UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

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FORM 8-K

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CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported):  May 1, 2018

ASHLAND GLOBAL HOLDINGS INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation) 

 

 

50 E. RiverCenter Boulevard

Covington, Kentucky 41011

Registrant’s telephone number, including area code (859) 815-3333

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

 

 

 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company   [  ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [  ]

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Item 2.02.  Results of Operations and Financial Condition

 

On May 1, 2018, Ashland Global Holdings Inc. (“Ashland”) announced preliminary second quarter results, which are discussed in more detail in the news release (the “News Release”) attached to this Current Report on Form 8-K (“Form 8-K”) as Exhibit 99.1, which is incorporated herein by reference into this Item 2.02.

 

Item 7.01.  Regulation FD Disclosure

 

On May 1, 2018, Ashland will make available the News Release and a slide presentation on the “Investor Center” section of Ashland’s website located at http://investor.ashland.com.  A copy of the slide presentation is attached to this Form 8-K as Exhibit 99.2, and is incorporated herein by reference solely for purposes of this Item 7.01 disclosure.

 

Item 9.01.  Financial Statements and Exhibits

 

 In connection with the disclosures set forth in Items 2.02 and 7.01 above, the information in this Form 8-K, including the exhibits attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in this Form 8-K, including the exhibits, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing. This Form 8-K will not be deemed an admission as to the materiality of any information in this Form 8-K that is required to be disclosed solely by Regulation FD.

 

 

 

 

 

 

 

 

 

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SIGNATURES

 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3

 

Exhibit 99.1

News Release

 

 

 

Ashland reports preliminary financial results for second quarter of fiscal 2018 that exceed previous guidance and raises earnings outlook for the year

 

COVINGTON, KENTUCKY, May 1, 2018 – Ashland Global Holdings Inc. (NYSE: ASH), a premier global specialty chemicals company serving customers in a wide range of consumer and industrial markets, today announced preliminary⁽¹⁾ financial results for the second quarter of fiscal 2018:

 

 

“All three operating segments generated robust growth in sales and adjusted EBITDA,” said William A. Wulfsohn, Ashland chairman and chief executive officer. “Our Specialty Ingredients team succeeded in growing overall sales by 19 percent, including 5 percent organic growth from strong volumes, improved product mix and continued pricing actions. All end markets improved, with pharma leading the way with a 17 percent sales increase, driven largely by increased capacity from our asset utilization initiatives. In addition, Pharmachem results improved sequentially, as expected, and made a strong contribution in the quarter. Together, this broad-based growth contributed to a 20 percent increase in adjusted EBITDA, to $153 million, and a 40-basis-point increase in adjusted EBITDA margin, to 23.7 percent, within the segment. Meanwhile, the Composites team continued to deliver strong sales and earnings growth from volume/mix improvements, pricing discipline and contributions from the plant in France acquired last year. Within Intermediates and Solvents, the team delivered an 18 percent increase in sales through strong pricing and favorable currency.”

 

He continued: “The Ashland team is generating broad-based sales and earnings momentum as we enter the second half of the fiscal year, with all three of our operating segments on track to meet or exceed their original financial targets for the year. As a result, we have increased our outlook for the year and now expect adjusted earnings per share in the range of $3.30 to $3.50 in fiscal 2018, which would represent growth of 35-45 percent compared to the previous year. This momentum is being driven by specific actions to sustain and grow Ashland’s premium mix, such as through new market strategies and successful product introductions that reinforce our brand promise of ‘always solving’ for our customers. We have also taken action to enhance our competitiveness by focusing on improved asset utilization, value selling and cost management. We have made important progress in many of these areas, as evident in our financial results in the first half of the year, but there is more work to be done. We expect these initiatives to gain greater traction beginning in the third quarter and continuing thereafter.”

 

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Today Ashland also announced a program to eliminate a total of $120 million of existing corporate and Specialty Ingredients SG&A expenses, along with facility-related costs. Under this program:

 

“As we work to position Ashland with a more streamlined portfolio focused on specialty ingredients, we are also taking the opportunity to create a leaner, more competitive cost structure. Under this program, we will be taking action to drive fundamental change across our global organization and redefine how our teams work together. We believe these actions will speed decision making, improve operating efficiency and drive a more customer-centric organization while lowering costs. We expect to achieve the full run-rate savings by end of calendar year 2019, leading to improved margins that should generate enhanced value for shareholders,” Wulfsohn said.  

 

Reportable Segment Performance and Outlook

To aid in the understanding of Ashland’s ongoing business performance, the results of Ashland’s reportable segments are described below on an adjusted basis. In addition, EBITDA, or adjusted EBITDA, is reconciled to operating income in Table 5 of this news release.  In addition, free cash flow is reconciled in Table 7 and adjusted earnings per share is reconciled in Table 8 of this news release. (For a more detailed review of the segment results, please refer to the Investor Relations section of ashland.com to review the slides filed with the Securities and Exchange Commission in conjunction with this earnings release.) These adjusted results are considered non-GAAP financial measures.  For a full description of the non-GAAP financial measures used, see the “use of Non-GAAP measures” section that further describes these adjustments on page 4.

 

Specialty Ingredients

 

Composites

 

Intermediates & Solvents

 

Balance Sheet and Cash Flow

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Outlook

Ashland today raised its adjusted earnings guidance for fiscal 2018 to a range of $3.30 - $3.50 per share based on strengthening outlooks for each of its operating segments. The company also reiterated its outlook for more than $220 million in free cash flow in fiscal 2018. Please see the table below for additional details related to the company’s fiscal 2018 financial outlook.  

 

Although Ashland provides forward-looking guidance for adjusted EBITDA, free cash flow and adjusted diluted earnings per share, Ashland is not reaffirming or providing forward-looking guidance for U.S. GAAP-reported financial measures or a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure. Such reconciliations have not been included because Ashland is unable, without unreasonable efforts, to estimate and quantify the most directly comparable U.S. GAAP components, largely because predicting our future operating results is subject to many factors not in Ashland’s control and not readily predictable and that are not part of Ashland’s routine operating activities, including various domestic and international economic, political, legislative, regulatory and legal factors.

 

 

For the third quarter of fiscal 2018, Ashland expects adjusted earnings in the range of $0.95-$1.05 per diluted share, compared to $0.83 in the prior-year period. This estimate assumes an effective tax rate of 17 percent for the third quarter.

 

For additional information on Ashland’s second-quarter financial results, please see the slide presentation accompanying this news release.  

 

Conference Call Webcast

Ashland will host a live webcast of its second-quarter conference call with securities analysts at 9 a.m. EDT Wednesday, May 2, 2018. The webcast will be accessible through Ashland’s website at http://investor.ashland.com. Following the live event, an archived version of the webcast and supporting materials will be available for 12 months.

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Use of Non-GAAP Measures

Ashland believes that by removing the impact of depreciation and amortization and excluding certain non-cash charges, amounts spent on interest and taxes and certain other charges that are highly variable from year to year, EBITDA and Adjusted EBITDA provide Ashland’s investors with performance measures that reflect the impact to operations from trends in changes in sales, margin and operating expenses, providing a perspective not immediately apparent from net income and operating income. The adjustments Ashland makes to derive the non-GAAP measures of EBITDA and Adjusted EBITDA exclude items which may cause short-term fluctuations in net income and operating income and which Ashland does not consider to be the fundamental attributes or primary drivers of its business. EBITDA and Adjusted EBITDA provide disclosure on the same basis as that used by Ashland’s management to evaluate financial performance on a consolidated and reportable segment basis and provide consistency in our financial reporting, facilitate internal and external comparisons of Ashland’s historical operating performance and its business units and provide continuity to investors for comparability purposes.

 

Key items are defined as financial effects from significant transactions that, either by their nature or amount, have caused short-term fluctuations in net income and/or operating income which Ashland does not consider to most accurately reflect Ashland’s underlying business performance and trends.  Further, Ashland believes that providing supplemental information that excludes the financial effects of these items in the financial results will enhance the investor’s ability to compare financial performance between reporting periods.

 

Tax-specific key items are defined as financial transactions, tax law changes or other matters that fall within the definition of key items as described above.  These items relate solely to tax matters and would only be recorded within the income tax caption of the Statement of Consolidated Income.  As with all key items, due to their nature, Ashland does not consider the financial effects of these tax-specific key items on net income to be the most accurate reflection of Ashland’s underlying business performance and trends.

 

The free cash flow metric enables Ashland to provide a better indication of the ongoing cash being generated that is ultimately available for both debt and equity holders as well as other investment opportunities. Unlike cash flow provided by operating activities, free cash flow includes the impact of capital expenditures from continuing operations, providing a more complete picture of cash generation. Free cash flow has certain limitations, including that it does not reflect adjustment for certain non-discretionary cash flows such as mandatory debt repayments. The amount of mandatory versus discretionary expenditures can vary significantly between periods.

 

Adjusted diluted earnings per share is a performance measure used by Ashland and is defined by Ashland as earnings (loss) from continuing operations, adjusted for identified key items and divided by the number of outstanding diluted shares of common stock.  Ashland believes this measure provides investors additional insights into operational performance by providing the diluted earnings per share metric that excludes the effect of the identified key items and tax specific key items.

 

About Ashland 
Ashland Global Holdings Inc. (NYSE: ASH) is a premier global specialty chemicals company serving customers in a wide range of consumer and industrial markets, including adhesives, architectural coatings, automotive, construction, energy, food and beverage, personal care and pharmaceutical. At Ashland, we are approximately 6,500 passionate, tenacious solvers – from renowned scientists and research chemists to talented engineers and plant operators – who thrive on developing practical, innovative and elegant solutions to complex problems for customers in more than 100 countries. Visit ashland.com to learn more.  

 

C-ASH

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Forward-Looking Statements

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Ashland has identified some of these forward-looking statements with words such as “anticipates,” “believes,” “expects,” “estimates,” “is likely,” “predicts,” “projects,” “forecasts,” “objectives,” “may,” “will,” “should,” “plans” and “intends” and the negative of these words or other comparable terminology. Ashland may from time to time make forward-looking statements in its annual reports, quarterly reports and other filings with the SEC, news releases and other written and oral communications. These forward-looking statements are based on Ashland’s expectations and assumptions, as of the date such statements are made, regarding Ashland’s future operating performance and financial condition, as well as the economy and other future events or circumstances. Ashland’s expectations and assumptions include, without limitation, internal forecasts and analyses of current and future market conditions and trends, management plans and strategies, operating efficiencies and economic conditions (such as prices, supply and demand, cost of raw materials, and the ability to recover raw-material cost increases through price increases), and risks and uncertainties associated with the following: the program to eliminate certain existing corporate and Specialty Ingredients expenses (including the possibility that such cost eliminations may not occur or may take longer to implement than anticipated), the expected divestiture of its Composites segment and for the  butanediol (BDO) manufacturing facility in Marl, Germany, and related merchant Intermediates and Solvents (I&S) products (including, in each case, the possibility that a transaction may not occur or that, if a transaction does occur, Ashland may not realize the anticipated benefits from such transaction), the impact of acquisitions and/or divestitures Ashland has made or may make, including the acquisition of Pharmachem (including the possibility that Ashland may not realize the anticipated benefits from such transactions); Ashland’s substantial indebtedness (including the possibility that such indebtedness and related restrictive covenants may adversely affect Ashland’s future cash flows, results of operations, financial condition and its ability to repay debt); Ashland’s ability to generate sufficient cash to finance its stock repurchase plans; the potential that Ashland does not realize all of the expected benefits of the separation of its Valvoline business; the potential that the Tax Cuts and Jobs Act enacted on December 22, 2017, will have a negative impact on Ashland’s financial results; and severe weather, natural disasters, cyber events and legal proceedings and claims (including product recalls, environmental and asbestos matters). Various risks and uncertainties may cause actual results to differ materially from those stated, projected or implied by any forward-looking statements, including, without limitation, risks and uncertainties affecting Ashland that are described in Ashland’s most recent Form 10-K (including Item 1A Risk Factors) filed with the SEC, which is available on Ashland’s website at http://investor.ashland.com or on the SEC’s website at http://www.sec.gov. Ashland believes its expectations and assumptions are reasonable, but there can be no assurance that the expectations reflected herein will be achieved. Unless legally required, Ashland undertakes no obligation to update any forward-looking statements made in this news release whether as a result of new information, future events or otherwise.

 

 

⁽¹⁾ Preliminary Results

Financial results are preliminary until Ashland’s Form 10-Q is filed with the SEC.

 

™ Trademark, Ashland or its subsidiaries, registered in various countries.

 

FOR FURTHER INFORMATION:

 

 

 

 

  

 

 

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Table 8

 

Second-Quarter Fiscal 2018 Earnings May 1, 2018 / efficacy usability allure integrity profitability Exhibit 99.2

Forward-Looking Statements This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Ashland has identified some of these forward-looking statements with words such as “anticipates,” “believes,” “expects,” “estimates,” “is likely,” “predicts,” “projects,” “forecasts,” “objectives,” “may,” “will,” “should,” “plans” and “intends” and the negative of these words or other comparable terminology. Ashland may from time to time make forward-looking statements in its annual reports, quarterly reports and other filings with the SEC, news releases and other written and oral communications. These forward-looking statements are based on Ashland’s expectations and assumptions, as of the date such statements are made, regarding Ashland’s future operating performance and financial condition, as well as the economy and other future events or circumstances. Ashland’s expectations and assumptions include, without limitation, internal forecasts and analyses of current and future market conditions and trends, management plans and strategies, operating efficiencies and economic conditions (such as prices, supply and demand, cost of raw materials, and the ability to recover raw-material cost increases through price increases), and risks and uncertainties associated with the following: the program to eliminate certain existing corporate and Specialty & Ingredients expenses (including the possibility that such cost eliminations may not occur or may take longer to implement than anticipated), the expected divestiture of its Composites segment and for the butanediol (BDO) manufacturing facility in Marl, Germany, and related merchant Intermediates and Solvents (I&S) products (including, in each case, the possibility that a transaction may not occur or that, if a transaction does occur, Ashland may not realize the anticipated benefits from such transaction), the impact of acquisitions and/or divestitures Ashland has made or may make, including the acquisition of Pharmachem (including the possibility that Ashland may not realize the anticipated benefits from such transactions); Ashland’s substantial indebtedness (including the possibility that such indebtedness and related restrictive covenants may adversely affect Ashland’s future cash flows, results of operations, financial condition and its ability to repay debt); Ashland’s ability to generate sufficient cash to finance its stock repurchase plans; the potential that Ashland does not realize all of the expected benefits of the separation of its Valvoline business; the potential that the Tax Cuts and Jobs Act enacted on December 22, 2017, will have a negative impact on Ashland’s financial results; and severe weather, natural disasters, cyber events and legal proceedings and claims (including product recalls, environmental and asbestos matters). Various risks and uncertainties may cause actual results to differ materially from those stated, projected or implied by any forward-looking statements, including, without limitation, risks and uncertainties affecting Ashland that are described in Ashland’s most recent Form 10-K (including Item 1A Risk Factors) filed with the SEC, which is available on Ashland’s website at http://investor.Ashland.com or on the SEC’s website at http://www.sec.gov. Ashland believes its expectations and assumptions are reasonable, but there can be no assurance that the expectations reflected herein will be achieved. Unless legally required, Ashland undertakes no obligation to update any forward-looking statements made in this news release whether as a result of new information, future events or otherwise. Regulation G: Adjusted Results The information presented herein regarding certain unaudited adjusted results does not conform to generally accepted accounting principles in the United States (U.S. GAAP) and should not be construed as an alternative to the reported results determined in accordance with U.S. GAAP. Ashland has included this non-GAAP information to assist in understanding the operating performance of the company and its reportable segments. The non-GAAP information provided may not be consistent with the methodologies used by other companies. All non-GAAP information related to previous Ashland filings with the SEC has been reconciled with reported U.S. GAAP results. Although Ashland provides forward-looking guidance for adjusted EBITDA, adjusted EPS and free cash flow, Ashland is not reaffirming or providing forward-looking guidance for U.S. GAAP-reported financial measures or a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure because it is unable to predict with reasonable certainty the ultimate outcome of certain significant items without unreasonable effort.

Second Quarter Summary

Ashland Global Holdings Inc. Adjusted Results Summary1 Highlights Sales up 21% including 9 ppts from acquisitions/divestitures and 5 ppts from currency Reported net earnings of $73 million; earnings from continuing operations of $66 million or $1.04 per diluted share2 EBITDA increased to $179 million EPS increased to $1.06 Excluding intangible amortization, EPS would have been $0.29 higher or $1.35 Announced expected divestiture of Composites and Marl BDO facility3 Key Drivers All three reportable segments show organic year-over-year (YOY) improvements in sales and EBITDA SG&A up driven largely by acquisition/divestiture and currency 9% effective tax rate due to favorable geographic income mix Ashland’s earnings release dated May 1, 2018, available on Ashland’s website at http://investor.ashland.com, reconciles adjusted amounts to amounts reported under GAAP. Unless otherwise noted, earnings are reported on a diluted share basis. For additional information, please see the Ashland press release dated March 20, 2018.

Specialty Ingredients Adjusted Results Summary1 Highlights Sales up 19% including 10 ppts from acquisitions/divestitures and 4 ppts from currency EBITDA increased to $153 million EBITDA margin increased to 23.7% Key Drivers Top-line growth from volume/mix gains driven by strong volumes and focus on enhanced organic product mix across key end markets Gross profit margins impacted due to continued higher but narrowing YOY raw-material inflation; expect YOY gross margin improvement in 2H18 SG&A down (excluding the impact of acquisitions/divestitures and currency) due to cost discipline Pharmachem contributed $15 million of EBITDA before corporate allocations Ashland’s earnings release dated May 1, 2018, available on Ashland’s website at http://investor.ashland.com, reconciles adjusted amounts to amounts reported under GAAP.

Specialty Ingredients Sales Trends by End Market End Market Commentary Robust growth across all end markets Continued strong growth in Personal Care biofunctional ingredients Accelerating cellulosic excipient growth plus customer share gains in Pharma; results enhanced by some favorable order pattern activity compared to prior year Continued price recovery and improved mix within Adhesives Targeted volume wins and led by innovation and share gains within Coatings Seasonal rebound at Pharmachem; will complete first year of ownership during Q3 Currency contributed 4 percentage points to sales growth during the second quarter2 Performance Specialties Average USD / EUR of $1.23 in current quarter compared to $1.07 in prior-year period.

Composites Adjusted Results Summary1 Ashland‘s earnings release dated May 1, 2018, available on Ashland's website at http://investor.ashland.com, reconciles adjusted amounts to amounts reported under GAAP. Highlights Sales up 28% including 11 ppts from acquisitions and 5 ppts from currency EBITDA up 39% to $25 million Key Drivers Growth from volume, mix and margin driven by strong growth in all key end markets, particularly in North America, South America and India Gross margin expansion from continued pricing discipline through focus on commercial excellence and value selling SG&A up due to reallocation of corporate costs

Intermediates & Solvents Adjusted Results Summary1 Ashland‘s earnings release dated May 1, 2018, available on Ashland's website at http://investor.ashland.com, reconciles adjusted amounts to amounts reported under GAAP. Highlights Sales up 18% EBITDA increased to $12 million EBITDA margin increased to 13.3% Key Drivers EBITDA growth from margin and mix driven by higher BDO prices YOY and customer wins in derivatives Market demand remains healthy particularly in North America and Europe Actions related to the planned turnaround at the Marl facility resulted in $5 million of incremental costs during the quarter, as expected

Outlook Summary

Ashland Global Holdings Inc. New Cost Out & Organizational Effectiveness Initiative PLAN Leverage expected divestiture of Composites and Marl BDO facility as a catalyst to create a leaner, more competitive organization with: Improved cost structure, streamlined decision making and more customer-centric focus Accelerating achievement of Specialty Ingredients’ adjusted EBITDA margin target ACTIONS Expect to eliminate $120 million of existing corporate and Specialty Ingredients SG&A along with facility-related costs Through transfer and reductions, eliminate $70 million of costs currently related to Composites and Marl (including stranded costs) To accelerate our path to the 25 – 27% Specialty Ingredients’ adjusted EBITDA margin target, eliminate approximately $50 million of costs (~2% of sales) TIMING Expect impact in fiscal year 2019 with full run-rate savings achieved by end of calendar year 2019; progress updates to be provided quarterly

Ashland Global Holdings Inc. Fiscal Year 2018 Outlook Definition of free cash flow: operating cash flow less capital expenditures and other items Ashland has deemed non-operational (if applicable). Highlights Increasing adjusted EPS to $3.30 - $3.50 reflecting improved segment outlooks and a lower effective tax rate Narrowing adjusted EBITDA outlook for Specialty Ingredients Increasing Composites and I&S adjusted EBITDA outlooks Maintain free cash flow1 expectation Reducing effective tax rate to 13 – 17% due to income mix

Highlights Expect Q3 adjusted EPS in the range of $0.95 - $1.05 vs. $0.83 prior year Outlook assumes effective tax rate of 17% vs. 11% prior year Key Drivers Strong year-over-year sales and EBITDA growth in Specialty Ingredients Asset utilization program contributing to YOY growth Composites and I&S contribution consistent with recent results Ashland Global Holdings Inc. Third-Quarter Fiscal 2018 Outlook

Appendix A: Key Items and Balance Sheet

Second Fiscal Quarter – Continuing Operations Key Items Affecting Income

Liquidity and Net Debt ($ in millions)

Appendix B: Business Profiles 12 Months Ended March 31, 2018

Corporate Profile By business unit By geography 1For 12 months ended March 31, 2018. 2Ashland includes only U.S. and Canada in its North America designation. North America2 40% Asia Pacific 17% Latin America/ Other - 8% Europe 35% Specialty Ingredients 67% Intermediates and Solvents 8% Composites 25% Sales1 - $3.6 Billion

Corporate Profile For 12 months ended March 31, 2018. See Appendix C for reconciliation to amounts reported under GAAP. NYSE Ticker Symbol: ASH Total Employees: ~6,500 Outside North America ~50% Number of Countries in Which Ashland Has Sales: More than 100 Specialty Ingredients 78% Intermediates and Solvents 7% Adjusted EBITDA1 - $637 Million

Specialty Ingredients Sales by Market2 For 12 Months Ended March 31, 2018 Sales: $2.4 billion Adjusted EBITDA: $530 million1 Adjusted EBITDA Margin: 22.2%1 Sales by Product Cellulosics 34% PVP 17% Adhesives 14% North America 41% Asia Pacific 18% Europe 32% Latin America/ Other – 9% Actives – 6% Vinyl Ethers 6% Sales by Geography3 A global leader of cellulose ethers, vinyl pyrrolidones and biofunctionals Pharmachem3 9% Pharmachem3 9% 1 See Appendix C for reconciliation to amounts reported under GAAP. 2 Within the Sales by Market chart above, Industrial Specialties are presented in green and Consumer Specialties are presented in blue. 3 Includes Pharmachem’s sales for the period May 17, 2017 through March 31, 2018, the period for which Pharmachem was owned.

Composites Sales by Geography For 12 Months Ended March 31, 2018 Sales: $884 million Adjusted EBITDA: $98 million1 Adjusted EBITDA Margin: 11.1%1 Sales by Product UPR/VER2 84% Gel coats and other 16% Construction: Residential 18% Marine 22% Construction: Industrial 40% Sales by Market North America 46% Asia Pacific – 14% Europe 33% Latin America/ Other 7% Transportation 12% Construction: Infrastructure 8% 1 See Appendix C for reconciliation to amounts reported under GAAP. 2 UPR stands for unsaturated polyester resins and VER stands for vinyl ester resins. A global leader in unsaturated polyester resins, vinyl ester resins and gel coats

Intermediates and Solvents Sales by Geography For 12 Months Ended March 31, 2018 Sales: $297 million Adjusted EBITDA: $48 million1 Adjusted EBITDA Margin: 16.2%1 Sales by Product Butanediol 41% Derivatives 59% General Industrial 27% Plastics/ Polymers 34% Sales by Application North America 22% Asia Pacific 16% Europe 59% Latin America/ Other 3% 1 See Appendix C for reconciliation to amounts reported under GAAP. A global leader in butanediol and related derivatives Pharma 16% Agriculture 6%

Appendix C: Non-GAAP Reconciliation1 Although Ashland provides forward-looking guidance for adjusted EBITDA, free cash flow and adjusted diluted earnings per share, Ashland is not reaffirming or providing forward-looking guidance for U.S. GAAP-reported financial measures or a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure. Such reconciliations have not been included because Ashland is unable, without unreasonable efforts, to estimate and quantify the most directly comparable U.S. GAAP components, largely because predicting our future operating results is subject to many factors not in Ashland’s control and not readily predictable and that are not part of Ashland’s routine operating activities, including various domestic and international economic, political, legislative, regulatory and legal factors.

Ashland Global Holdings Inc. and Consolidated Subsidiaries Reconciliation of Non-GAAP Data for 12 Months Ended March 31, 2018 North America2 __% Asia Pacific __% Latin America/ Other - _% Europe __% Ashland Specialty Ingredients __% Ashland Performance Materials __% Valvoline __% 1Quarterly totals may not sum to actual results due to quarterly rounding conventions. Calculation of adjusted EBITDA for each quarter has been reconciled within certain financial filings with the SEC and posted on Ashland's website for each reportable segment.

® Registered trademark, Ashland or its subsidiaries, registered in various countries ™ Trademark, Ashland or its subsidiaries, registered in various countries