecasts to enhance production planning
Improve productivity and gross profit to
EBITDA conversion ratio with scalable
platform
Grow commodity volume better than GDP
and specialty volume at 2-3x the rate of
commodities
Data-driven decisions to manage the inherent
complexity of the distribution business. Enables
holistic real-time view of inventory, costs,
profitability and competitive intelligence
Source: Company Management
EXHIBIT 99.1
13
Positioned for Growth and Margin Expansion
Improved share of wallet; lower
rate of churn
Capitalize on supplier outsourcing
Commercial
Execution
Organic Growth
Margin Expansion
Growth Acceleration
Operational
Excellence and
Specialty Mix
Strategic
Acquisitions
Pricing focused on optimizing
contribution margin
Increasing specialty mix
Drive scale and continue
productivity initiatives
Expand suite of value added
services
Disciplined approach to bolt
on acquisitions
Drive synergies by leveraging
centralized platform
Deep Customer
& Supplier
Relationships
Extensive Product
Knowledge & End
Market Expertise
Global
High Density
Distribution
Network
Innovative
Technical Support
& Services
Brand & Scale
Nexeo’s Highly Achievable Growth Objectives are Supported by Sustainable Barriers to Entry
Source: Company Management
EXHIBIT 99.1
14
Chemicals at a Glance
Leading North American distributor commercially aligned to
customer buying behavior and value drivers, thereby optimizing
customer processes, deepening market expertise and
increasing profitability
North
America
98%
Asia
2%
CASE
13%
Energy
9%
Personal
Care
6%
Chemical
Manufacturing
7%
IM National
16%
IM Local
40%
Co-Pack
4%
Other
5%
Revenue: $1,667 million
Gross Profit: $ 206 million
Customers: ~14,200
Key
Stats
Product Market Segment Geography
FY2017 Revenue Mix
Source: Company Management; Company Filings as of September 30, 2017
Specialties
38%
Commodities
62%
EXHIBIT 99.1
15
Strong Chemicals Market Position
Specialty focused on application-specific products in
development phase
Disciplined approach to providing technical support to
shorten sales cycle and increase project pipeline
Commodity focused on winning with market
knowledge, speed and service
Disciplined approach to closing key targets and
gathering customer consumption data
Chemicals Industrial Chemicals Specialty
Sales
Key
Products
Alcohols
Hydrocarbons
Ketones
Glycols
Glycol ethers
Blends
Approach
Technical sales and value-added services are required
Key markets include: Coating, Adhesives, Sealants,
Elastomers (CASE), Personal Care, and Chemical
Manufacturing
Value-added services are modestly rewarded
Commercial teams aligned by geography
Scale advantages with suppliers
Customers
Suppliers
Product
Substitutes
Silicones
Surfactants
Resins
Utilize many partners
Network scale and feet on street valued
Ease of doing business
Easy to change
Little loyalty to brand or channel
Short sales cycle
Buy as needed driven by product supply availability
Price sensitive
Expect a quick sales quote and fast delivery options
High service expectations driven by availability of
product substitutes
Loyalty to product and brand in specified applications
High cost to switch, often qualifying products
Long sales cycle
Value-added services are critical
High cost to switch distributors as the list of smaller
customers serviced by 3rd party is not disclosed
Long project driven sales cycle
Extensive technical support required
Products are normally specified
Unique chemistry not easily duplicated
Innovation is one of few catalysts for product change
Polyurethanes
Silicas
Source: Company Management
EXHIBIT 99.1
16
Plastics at a Glance
Largest North American distributor in segment that produces
strong cash flow performance driven by low maintenance capex
and limited regulatory requirements
Product Market Segment Geography
FY2017 Revenue Mix
North America
64%
EMEA
26%
Asia
10%
Revenue: $1,842 million
Gross Profit: $ 167 million
Customers: ~11,700
Key
Stats
Source: Company Management; Company Filings as of September 30, 2017
PP
31%
PE
18%
ETP
48%
Other
3%
Automotive
21%
Medical &
Pharma
12%
Rigid
Packaging
8%
Industrial
6%
Electrical &
Electronics
6%
Sport & Leisure
4%
Other
44%
EXHIBIT 99.1
17
Global Plastics Business Operations
Global CoordinationBusiness Overview
AUTOMOTIVE HEALTHCARE
Plastics North America growth driven by key account
targets based on share data
Dedicated prospecting team focused on small and
medium customer growth
Sales
Key
Products
Polyolefins
Styrenics
Engineered Thermoplastics
Approach
Commercial teams aligned by geography and have
broad knowledge base
Anticipate changing regional markets
Capitalize on short-term product price disconnect
Customers
Suppliers
Substitutes
Maintain a best-in-class product offering by aligning with
global, market-leading suppliers
Support nearly every grade of prime thermoplastic resin
for blow molding, extrusion, injection molding and
rotational molding
Commodity products are easy to substitute
Engineered Thermoplastics are specified in applications
Service contract molders
Grow specialty through influencing material selection at
Original Equipment Manufacturers (OEMs)
Drive globalization by leveraging strategic
suppliers in key segments
Understand global changes to capacity and
demand drivers
Capitalize on industry trends including new
regulations, tool movement and aging population
Source: Company Management
SABIC IP
BASF ETP
LyondellBasell
ExxonMobil TPE/PE
Flint Hills
Braskem
Nova
INEOS Styrenics
Borealis
SABIC IP
BASF ETP
LyondellBasell
ExxonMobil
TPE/PE
Flint Hills
Braskem
Trinseo
DSM
Mitsubishi
Borealis
SABIC IP
BASF ETP
LyondellBasell
Sytrolution
EXHIBIT 99.1
18
Nexeo Unique Business Synergy
Asset leverage through both lines of businesses
North America operational network excess capacity of approximately 40-50%
Network is indifferent to flowing a pound of chemicals or plastics through the business
Both utilize the same back office support (accounting teams, IT systems, etc.) and operational
resources (warehouses, trucks, fork lifts, etc.)
Margin versus absolute gross profit dollar
Plastics gross profit margin is misleading for cash flow generation
Internal EBITDA margin estimates are approximately the same for both Chemicals and Plastics,
driven primarily by lower regulatory carrying costs associated with Plastics
Margin percentage accretive
Fewer gross profit dollars
Higher regulatory costs/exposure
Margin percentage dilutive
More gross profit dollars
Lower regulatory costs/exposure
Scenario I Scenario II
Source: Company Management
Acetone
Price per pound $0.55
Margin 15%
Gross profit per pound $0.08
SG&A ($0.03)
Cash flow per pound $0.05
Polycarbonate
Price per pound $2.25
Margin 8%
Gross profit per pound $0.18
SG&A ($0.07)
Cash flow per pound $0.11
EXHIBIT 99.1
19
Robust Growth Potential from Acquisitions
Approach
Focused on acquisitions to accelerate growth
and expand specialty mix
Capture cost and market synergies
Multiple accretion in the short-term
Prefer proprietary pursuit versus auctions
Increases confidence for cultural alignment
and drives synergy execution success
Criteria
Target attributes:
Scalable synergies, specialty expansions
and extensions of business lines our
existing suppliers serve
Largely in regions with existing operations
Increased geographic reach and
penetration
Enhanced product offering, technical
expertise and value-added services
The Right-Deal, at the Right-Time and at the Right-Price
Ultra Chem Company Overview
High growth specialty chemical distribution
business
Market leading position in specialty chemicals
within their region
Strong position with key suppliers and evidence
of distribution success provide confidence in
long-term growth
Strategic Attractiveness
Attractive purchase multiple well below recent
specialty comparable transactions
Accretive to Nexeo margin with current EBITDA
margins in the double digits
Complementary product portfolio
Entrance into targeted end markets
Regional and high-growth sector opportunity
Source: Company Management
EXHIBIT 99.1
$3,686
$4,101
$4,515
$3,949
$3,406
$3,637
$3,772
FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 TTM
12/31/17
20
Established Growth Track Record
Sales Adjusted EBITDA* and % Margin (1)Gross Profit and % Profit
Financial Performance
Accelerating Growth and Profitability with Significant Upside
Shedding of low margin customers
Decline in petro-linked pricing
($ in millions)
$330
$358
$402 $408
$380
$398
$421
9.0% 8.7% 8.9%
10.3%
11.2% 10.9% 11.2%
FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 TTM
12/31/17Gross Profit Gross Profit %
$122
$150 $152
$177 $174
$185
$195
3.3%
3.7%
3.4%
4.5%
5.1% 5.1% 5.2%
FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 TTM
12/31/17
Adjusted EBITDA* Adjusted EBITDA* %
Source: Company Management; Company Filings; Bloomberg
*Non-GAAP financial measures; See appendix slides for reconciliation to the most comparable GAAP financial measure
(1) Margin defined as adjusted EBITDA* / Sales
EXHIBIT 99.1
21
Cash Generation & Capital Deployment
Net Debt
Working Capital (4)Capex (3)
Free Cash Flow
Source: Company Management; Company Filings; Bloomberg
*Non-GAAP financial measures; See appendix slides for reconciliation to the most comparable GAAP financial measure
(1) Free Cash Flow (FCF) defined as Net cash provided by operating activities from continuing operations – Capex, net of proceeds from asset disposal
(2) Cash Conversion defined as (FCF - Capex net of proceeds from asset disposal) / adjusted EBITDA*
(3) Capital expenditures excluding acquisitions and net of proceeds from asset disposal
(4) Working capital defined as Accounts Receivable + Inventory – Accounts Payable
Strong and consistent cash flow
generation
Well-invested and asset-lite business
model with minimal future capex
requirements
Proven deleveraging track record
Modest working capital requirements
and disciplined policies support high
free cash generation
Capital Allocation Priorities
Debt reduction
Reinvest in the business to accelerate
organic growth and enhance
operational initiatives to drive scale
Strategic acquisitions with focus on
specialty mix and scalable synergies
$799
$766
$791
4.5x 4.4x 4.3x
FY2015 FY2016 FY2017
Net Debt Net Leverage
$123
$53
$60
70%
31% 32%
FY2015 FY2016 FY2017
FCF(1) Cash Conversion(2)
$32
$19 $19
0.8%
0.6% 0.5%
FY2015 FY2016 FY2017
Capex Capex as % Net Sales
$507
$465
$529
12.8% 13.6% 14.5%
FY2015 FY2016 FY2017
WC WC as % Net Sales
EXHIBIT 99.1
22
Attractive Valuation and Growth Characteristics
Growth Cash FlowEfficiency
Valuation
9.1x
11.2x 11.2x
6.8%
-2.6%
5.6%
Advantageous entry point compared to
peer valuation multiples
Favorable growth, efficiency and cash flow
performance to peers
Consistent operating margin improvement
Minimal currency translation impacts
Strong historical and future growth potential
Enterprise Value / 2017A Adjusted EBITDA*
Source: Company and Competitor Filings; Bloomberg
Note: Financials calendarized for a fiscal year ending September 30; Market data as of 02/13/2018
*Non-GAAP financial measures; See appendix slides for reconciliation to the most comparable GAAP financial measure
(1) Conversion ratio defined as adjusted EBITDA* / gross profit
(2) Free Cash Flow (FCF) Yield defined as (Net cash provided by operating activities from continuing operations - Capex net of proceeds from asset disposal) divided by market cap
Adjusted EBITDA* CAGR 2014A-2017A 2017A Conversion Ratio (1) 2017A FCF Yield (2)
46.3%
33.2% 33.7%
7.3%
4.7%
3.4%
Nexeo Competitor 1 Competitor 2
Nexeo Competitor 1 Competitor 2 Nexeo Competitor 1 Competitor 2
Nexeo Competitor 1 Competitor 2
EXHIBIT 99.1
23
Medium Term Outlook and Conclusion
Attractive Industry Growth
Characteristics
Proprietary Operating
Platform Ideal for
Consolidation
Productivity and
Margin
Enhancements
Demonstrated
Differential Growth
Proven Management
Team
1
2
3
4
5
Organic growth compounded in adjusted
EBITDA* of 6-8%
– Grow commodity volumes better than GDP
– Grow specialty volumes two to three times
the rate of commodities
– Unique organic supplier growth of 1-2%
– Growth supplemented by 2-3% additional
EBITDA from bolt-on M&A
Adjusted EBITDA* margin expansion of
50-100 bps to 6%
– Increased specialty mix
– Productivity
– Scale
Conversion ratio of gross profit to
adjusted EBITDA* expansion to 45-47%
Net leverage ratio 3-4x
Source: Company Management
*Non-GAAP financial measures; See appendix slides for reconciliation to the most comparable GAAP financial measure
(1) Adjusted EBITDA* Margin defined as adjusted EBITDA* / Revenue
(2) Conversion ratio defined as adjusted EBITDA* / gross profit
(3) Net Leverage defined as Net Debt / adjusted EBITDA*
EXHIBIT 99.1
EXHIBIT 99.1
Capital Structure Summary
25
Shares Used For
Basic and Fully Diluted EPS Calculation
Share
Count
Basic - Average Common Shares Outstanding 76.8 million
Diluted - Average Common Shares Outstanding 77.1 million
Shares Excluded From
Basic and Fully Diluted EPS Calculation
Share
Count
Founder Shares (1) 12.5 million
Warrants (2) 5.8 million*
Excess Shares (3) (Deferred Cash Consideration) 5.2 million
Note: For a complete description of the Founder Shares, Warrants and Deferred Cash Consideration, see the Company’s (i) Final prospectus related to the Registration Statement on
Form S-3/A filed on 08/30/16, (ii) Current Report on Form 8-K filed with the SEC on 06/15/16, and (iii) Current Report on Form 8-K filed with the SEC on 03/22/16
(1) Founder Shares Vesting and Forfeiture: The Founder Shares vest as follows: (i) 50% of the Founder Shares vest on the first day that the last sale price of the Company’s Common
Stock equals or exceeds $12.50 per share for any 20 trading days within any 30 trading day period; and (ii) the remaining 50% of the Founder Shares vest on the first day that the last
sale price of the Company’s common stock equals or exceeds $15.00 per share for any 20 trading days within any 30 trading day period; If none of the above vesting requirements are
met, the Founder Shares will be forfeited on 06/09/26
(2) Warrants: 50,025,000 warrants are outstanding and have an exercise price of $5.75 per half share of common stock (25,012,500 shares of common stock issuable); Warrants expire
06/09/21
(3) Excess Shares: Deferred Cash Consideration due to TPG and its affiliates in connection with the Business Combination. Triggering events for payment are earlier of (i) date when
volume weighted average trading price of the Company’s common stock exceeds $15.00 per share for any 20 trading days in any 30 trading day period or (ii) June 30, 2021. The
Company may satisfy payment of the Deferred Cash Consideration with existing cash funds or the issuance of common shares. The amount is calculated at the time of payment as the
prevailing price of the Company’s common stock multiplied by the number of Excess Shares
*Assumes cashless exercise and stock price of $15.00 per share; Full cash exercise would require $288 million from warrant holders
EXHIBIT 99.1
First Quarter Fiscal Year 2018 - Business Update
26
Revenue growth of 17%, driven by strong
price execution and specialty growth
First fiscal quarter net income of $27 million,
or $0.34 per diluted share
Adjusted* net income of $11 million, or $0.14
per diluted share, excluding net positive impact
to contingent consideration
Internal operational excellence metrics
indicate solid momentum across the business
New customer activations
Customer churn reduction
Private fleet utilization
On-time delivery rates
Nine new specialty supplier authorizations
fiscal year to date
Differentiated business model drives
success in specialty growth
$33.8
$44.2
Q1-FY17 Q1-FY18
*Non-GAAP financial measure; See appendix slides for reconciliation to the most comparable GAAP financial measure
Adjusted* EBITDA Growth
Year-Over-Year
$168.4
$195.0
TTM Ending
12/31/2016
TTM Ending
12/31/2017
($ in millions, Unaudited)
J
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Chemicals Plastics
+16%
Cumulative Supplier Authorizations
+31%
8
15
23 announcements made since January 2016
EXHIBIT 99.1
Fiscal First Quarter 2018 Highlights
27
($ in millions) Three Months
Ended
Dec-31-2017
Three Months
Ended
Dec-31-2016
Variance
YoY
1Q-FY18 1Q-FY17
Sales and operating revenues $ 929.6 $ 794.8 17.0%
Gross profit 106.9 84.4 26.7%
Gross profit margin 11.5% 10.6% +90 bps
Consolidated
Consolidated
Volume increased 4%
Average selling prices up 13%
Chemicals
Volume increased 7%
Average selling prices up 15%
Plastics
Volume flat
Average selling prices up 12%
($ in millions) Three Months
Ended
Dec-31-2017
Three Months
Ended
Dec-31-2016
Variance
YoY
1Q-FY18 1Q-FY17
Sales and operating revenues $ 431.9 $ 352.4 22.6%
Gross profit 58.4 42.7 36.8%
Gross profit margin 13.5% 12.1% +140 bps
Chemicals
($ in millions) Three Months
Ended
Dec-31-2017
Three Months
Ended
Dec-31-2016
Variance
YoY
1Q-FY18 1Q-FY17
Sales and operating revenues $ 462.2 $ 412.5 12.0%
Gross profit 41.9 36.0 16.4%
Gross profit margin 9.1% 8.7% +40 bps
Plastics
EXHIBIT 99.1
Fiscal First Quarter 2018 Consolidated Results
28
*Non-GAAP financial measure; See appendix slides for reconciliation to the most comparable GAAP financial measure
**Non-GAAP financial measure; Calculated as adjusted EBITDA divided by gross profit
($ in millions) Three Months Ended
Dec-31-2017
Three Months Ended
Dec-31-2016 Variance YoY
1Q-FY18 1Q-FY17 $ %
Sales and operating revenues $ 929.6 $ 794.8 $ 134.8 17.0%
Cost of sales and operating expenses 822.7 710.4 112.3 15.8%
Gross profit 106.9 84.4 22.5 26.7%
SG&A 84.8 74.5 10.3 13.8%
Transaction related costs 0.1 0.8 (0.7) (87.5)%
Change in FV of contingent consideration obligation (18.6) 10.6 (29.2) (275.5)%
Operating income (loss) 40.6 (1.5) 42.1 2,806.7%
Other income 0.1 2.4 (2.3) (95.8)%
Interest expense, net (12.9) (11.9) (1.0) (8.4)%
Income (loss) before income taxes 27.8 (11.0) 38.8 352.7%
Income tax expense (benefit) 1.3 (2.7) 4.0 148.1%
Net income (loss) $ 26.5 $ (8.3) $ 34.8 419.3%
Adjusted* EBITDA $ 44.2 $ 33.8 $ 10.4 30.8%
Adjusted* EBITDA % of sales 4.8% 4.3% +50 bps
Conversion Ratio** 41.3% 40.0% +130 bps
EXHIBIT 99.1
$798.1 $791.2
$859.6
Q1-FY17 Q4-FY17 Q1-FY18
Key Balance Sheet Metrics
29
(1) Total debt and Net Debt include unamortized debt issuance costs in accordance with the adoption of ASU No. 2015-03 and ASU No. 2015-15
(2) Net Debt is a non-GAAP financial measure and is defined as long-term debt and capital lease obligations, net of discount and deferred financing costs, plus short-term borrowings and current
portion of long-term debt and capital lease obligations less cash and cash equivalents; See appendix slides for a reconciliation of Net Debt to the most comparable GAAP financial measure
(3) Leverage is calculated as Net Debt divided by adjusted EBITDA from continuing operations; See appendix slides for a reconciliation of Net Debt and adjusted EBITDA to the most comparable
GAAP financial measure
(4) Working capital is calculated as accounts receivable plus inventory less accounts payable
Working Capital (4)Net Debt (1)(2)
CashTotal Debt (1)
($ in millions)
4.4x4.3x4.7xLeverage (3)
$831.4 $845.1
$901.0
Q1-FY17 Q4-FY17 Q1-FY18
$33.3
$53.9
$41.4
Q1-FY17 Q4-FY17 Q1-FY18
14.0% 14.5%
16.0%
$473.8
$528.7
$604.1
Q1-FY17 Q4-FY17 Q1-FY18
Working Capital Working Capital % TTM Sales
EXHIBIT 99.1
Fiscal First Quarter 2018 Financial Results
30
*Non-GAAP financial measure; See appendix slides for reconciliation to the most comparable GAAP financial measure
**Non-GAAP financial measure; Calculated as adjusted EBITDA divided by gross profit
In millions (except per share data) Three Months Ended
Dec-31-2017
Three Months Ended
Dec-31-2016
1Q-FY18 1Q-FY17 $ %
Sales and operating revenues
Chemicals 431.9$ 352.4$ 79.5 22.6 %
Plastics 462.2 412.5 49.7 12.0 %
Other 35.5 29.9 5.6 18.7 %
Total sales and operating revenues 929.6 794.8 134.8 17.0 %
Gross profit
Chemicals 58.4 42.7 15.7 36.8 %
Margin 13.5% 12.1%
Plastics 41.9 36.0 5.9 16.4 %
Margin 9.1% 8.7%
Other 6.6 5.7 0.9 15.8 %
Total gross profit 106.9 84.4 22.5 26.7 %
Total gross profit margin 11.5% 10.6%
SG&A 84.8 74.5 10.3 13.8 %
Transaction related costs 0.1 0.8 (0.7) (87.5)%
Change in fair value related to contingent consideration (18.6) 10.6 (29.2) (275.5)%
Operating income (loss) 40.6 (1.5) 42.1 2806.7 %
Other income 0.1 2.4 (2.3) (95.8)%
Interest expense, net (12.9) (11.9) (1.0) (8.4)%
Income (loss) before income taxes 27.8 (11.0) 38.8 352.7 %
Income tax expense (benefit) 1.3 (2.7) 4.0 148.1 %
Net income (loss) attributable to Nexeo Solutions, Inc. 26.5$ (8.3)$ 34.8$ 419.3 %
Net income (loss) per share
Basic 0.35$ (0.11)$
Diluted 0.34$ (0.11)$
Adjusted* net income 10.6$ 0.0$ 10.6$ NA
Adjusted* net income (loss) per share
Basic 0.14$ 0.00$
Diluted 0.14$ 0.00$
Adjusted* EBITDA 44.2$ 33.8$ 10.4$ 30.8 %
Adjusted* EBITDA % of sales 4.8% 4.3%
Conversion Ratio** 41.3% 40.0%
Variance
YoY
140 bps
40 bps
90 bps
50 bps
130 bps
EXHIBIT 99.1
31
Fiscal Year 2017 Financials
(1) The fiscal year ended September 30, 2016 includes 114 days of the acquired business’ operating activities as a result of the consummation of the Business Combination on June 9, 2016
(2) FY 2017 includes $4.9 million of additional depreciation expense related to the business combination compared to the prior year
(3) FY 2017 includes $1.9 million of additional depreciation expense related to the business combination compared to the prior year
(4) FY 2017 includes $7.2 million of additional depreciation and amortization expense related to the business combination compared to the prior year and the Ultra Chem acquisition
*Non‐GAAP financial measure; See appendix slides for reconciliation to the most comparable GAAP financial measure
**Non‐GAAP financial measure; Calculated as adjusted EBITDA divided by gross profit
In millions (except per share data) Successor Successor Combined
Fiscal Year
Ended
Sep-30-2017
Fiscal Year
Ended
Sep-30-2016(1)
Oct-01-2015
through
Jun-08-2016
Fiscal Year
Ended
Sep-30-2016
FY 2017 FY 2016 FY 2016 FY 2016 Difference % Change
Sales and operating revenues
Chemicals 1,667.2$ 478.1$ 1,066.4$ 1,544.5$ 122.7$ 7.9 %
Plastics 1,841.7 546.7 1,192.2 1,738.9 102.8 5.9 %
Other 128.0 40.9 81.5 122.4 5.6 4.6 %
Total sales and operating revenues 3,636.9 1,065.7 2,340.1 3,405.8 231.1 6.8 %
Gross profit
Chemicals (2) 205.6 55.7 136.2 191.9 13.7 7.1 %
Margin 12.3% 11.7% 12.8% 12.4%
Plastics (3) 167.2 43.6 117.6 161.2 6.0 3.7 %
Margin 9.1% 8.0% 9.9% 9.3%
Other 25.6 9.1 18.1 27.2 (1.6) (5.9)%
Total gross profit 398.4 108.4 271.9 380.3 18.1 4.8 %
Total gross profit margin 11.0% 10.2% 11.6% 11.2%
SG&A (4) 312.9 91.7 208.9 300.6 12.3 4.1 %
Transaction related costs 1.9 21.3 33.4 54.7 (52.8) (96.5)%
Change in fair value related to contingent consideration 16.2 (11.2) - (11.2) 27.4 244.6 %
Operating income 67.4 6.6 29.6 36.2 31.2 86.2 %
Other income 8.3 0.5 2.9
Interest expense, net (50.8) (14.3) (42.2)
Net income (loss) from continuing operations before income taxes 24.9 (7.2) (9.7)
Income tax expense (benefit) 10.5 1.2 4.2
Net income (loss) from continuing operations 14.4 (8.4) (13.9)
Net income from discontinued operations, net of tax - - 0.1
Net income (loss) Attributed to Nexeo Solutions, Inc. 14.4$ (8.4)$ (13.8)$
Net income (loss) per share available to common stockholders
Basic 0.19$ (0.24)$
Diluted 0.19$ (0.24)$
Adjusted EBITDA* 184.6$ 60.9$ 112.8$ 173.7$ 10.9$ 6.3 %
Adjusted EBITDA* % of sales 5.1% 5.7% 5.1%
Conversion Ratio** 46.3% 56.2% 45.7% 60 bps
(10) bps
(20) bps
(20) bps
0 bps
41.5%
Predecessor
4.8%
Variance
YoY
EXHIBIT 99.1
32
Non-GAAP Reconciliation
Nexeo Solutions, Inc. and Subsidiaries
Adjusted Net Income Reconciliation
Q1-FY17 Q2-FY17 Q3-FY17 Q4-FY17 Q1-FY18
Amount
Per
Share* Amount
Per
Share* Amount
Per
Share* Amount
Per
Share* Amount
Per
Share*
Net income (loss) $ (8.3) $ (0.11) $ (1.1) $ (0.01) $ 10.2 $ 0.13 $ 13.6 $ 0.18 $ 26.5 $ 0.34
Change in fair value of contingent
consideration obligation
10.6 0.14 10.0 0.13 (0.8) (0.01) (3.6) (0.05) (18.6) (0.24)
Tax impact of change in fair value of
contingent consideration obligation
(2.3) (0.03) (2.1) (0.03) 0.2 0.00 0.8 0.01 2.7 0.04
Adjusted net income $ 0.0 $ 0.00 $ 6.8 $ 0.09 $ 9.6 $ 0.12 $ 10.8 $ 0.14 $ 10.6 $ 0.14
($ in millions except per share data, Unaudited)
* Per share amounts based on basic shares for Q1-FY17 and Q2-FY17 and diluted shares for Q3-FY17, Q4-FY17 and Q1-FY18
EXHIBIT 99.1
33
Non-GAAP Reconciliation (continued)
(1) See Non-GAAP Reconciliation: Last Twelve Months Ending - Other Operating Expenses, Net.
Nexeo Solutions, Inc. and Subsidiaries
LTM Adjusted EBITDA Reconciliation
($ in millions, Unaudited)
09/30/2012 09/30/2013 09/30/2014 09/30/2015 09/30/2016 09/30/2017 12/31/2017
Net income (loss) $ (18.9) $ (6.3) $ 4.9 $ 20.4 $ (22.2) $ 14.4 $ 49.2
Net loss attributable to noncontrolling interest - 1.7 1.3 - - - -
Net (income) loss from discontinued operations - - (18.4) 0.8 (0.1) - -
Interest expense, net 45.0 57.7 63.6 64.7 56.5 50.8 51.8
Income tax expense 1.0 4.7 7.3 3.9 5.4 10.5 14.5
Depreciation and amortization 39.4 38.7 53.4 52.6 58.3 73.1 75.8
Other operating expenses, net (1) 55.6 53.6 39.6 34.1 75.8 35.8 3.7
Adjusted EBITDA from continuing operations $ 122.1 $ 150.1 $ 151.7 $ 176.5 $ 173.7 $ 184.6 $ 195.0
Last Twelve Months Ending
EXHIBIT 99.1
34
Non-GAAP Reconciliation (continued)
Nexeo Solutions, Inc. and Subsidiaries
LTM Other Operating Expenses, Net
($ in millions, Unaudited)
09/30/2012 09/30/2013 09/30/2014 09/30/2015 09/30/2016 09/30/2017 12/31/2017
Management add-backs (1) $ 30.8 $ 29.1 $ 22.4 $ 16.2 $ 8.9 $ 10.6 $ 9.4
Change in FV of contingent consideration obligations - - - - (11.2) 16.2 (13.0)
FY 2015 special one-time compensation incentives (2) - - - 8.9 - - -
Foreign exchange (gains) losses, net (3) 0.6 1.3 1.2 2.2 2.6 0.6 (0.7)
Management fees (4) 7.0 5.5 5.1 4.7 2.2 - -
Letter of credit fees not included in interest expense 0.8 - - - - - -
Compensation expense related to management equity plan (non-cash) 1.8 1.4 1.0 1.2 2.2 5.5 5.8
Gain on sale of Franklin Park facility - - - - 2.6 - -
Inventory step up - - - - 13.8 1.0 1.0
LIFO average cost accounting principle change (5) 5.5 - - - - - -
Transitional pension and medical payments – Ashland employees (6) 0.6 - - - - - -
Transaction and other transaction related items (7) 8.5 16.3 9.9 0.9 54.7 1.9 1.2
Other operating expenses, net $ 55.6 $ 53.6 $ 39.6 $ 34.1 $ 75.8 $ 35.8 $ 3.7
(1) One-time management adjustments associated with integration, restructuring, transformational activities and asset impairments
(2) Special one-time compensation incentive approved by the Compensation Committee for fiscal year 2015 performance
(3) Includes the impact of net realized and unrealized foreign exchange gains and losses related to transactions in currencies other than the functional currency of the respective legal entity for the purpose of
evaluating company performance and facilitate more meaningful comparisons of performance to other fiscal periods
(4) Management, monitoring, consulting, reimbursable fees and leverage fees, per the agreement with TPG Capital, L.P.; In connection with the business combination, this agreement was terminated
(5) Cumulative adjustment for LIFO to average cost inventory accounting method change
(6) Transitional pension and medical payments owed to certain Ashland employees pursuant to the Agreement of Purchase and Sale, dated November 5, 2010 by and between Ashland and Nexeo Solutions,
LLC (formerly TPG Accolade, LLC), as amended
(7) Includes professional and transaction costs related to acquisitions, potential acquisitions and other business combination related items
Last Twelve Months Ending
EXHIBIT 99.1
35
Non-GAAP Reconciliation (continued)
Nexeo Solutions, Inc. and Subsidiaries
Net Debt Reconciliation
($ in millions, Unaudited)
Q4-FY13 Q4-FY14 Q4-FY15 Q4-FY16 Q4-FY17 Q1-FY18
Long-term debt and capital lease obligations, less
current portion, net
$ 638.9 $ 905.0 $ 854.4 $ 765.6 $ 794.0 $ 852.6
Short-term borrowings and current portion of long-
term debt and capital lease obligations
57.0 54.4 72.4 47.7 51.1 48.4
Total Debt 695.9 959.4 926.8 813.3 845.1 901.0
Cash and cash equivalents (74.6) (88.2) (127.7) (47.5) (53.9) (41.4)
Net Debt $ 621.3 $ 871.2 $ 799.1 $ 765.8 $ 791.2 $ 859.6
Predecessor Successor
EXHIBIT 99.1
INVESTOR RELATIONS
Tel: +1.281.297.0856
E-mail: Investor.Relations@nexeosolutions.com
EXHIBIT 99.1