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8-K - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES - Nexeo Solutions Holdings, LLCa13-18919_18k.htm

Exhibit 99.1

 

Nexeo Solutions Holdings, LLC

Management Adjusted EBITDA Reconciliation

(in thousands)

 

 

 

Q4FY12

 

Q1FY13

 

Q2FY13

 

Q3FY13

 

LTM
Q3 FY13

 

Pro Forma
6/30/2013
LTM (1)

 

Net Income (Loss) Attributable to Nexeo Solutions Holdings, LLC

 

$

(5,401

)

$

(14,674

)

$

10,875

 

$

4,295

 

$

(4,905

)

$

(1,984

)

Net Income (Loss) Attributable to Noncontrolling Interest

 

 

159

 

(106

)

597

 

650

 

2,597

 

Interest

 

11,268

 

13,720

 

14,197

 

15,938

 

55,123

 

55,706

 

Taxes

 

555

 

757

 

1,072

 

1,885

 

4,269

 

5,964

 

Depreciation and Amortization

 

9,801

 

9,554

 

9,715

 

9,703

 

38,773

 

38,847

 

EBITDA

 

16,223

 

9,516

 

35,753

 

32,418

 

93,910

 

101,130

 

Management add-backs (2)

 

9,623

 

7,643

 

5,803

 

6,224

 

29,293

 

29,293

 

Foreign exchange losses, net(3) 

 

633

 

528

 

501

 

802

 

2,464

 

2,464

 

Management fees (4)

 

2,301

 

1,715

 

1,542

 

1,070

 

6,628

 

6,628

 

Letter of credit fees not included in interest expense

 

230

 

 

 

 

230

 

230

 

Compensation expense related to management equity plan (non-cash)

 

278

 

240

 

574

 

276

 

1,368

 

1,368

 

Transitional pension and medical payments — Ashland employees (5)

 

68

 

 

 

 

68

 

68

 

Transaction and other one-time costs (6)

 

3,572

 

10,873

 

2,181

 

1,259

 

17,885

 

17,885

 

Management Adjusted EBITDA(7)

 

$

32,928

 

$

30,515

 

$

46,354

 

$

42,049

 

$

151,846

 

$

159,066

 

 


(1)              Pro forma Management Adjusted EBITDA for the twelve months ended June 30, 2013 reflects the full the contribution of Nexeo Plaschem (Shanghai) Co., Ltd (“Nexeo Plaschem”) for the applicable period, including 100% of the results of Nexeo Plaschem. The Company currently owns 60% of Nexeo Plaschem.

(2)              Management adjustments associated with integration, transition, restructuring and transformational activities. Previously reported amounts for Q4FY12 and Q1FY13 have been revised to reflect certain additional minor management adjustments related to integration and transition activities which had not been previously included.

(3)              Includes net realized and unrealized foreign exchange gains and losses. Net unrealized foreign exchange gains and losses were previously included in a non-cash charges line item.

(4)              Management, monitoring, consulting and leverage fees, per the agreement with TPG Capital, L.P.

(5)              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.

(6)              Professional and transaction costs related to the acquisition of the global distribution business of Ashland, the China joint venture, other potential acquisitions and other one-time costs. Previously reported amounts for Q4FY12 and Q1FY13 have been revised to reflect amortization charges associated with purchase accounting requirements related to the acquisition of Beijing Plaschem’s operations, which were originally included in a non-cash charges line item.

(7)              Includes management adjustments related to realized foreign exchange gains and losses and certain other minor management adjustments associated with integration and transition activities which were not reflected in previously reported amounts for Q4FY12 and Q1FY13.