Attached files
| file | filename |
|---|---|
| 8-K - 8-K - Nexeo Solutions Holdings, LLC | a13-26427_18k.htm |
Exhibit 99.1
Nexeo Solutions Holdings, LLC
Management Adjusted EBITDA Reconciliation
(in thousands)
|
|
|
Q1FY13 |
|
Q2FY13 |
|
Q3FY13 |
|
Q4 FY13 |
|
LTM |
|
Pro Forma |
|
Pro Forma |
| |||||||
|
Net Income (Loss) Attributable to Nexeo Solutions |
|
$ |
(14,674 |
) |
$ |
10,875 |
|
$ |
4,295 |
|
$ |
6,965 |
|
$ |
7,461 |
|
$ |
8,140 |
|
$ |
21,300 |
|
|
Net Income (Loss) Attributable to Noncontrolling Interest |
|
159 |
|
(106 |
) |
597 |
|
1,031 |
|
1,681 |
|
2,133 |
|
2,133 |
| |||||||
|
Interest |
|
13,720 |
|
14,197 |
|
15,938 |
|
13,836 |
|
57,691 |
|
57,813 |
|
59,554 |
| |||||||
|
Taxes |
|
757 |
|
1,072 |
|
1,885 |
|
1,869 |
|
5,583 |
|
6,073 |
|
7,513 |
| |||||||
|
Depreciation and Amortization |
|
9,554 |
|
9,715 |
|
9,703 |
|
10,550 |
|
39,522 |
|
39,536 |
|
40,587 |
| |||||||
|
EBITDA |
|
9,516 |
|
35,753 |
|
32,418 |
|
34,251 |
|
111,938 |
|
113,695 |
|
131,087 |
| |||||||
|
Management add-backs (3) |
|
7,643 |
|
5,803 |
|
6,224 |
|
9,476 |
|
29,146 |
|
29,146 |
|
29,146 |
| |||||||
|
Foreign exchange losses, net (4) |
|
528 |
|
501 |
|
802 |
|
(510 |
) |
1,321 |
|
1,321 |
|
1,321 |
| |||||||
|
Management fees (5) |
|
1,715 |
|
1,542 |
|
1,070 |
|
1,164 |
|
5,491 |
|
5,491 |
|
5,491 |
| |||||||
|
Compensation expense related to management equity plan (non-cash) |
|
240 |
|
574 |
|
276 |
|
291 |
|
1,381 |
|
1.381 |
|
1.381 |
| |||||||
|
Transaction and other one-time costs (6) |
|
10,873 |
|
2,181 |
|
1,259 |
|
1,958 |
|
16,271 |
|
16,271 |
|
14,411 |
| |||||||
|
Management Adjusted EBITDA |
|
$ |
30,515 |
|
$ |
46,354 |
|
$ |
42,049 |
|
$ |
46,630 |
|
$ |
165,548 |
|
$ |
167,305 |
|
$ |
182,837 |
|
(1) Pro forma Management Adjusted EBITDA for the twelve months ended September 30, 2013 reflects the full contribution of Nexeo Plaschem (Shanghai) Co., Ltd (“Nexeo Plaschem”), including 100% of the results of Nexeo Plaschem. The Company currently owns 60% of Nexeo Plaschem. Pro forma results are not necessarily indicative of either future results of operations or results that might have been achieved had the acquisition of Beijing Plaschem been completed on October 1, 2012.
(2) Effective December 1, 2013, the Company acquired 100% of the outstanding shares of Chemical Specialists and Development, Inc. (“CSD”) and substantially all of the assets of STX Freight Company (“STX”) and ST Laboratories Group, LLC (“ST Laboratories) (the “CSD Acquisition”). Pro forma Management Adjusted EBITDA for the twelve months ended September 30, 2013 reflects (i) the 100% of the results of Nexeo Plaschem and (ii) the full contribution of CSD, STX and ST Laboratories. The pro forma financial information was derived from unaudited financial statements and information of CSD, STX and ST Laboratories for the twelve months ended September 30, 2013 and excludes adjustments related to the purchase price allocation related to the CSD Acquisition as the Company has not yet completed this allocation. As noted in the Current Report on Form 8-K filed on December 5, 2013, the Company will file the financial statements of the acquired business required pursuant Rule 3-05 of Regulation S-X and the pro forma financial information required pursuant to Article 11 within 75 days of the completion of the CSD Acquisition, which may differ from the financial information presented above. Pro forma results are not necessarily indicative of either future results of operations or results that might have been achieved had the CSD Acquisition been completed on October 1, 2012.
(3) Management adjustments associated with integration, transition, restructuring and transformational activities.
(4) Includes net realized and unrealized foreign exchange gains and losses.
(5) Management, monitoring, consulting and leverage fees, per the agreement with TPG Capital, L.P.
(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.