UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of report (Date of earliest event reported):  July 31, 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 July 31, 2018, Ashland Global Holdings Inc. (“Ashland”) announced preliminary third 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 July 31, 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

 

 

Ashland reports preliminary financial results for third quarter of fiscal 2018 that exceed previous guidance and increases outlook for the full year

 

COVINGTON, KENTUCKY, July 31, 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 third quarter of fiscal 2018:

 

 

“The Ashland team continued building momentum in the third quarter on our path to becoming a premier specialty chemicals company, with all three operating segments delivering strong sales and earnings growth,” said William A. Wulfsohn, Ashland chairman and chief executive officer. “Our Specialty Ingredients team executed at a high level. The commercial team produced another quarter of strong organic sales growth through our more differentiated product mix, while the manufacturing team executed on our asset utilization strategy to generate improved gross margins. The teams also demonstrated good cost discipline, with adjusted selling, general and administrative (SG&A) expenses as a percentage of sales declining 70 basis points compared to prior year. Specialty Ingredients’ operating income grew 57 percent in the quarter. Adjusted EBITDA climbed 18 percent, with Pharmachem contributing over $16 million. Adjusted EBITDA margin rose 210 basis points, to 24.3 percent, marking good progress toward our margin target. Meanwhile, the Composites team continued to deliver strong sales and earnings growth from volume/mix improvements and price over raw materials. Within Intermediates and Solvents, the team delivered a 19 percent increase in sales through strong pricing and favorable currency.”

 

Update on EBITDA Margin Acceleration Plan

In early May, Ashland announced a program to accelerate EBITDA margin growth by creating a leaner, more cost competitive company with improved operating

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efficiency, faster decision making and a stronger customer focus. Under this program, Ashland intends to eliminate a total of $120 million of existing allocated costs, direct expenses within Specialty Ingredients SG&A, and facility-related costs as follows:

 

Ashland continues to expect to achieve the full $120 million in run-rate savings by the end of calendar year 2019. An initial $20 million in annualized run-rate savings under this program is expected by the end of the September 2018 quarter. An additional $30 million in run-rate savings is expected in the December 2018 quarter, bringing the total annualized run-rate to $50 million by the end of calendar 2018.  

 

“We are pleased with the progress our teams are making under this program. We have already begun executing on the initial phase of actions, and we expect the full redesign plan to be completed in early November and ready for full implementation,” 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

 

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Composites

 

Intermediates & Solvents

 

Balance Sheet and Cash Flow

 

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 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 fourth quarter of fiscal 2018, Ashland expects adjusted earnings in the range of $0.90-$1.00 per diluted share, compared to $0.78 in the prior-year period. This estimate assumes an effective tax rate of 19 percent for the fourth quarter.

 

For the full 2018 fiscal year Ashland now expects adjusted earnings per share in the range of $3.50 to $3.60, which would represent growth of 43 – 48 percent compared to the previous year. The company expects free cash flow of $170 million in fiscal 2018. This figure includes approximately $50 million of separation and restructuring-related payments. Please see the table below for additional details related to the company’s fiscal 2018 financial outlook.  

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*This figure includes approximately $50 million of separation and restructuring-related payments.

 

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

 

Conference Call Webcast

Ashland will host a live webcast of its third-quarter conference call with securities analysts at 9 a.m. EDT Wednesday, August 1, 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.

 

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.

 

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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

 

 

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

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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 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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RECONCILIATION OF NON-GAAP DATA -  ADJUSTED INCOME FROM CONTINUING OPERATIONS AND DILUTED EPS

(In millions except per share data - preliminary and unaudited)

 

 

 

Third-Quarter Fiscal 2018 Earnings July 31, 2018 / efficacy usability allure integrity profitability

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 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, 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 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.

Third Quarter Summary

Ashland Global Holdings Inc. Adjusted Results Summary1 Highlights Sales up 12% including 3 percentage points (ppts) from acquisitions/divestitures and 3 ppts from currency Reported net income was $36 million, compared to a loss of $30 million last year; income from continuing operations was $36 million or $0.56 per diluted share2 EBITDA increased to $189 million vs. $161 million prior year EPS increased to $1.13 vs. $0.83 prior year Excluding intangible amortization, EPS would have been $0.29 greater Key Drivers Sales and EBITDA growth for all three operating segments Selling, general & administrative (SG&A) expense as % of sales down 50 basis points (bps) 14% effective tax rate Ashland’s earnings release dated July 31, 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.

Specialty Ingredients Adjusted Results Summary1 Highlights Sales up 8% including 1 ppt from acquisitions/divestitures and 2 ppts from currency Gross profit margin increased to 34.9% EBITDA increased to $155 million, an 18 percent increase versus prior year EBITDA margin increased 210 bps to 24.3% Key Drivers Top-line growth from volume/mix gains driven by strong volumes and focus on enhanced mix of our innovative, differentiated products Price vs. raw material cost gap again improved sequentially SG&A as % of sales down 70 bps due to continued cost discipline Pharmachem contributed over $16 million of EBITDA before corporate allocations Ashland‘s earnings release dated July 31, 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 Strong organic sales growth Continued robust growth in Personal care biofunctional ingredients, including new products for enhanced skin care applications Strong progress in qualifying recently added cellulosic excipient capacity contributing to double-digit growth in Pharma Continued Adhesives price recovery and product mix improvements Targeted volume growth in Coatings Significant margin expansion within Pharmachem Currency contributed 2 percentage points to sales growth during the third quarter2 Performance Specialties Average USD / EUR of $1.19 in current quarter compared to $1.10 in prior-year period.

Composites Adjusted Results Summary1 Ashland‘s earnings release dated July 31, 2018, available on Ashland's website at http://investor.ashland.com, reconciles adjusted amounts to amounts reported under GAAP. Highlights Sales up 20% including 7 ppts from acquisitions and 2 ppts from currency EBITDA increased to $28 million Key Drivers Sales growth in all regions Another quarter of pricing in excess of raw-material cost inflation SG&A up primarily due to reallocation of corporate costs

Intermediates & Solvents Adjusted Results Summary1 Ashland‘s earnings release dated July 31, 2018, available on Ashland's website at http://investor.ashland.com, reconciles adjusted amounts to amounts reported under GAAP. Highlights Sales up 19% EBITDA increased to $17 million EBITDA margin increased to 20.5% Key Drivers Strong execution of price increases for the 8th consecutive quarter drove expanded margins versus prior year Global demand for butanediol (BDO) and derivatives remains healthy

Outlook Summary

Ashland Global Holdings Inc. LTM 6/30/18 SG&A Profile1 Cost reduction progress tracking Specialty Ingredients: reduction versus total SG&A expense of $521 million Stranded: quarterly call out of stranded costs (reduction of current run rate of $70 million) SG&A Expense categories (as per above table) Business direct includes all sales and marketing, supply chain, operations, research and development, and technical service costs pertaining to each operating segment Distributed costs include all support functions such as finance, information technology, human resources, legal, real estate costs, etc. Costs are distributed pro-rata based upon operating segment sales Legacy / unallocated costs include legacy environmental and other miscellaneous corporate costs Amortization represents intangible amortization expense resulting from past acquisitions Last twelve months (LTM) ended June 30, 2018. LTM sales of $3,667 million.

Ashland Global Holdings Inc. Cost Reduction Targets Expected Timing ~$20 million run rate by 9/30/18 ~$50 million run rate by 12/31/18 ~$60 - $70 million realized savings in FY2019 ~$20 million realized savings in Specialty Ingredients in FY2019 ~$120 million run rate by 12/31/19 Manufacturing facilities cost reductions will appear as a reduction to cost of goods sold. $50 million reduction for Specialty Ingredients represents nearly 20% of segment business direct costs and ~200 bps of Adjusted EBITDA margin improvement $70 million reduction related to Composites and Marl represents nearly 25% of total distributed costs and will not directly impact Specialty Ingredients’ margins but instead offset stranded costs $50 million Specialty Ingredients reduction $70 million of transferred / stranded costs

Highlights Increasing adjusted EPS to $3.50 - $3.60 reflecting strong Q3 results and Q4 outlook Narrowing adjusted EBITDA outlooks for Specialty Ingredients, Composites and I&S Mid point of Specialty Ingredients’ adjusted EBITDA outlook remains unchanged since the beginning of FY2018 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). Prior Outlook and Updated Outlook include approximately $50 million of separation and restructuring-related costs.

Highlights Expect Q4 adjusted EPS in the range of $0.90 - $1.00 vs. $0.78 prior year Outlook assumes effective tax rate of 19% vs. 6% prior year Key Drivers Continued strong year-over-year sales and EBITDA growth in Specialty Ingredients Composites and I&S contribution consistent with recent results Expected divestiture of Composites and Marl BDO facility remains on track; continue to anticipate signing a definitive agreement by 2018 calendar year end Ashland Global Holdings Inc. Fourth-Quarter Fiscal 2018 Outlook

Appendix A: Key Items and Balance Sheet

Third Fiscal Quarter – Continuing Operations Key Items Affecting Income

Liquidity and Net Debt ($ in millions)

Appendix B: Business Profiles 12 Months Ended June 30, 2018

Corporate Profile By business unit By geography 1For 12 months ended June 30, 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 66% Intermediates and Solvents 9% Composites 25% Sales1 - $3.7 Billion

Corporate Profile For 12 months ended June 30, 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 8% Adjusted EBITDA1 - $665 Million

Specialty Ingredients Sales by Market2 For 12 Months Ended June 30, 2018 Sales: $2.4 billion Adjusted EBITDA: $554 million1 Adjusted EBITDA Margin: 22.8%1 Sales by Product Cellulosics 33% 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 10% Pharmachem3 10% 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 Ashland completed the acquisition of Pharmachem on May 17, 2017.

Composites Sales by Geography For 12 Months Ended June 30, 2018 Sales: $925 million Adjusted EBITDA: $99 million1 Adjusted EBITDA Margin: 10.7%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 45% Asia Pacific – 14% Europe 34% 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 June 30, 2018 Sales: $310 million Adjusted EBITDA: $55 million1 Adjusted EBITDA Margin: 17.7%1 Sales by Product Butanediol 43% Derivatives 57% General Industrial 28% Plastics/ Polymers 35% Sales by Application North America 21% Asia Pacific 16% Europe 60% Latin America/ Other 3% 1 See Appendix C for reconciliation to amounts reported under GAAP. A global leader in butanediol and related derivatives Pharma 15% Agriculture 5%

Appendix C: Non-GAAP Reconciliation1 Although Ashland provides forward looking guidance for adjusted EBITDA in this presentation, 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.

Ashland Global Holdings Inc. and Consolidated Subsidiaries Reconciliation of Non-GAAP Data for 12 Months Ended June 30, 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