Gardner Denver Investor Presentation June 2017 Disclaimer - - PowerPoint PPT Presentation

Gardner Denver Investor Presentation

June 2017

Disclaimer

Forward-Looking Statements During the course of this presentation, we may make “forward-looking statements” within the meaning of the US federal securities laws. In fact, all statements made during this presentation other than statements of historical fact are forward-looking statements. Words such as “expects,” “anticipates,” “believes,” “estimates,” “plans,” “intends,” “projects” and “indicates” and variations of such words or similar expressions are intended to identify forward-looking statements. Although they reflect our current expectations, these statements are not guarantees of future performance, and actual results may differ materially from what is expressed in or indicated by these forward-looking

• statements. Forward-looking statements are subject to risks and uncertainties that could cause

actual performance or results to differ materially from those expressed in such forward-looking statements, including those risks and uncertainties described under the section titled “Risk Factors” in our prospectus dated May 11, 2017, filed with Securities and Exchange Commission (“SEC”) on May 15, 2017, which risks and uncertainties may be updated from time to time in our periodic filings with the SEC (accessible on the SEC’s website at www.sec.gov). Forward-looking statements speak

• nly as of the date the statements are made. The Company does not undertake to update any

forward-looking statements as a result of future developments or new information, except as required by law. Non-GAAP Financial Measures Included in this presentation are certain non-GAAP financial measures designed to supplement, and not substitute, the financial information presented in accordance with generally accepted accounting principles in the United States of America because management believes such measures are useful to investors. Examples of non-GAAP measures include Adjusted EBITDA and Unlevered Free Cash

• Flow. For a reconciliation of these non-GAAP measures refer to "Adjusted EBITDA Reconciliation"

and “Unlevered Free Cash Flow Conversion Reconciliation” in the Appendix.

2

Company Overview & Strategy

Gardner Denver Today

An Exciting, Successful Transformation Moving To The Next Phase A Transformed Company…

• Began trading on NYSE under symbol “GDI” on May 12, 2017; up 15% from IPO as of June 12
• New, performance-driven management team executing clear strategy
• Simplified, right-sized and streamlined organization
• Achieved 2016 Adj. EBITDA margins >20% across all three business segments

…With A Strong Foundation…

• Highly respected brands with 155+ year legacy of breakthrough innovation; broad range of

flow control and compression products and related consumables, parts and services

• Mission-critical technologies with high cost of failure and low cost relative to overall system
• Strong aftermarket revenues resulting from large installed base and expansive capabilities
• Diversified business with exposure to attractive end markets

…Poised to Capitalize on Recent Growth Investments

• Sales and profitability improvements driving multiple upside opportunities across segments
• Significant investments made; well-positioned to capture incremental growth
• Strong unlevered cash flow generation

4

Americas 41% EMEA 41% APAC 18%

Industrials 56% Energy 32% Medical 12%

Company Snapshot

World-class Flow Control and Compression Business with Leading Market Positions, Geographic and End Market Diversification, Underpinned by Financial Performance

25% 24% 9% 9% 5% 5% 4% 3% 16% Industrial Manufacturing Energy Transportation Medical Lab Chemical Food & Beverage Environmental Mining & Construction Other

By Geography3 By Segment By End Market4

$2B

Revenue

(2016)

35%

Aftermarket

(2016)

21%

• Adj. EBITDA Margin

(2016)

#1 - #3

Principal Markets1

Asset-light

• Avg. Capex

~3% of Sales

94%

Unlevered Cash Flow Conversion2

($M)

Industrials Energy Medical Revenue $1,082 $628 $229

• Adj. EBITDA

$218 $144 $62

• Adj. EBITDA Margin

20.1% 22.9% 27.1%

% of Total Revenue 56% 32% 12% Share core technologies and exhibit similar attributes, including mission-critical products and strong recurring revenue

2016 Revenue Breakdown

¹ Per management estimates; principal markets in which we compete are defined as markets from which we derive a substantial majority of our revenue. 2 Represents unlevered cash flow conversion in 2016A . Unlevered cash flow conversion defined as (Adj. EBITDA less capex plus ∆ in operating working capital) / Adj. EBITDA. 3 Geographic regions are grouped into the Americas; EMEA; and APAC. 4 Classification of end markets for sales made through independent distributors (rather than through direct sales to end market users) is based on management’s assessment of the distribution channels through which such sales are made.

5

2016

Highly Experienced Management Team

Fostering a Culture of Outperformance with an Intense Customer Focus and Bias for Action 45% of Top 100 New to Company; Focused on Executing Strategy to Drive Profitable Growth and Margin Expansion

6

Source: Company Filings and Company Website Cesare Trabattoni VP, Demand Gen., Industrials

30 Years

Key Corporate Leaders

Vicente Reynal Chief Executive Officer Industry Experience: 22 Years Todd Herndon Chief Financial Officer Industry Experience: 29 Years Andrew Schiesl General Counsel 22 Years Vikram Kini VP, Finance & Investor Relations 13 Years Mark Sweeney Chief Accounting Officer 32 Years Kimberly Rubottom VP, Human Resources 30 Years Sia Abbaszadeh VP, Global Product Mgmt. & Tech., Industrials 31 Years Neil Snyder SVP Strategy, Bus.

• Dev. & Planning:

19 Years

Key Business Leaders

Larry Kerr VP / GM, Petroleum and Industrial Pumps, Energy 32 Years Patrick Bennett President, Medical 25 Years Enrique Viseras VP / GM, EMEA, Industrials 17 Years Gary Gillespie VP / GM, Americas, Industrials 37 Years Vince Trupiano VP / GM, Nash / Garo, Energy 30 Years Ankush Kumar VP / GM, Emco Wheaton, Energy 16 Years Ringo Lai VP / GM, APAC, Industrials 30 Years

Our Vision and Values

We Will Be the Industry’s First Choice for Innovative and Mission-Critical Flow Control and Compression Products, Services and Solutions Through an Intense Customer Focus and Disciplined Performance Culture

Customer Focus Steadfast Integrity Global Teamwork Creative Thinking Bias for Action

7

Industrials Segment Overview

Focused on Additional Value and Emerging Market Growth

▪ Wide range of applications for diverse end markets, including associated aftermarket parts, consumables and services; one of the broadest technology portfolios in the markets we serve ▪ Significant number of manufacturing facilities across industrial sector use air compression, vacuum and/or blower products in a variety of process-critical applications

Revenue $1.1B

• Adj. EBITDA

$218M

• Adj. EBITDA Margin

20.1%

65% 35%

Composition

32% 50% 18%

Geography

Description 2016 Revenue Mix 2016 Financials

Manufacturing Pharmaceuticals Bottle Blowing Food Processing Waste Water Transport

Key End Markets

Compressors Vacuums Blowers

Americas EMEA APAC Equip. Aftermrkt. 8

Market Leadership1 Strong Financial Performance Secular Growth Drivers

Leading Platform with Differentiated Capabilities; Significant Upside Opportunity Organizational Improvements; Expanded Margins Increasing Need for Efficiency & Technology

• Accelerating growth through innovation,

emerging market penetration and smart connected machine software solutions

• Additional upside through disciplined

M&A approach in highly fragmented markets with solid characteristics

• Implemented operational excellence

initiatives & direct material cost programs (sourcing + VAVE) – early stages

• Delayered organization – reduced
• verhead to allow for more agile

decision-making while reinvesting in commercial resources

• Significant margin improvement with

record results in 2016 – early stages

• Driven by rebounding GDP and resultant

growth in industrial production activity

• Market need for energy efficiency

products driving innovation and new technologies

• Application solutions and shift to total life

cycle cost drives increased recurring aftermarket

Industrials Key Takeaways

9

Principal markets in which we compete are defined as markets from which we derive a substantial majority of our revenue

17.1% 17.2% 20.1% 2014 2015 2016

Segment Adj. EBITDA Margin

#1 - #3

$17B

Principal Industrial Markets

▪ Wide range of technologies & applications serving diverse customers across up-, mid- and downstream energy markets as well as petrochemical and other key end markets ▪ Significant aftermarket/service component driven by high intensity & harsh environment applications from large installed base Drill ‘Mud’ Pumps

Energy Segment Overview

Significant Investments Made; Well Positioned to Capture Market Recovery

Revenue $628M

• Adj. EBITDA

$144M

• Adj. EBITDA Margin

22.9%

Description 2016 Revenue Mix 2016 Financials Key End Markets

Liquid Ring Vacuum Pumps & Compressors Fluid Loading / Transfer Equip. Hydraulic Frac Pumps 53% 47%

Composition

56% 27% 17%

Geography

Americas EMEA APAC Equip. Aftermrkt. Onshore Drilling Hydraulic Fracturing Petrochemical Power Generation Fluid Transfer Geothermal 10

Market Leadership1 Strong Financial Performance Secular Growth Drivers

Proven Earnings Capacity and Well- positioned to Capitalize in Near-term and Coming Years Significant Investments Made; Expanded Margins & Poised for Growth Multiple Layers of Growth

• Premium solutions provider and #1 or #2

in the principal markets we serve

• Innovation leader with largest share of

new frac pump unit sales over past 3 years

• Sole industry provider of complete suite of

vacuum liquid ring pumps and compressors

• Added service center locations,

expanded product portfolio & invested in commercial capabilities

• Strong Adj. EBITDA margin of 23% (incl.

Upstream at 19%) even during recent trough in 2016

• Significant acceleration in upstream
• rders over the past three quarters

Upstream

• Secular: Increase in intensity of hydraulic

fracturing

• Activity: Growth in N.A. land-based

activity

• Non-Activity: Deferred maintenance

spending and pending replacement cycle Mid and Downstream

• Unconventional natural gas development

driving investment in Chemical Industry

Energy Key Takeaways

11

• 64% -79% -80% -85% -40% -40%

62% 111% 424% 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17

Upstream Energy Orders Momentum

$222 $37 $87 $107 2014 2016 Mid- and Downstream Energy Upstream Energy $309 $144

Energy Segment Adj. EBITDA ($M)

9% Topline & 39% Adj EBITDA Growth in Mid- and Downstream Energy Despite Headwinds2

#1 - #2

$7B

Principal Energy Markets

Principal markets in which we compete are defined as markets from which we derive a substantial majority of our revenue

Overview of Upstream Energy Business

Leading Provider of Reciprocating Positive Displacement Pumps, Notably Frac and Drilling Pumps and Aftermarket Parts, Consumables and Services

12

Well Service (Frac) Pump Anatomy

Fluid End Power End Valve Seat Packing Set Plunger

Drilling (Mud) Pump Anatomy

Module Liner Piston Power End

Mud Pumps Frac Pumps

Expanded Service Presence Expanded Product Line

65% of 1Q17 Revenue from Basins with Most Attractive Breakeven Pricing (oil: low $30s/barrel| gas: mid-$2/MBTU)1 New Aftermarket Provides 50%+ Increase in Offerings and Value as Compared to 2012

Upstream Energy Transformation

13

• 160% Increase in Service Center Footprint Since 2012
• 4x Capacity on Fluid Ends and Service/Repair & State-of-

the-Art Machine Tools

• Full Service Capability for All Customer Pump &

Aftermarket Needs

2012 Today Fluid Ends

Full Suite of Fluid End Offerings

Parts & Consumables

No In-House Parts or Consumables Offerings Developed Consumables Line Carbon Steel Stainless Steel Carbon Steel Next Gen. “Will-Fit” Drilling Pump Modules Frac Valves & Seats Pistons Drilling Valves & Seats Packing Plungers

Continuous Innovation Resulting in Complete Aftermarket Parts, Consumables & Service Offering 85% Coverage of All Active N.A. Land-based Rigs

Tulsa, OK Conroe, TX Fort Worth TX Quincy, IL Midland, TX (Odessa) San Antonio, TX Houston, TX Oklahoma City, OK Dickinson, ND Leduc, AB Canada Altoona, PA

Existing Centers of Support (Before 2013) New Centers of Support (Since 2013) O&G Regions

Largely Legacy Carbon Fluid Ends

Medical Segment Overview

Focused on Capturing New Addressable Market Opportunities

▪ Products are specified by medical and lab equipment suppliers and integrated into final product; applications include oxygen therapy, blood dialysis, patient monitoring, laboratory sterilization and wound treatment ▪ Recent expansion into liquid pumps and liquid handling solutions

• pens new addressable markets

Revenue $229M

• Adj. EBITDA

$62M

• Adj. EBITDA Margin

27.1%

Description Key End Markets

Medical Negative Pressure Wound Therapy Chemical Laboratory Chemical Distillation Diagnostic Laboratory OIVA Analysis

Gas Pumps Liquid Pumps Liquid Handling Solutions 45% 39% 16%

Geography

Americas EMEA APAC 14

2016 Revenue Mix 2016 Financials

Market Leadership1 Strong Financial Performance Secular Growth Drivers

Strong Brands, Broad Solutions & Global Footprint with Significant Growth Potential in New Adjacencies Transformed and Now Building Out Robust Platform Growing Health Needs Globally

• Standalone business segment enhanced

focus on customer needs

• New management team and standalone

segment driving accelerated performance

• Transforming into provider of solutions for

life and lab end market

• Implemented global sourcing initiatives,

and optimizing global footprint in emerging countries

• Evolution of life science research
• Modernization of healthcare systems

globally driving automation of precise liquid handling

• Trend of aging population and middle

class growth in emerging markets driving need for enhanced healthcare solutions

Medical Key Takeaways

15

24.0% 26.6% 27.1% 2014 2015 2016

Segment Adj. EBITDA Margin

Prior Current

Gas Pump Liquid Pump & Handling $700M $1,150M

+64%

Expanded Addressable Market

#1

$0.7B

Specialized Gas Pump Market

Our Strategy Will Continue to Drive Results and Shareholder Value

16

Deploy Talent Expand Margins Accelerate Growth Allocate Capital Effectively

Next Phase of Strategy Execution Will Continue to Deliver Results

Initiatives Deploy Talent

• Continue to drive measurable improvement across organization by implementing:

–

Company-wide Initiative to measure and drive employee engagement

–

Talent Review process to enhance organization

• Continue to enhance expertise and talent in critical functions

Expand Margins

• Continue to implement operational rigor initiatives, including Lean Manufacturing

conversion (still early)

• Continue to leverage spend across organization to generate further savings

(e.g., auctions, additional low-cost sourcing)

• Mature Value Engineering process to drive further product cost reductions
• Accelerate working capital and cash flow improvements; teams accountable for driving

improvements across accounts receivable, inventory and accounts payable

Accelerate Growth

• Commercializing new products with new sophisticated Demand Generation process
• Continue to embed smart technologies (e.g., iConn) into products
• Leverage recent investments in emerging markets; develop “innovation in the region for

the region”

Allocate Capital Effectively

• Invest in core: new products, new technologies and emerging markets
• Pay down debt and achieve Net Debt-to-Adjusted EBITDA target
• Execute disciplined M&A based on clear strategic and financial criteria
• At appropriate time, return cash to shareholders

17

We Have a Differentiated Business Model Bolstered by Unique Attributes

Well-positioned Given Our Core Strengths and Sustainable Competitive Advantages

Core Strengths

Market Leadership Positions Across Our Principal Businesses Strong Brands and Reputation Based on 155+ Year Heritage Long-Standing, Deep Customer Relationships Diverse and Attractive End Markets Global Scale and Distribution

Competitive Advantages

Mission-Critical Technologies with Low Cost Relative to Overall System Significant and Growing Aftermarket Platform Strong Engineering Capabilities and Significant Investment in Innovation Resilient Financial Profile That Positions Us Well to Capture Growth Opportunities 1 2 3 4

18

Mission-Critical Technology with Low Cost Relative to The Overall System

Mission-critical Products with a High Cost of Failure but Low Cost Relative to Both the System in Which They Operate and the Significant Cost of Unplanned Downtime

Case Study: Air Room

• Every factory has an air room with

compressors

• Typical air room costs $150K vs. the

cost of a factory is in excess of $5M+

Case Study: Frac Site

• A frac pump sustains the greatest

pressures and harshest fluids in a hydraulic fracturing process

Case Study: Flare Gas Recovery

• Recovery of refinery waste gases to

eliminate pollution from flaring and recover energy

• Flare gas recovery system is a

nominal portion of the overall cost

• f a petrochemical site

1

19

If the Flare Gas Recovery System Fails, EPA Could Shut Down Facility and Issue Significant Fines If the Pump Is Down, Production Is Delayed (1 Day = ~$1M+ in Lost Revenue) If the Compressors Fail, the Manufacturing Facility Cannot Operate

Expanded Aftermarket Platform Drives Highly Profitable Recurring Revenues

▪ Large installed base drives demand for recurring aftermarket revenue stream ▪ Significantly invested to expand aftermarket product offerings and service centers to best serve our customers ▪ Our ability to support aftermarket needs is a key decision factor for customers

Source: Management estimates

EXAMPLES

35%

Aftermarket

Based on 2016 sales; comprises consumables, parts & services

2

~1x ~5x ~2x

20

Product Compressor Frac Pump Liquid Ring Pump

• Avg. Life Expectancy (Yrs)

10 – 12 4 – 6 20+ Cumulative Aftermarket Revenue as a Multiple of Original Product Cost

We Have a Long History of Innovation that We Have Re-Energized

Building on Engineering Heritage to Transform New Product Development Process and Accelerate Innovation

▪ Moved from a regional, brand-based model to a global product management team organized by technology ▪ Increased emphasis on Voice of Customer, inclusive of customer trials and co-development ▪ Implemented robust Accelerated Product Development process with key toll gate tracking/metrics approach ▪ Engaging in cross-functional Monthly Global Product Development Reviews ▪ Focusing on larger, more meaningful opportunities

Liquid Ring Pump 1904 1913 Duplex Drilling Pump Cycloblower 1959 1965 Frac Pump “First to Market” Innovation Is in Our DNA

3

2016 Robox Energy Screw Blower & Thunder Pump Quantima Oil-Free Compressor 2011 iConn Ultima Oil-Free Screw Compressor 2017

21

2002 Y-Shaped Frac Fluid End Oil Lubricated Compressor with Turn Valve Technology 1977

Proof Point: Industrials

>50%

Reduction

In time-to-market on new platform programs

iConn Robox Energy Screw Blower Ultima Oil-Free Screw Compressor

Recent Breakthrough Product Innovations Will Fuel Future Organic Growth

3

22

▪ +13% more energy efficient at full load versus lead competitor ▪ >40% footprint reduction ▪ -5dBA lower noise level versus the equivalent machines ▪ Remote monitoring (iConn) enabled

Ultima

St State-of

• f-the-Art Oil

il Fr Free Scr Screw Compress ssor ▪ At 3,000 brake horsepower, pump delivers optimum BHP at best-in- class operating efficiency ▪ 11” stroke length reduces consumable cost by at least 10% ▪ Proven fluid end technology

• utlasts other models 2-3x

Thunder Pump

St State-of

• f-the-Art Hydraulic Fr

Frac acturing g Pum ump

iConn

Sm Smart Connected Mac achines ▪ Air analytics cloud platform focused on smart air management ▪ Predictive and cognitive air insights, increasing product uptime ▪ Optimizing aftermarket consumables, parts and services intervals ▪ Technology extends to entire GD portfolio

Transformation and Significant Investments Have Delivered Strong Performance Despite Macro Headwinds

$2,570 $1,939 2014 2016

Revenue ($M)

20.9% 20.7% 2014 2016

• Adj. EBITDA Margin (%)

14.2% 20.4% 2014 2016

• Adj. EBITDA Margin Expansion1, 2

+620 bps

Segment Adj. EBITDA Margin1 Industrials +~440 bps Energy +~500 bps Medical +~350 bps Corporate

52% Reduction in Cost

As Reported Underlying Transformation Excl. Upstream Energy & FX

23

¹ Metrics shown excluding the impact of the recent significant downturn in the upstream energy market and FX

4

Financial Overview

Historical Performance

Maintained ~20% Adj. EBITDA Margins and Improved Cash Flow Conversion Despite Pressure from Macroeconomic Headwinds

• Adj. EBITDA & Margin

Revenue Unlevered Cash Flow & Conversion¹ Adjusted Net Income

$2,570 $2,127 $1,939 2014 2015 2016 $230 $128 $134 2014 2015 2016 $367 $395 $377 68.3% 94.3% 94.1%

2014 2015 2016

$538 $419 $401 20.9% 19.7% 20.7%

2014 2015 2016

($M) 25

¹ Unlevered cash flow conversion is defined as (Adj. EBITDA less capex plus ∆ in operating working capital) / Adj. EBITDA

1Q 2017 Performance

Investments Already Made Are Driving Strong Financial Performance Across All Segments

1Q Performance

($M)

1Q17 YoY Change Constant FX Growth vs. 1Q16 Orders $593 +35% +37% Revenue $482 +10% +12%

• Adj. EBITDA

$92 +20% +23%

• Adj. EBITDA Margin

19.1% +150 bps +170 bps Highlights

• Orders, at constant FX, showing strength across entire portfolio: Industrials (+10%), Energy (+111%), Medical (+11%)
• Revenue, at constant FX, driven by strength in Energy (+44%) and Medical (2%) and somewhat offset by a slight

decline in Industrials (-1%), flat excluding 2016 divestitures of non-core assets

• Adj. EBITDA Margin1 benefiting from operational leverage across all three segments

– Industrials: +140 bps – Energy: +260 bps – Medical: +90 bps

26

¹ Adj. EBITDA Margin shown excluding the impact of FX

Capital Allocation Framework

We are committed to effectively allocate capital to grow the company and achieve top quartile Total Shareholder Return over the long-term

27

Invest for Growth

Expect to maintain current Capex rates as a percent

• f sales (~3%)

Continue to Reduce Debt

Targeting mid/long-term leverage of 2.5x-3.0x

Pursue Value Accretive Acquisitions

Pursue opportunities that expand our product portfolio, extend our geographic reach or increase our capabilities

Return Cash to Shareholders

We may, in the future, return cash to shareholders through buybacks and/or dividends

Strong Balance Sheet Post-IPO and Will Continue to Strengthen

Pro Forma Leverage Provides Significant Flexibility for Capital Allocation and Acquisition Opportunities

¹ Net Debt / LTM Adj. EBITDA

Sources ($M)

Total IPO Proceeds $950

Uses ($M)

Paydown of Debt $852 Breakage Fees 46 IPO Fees 52 Total Uses $950 (2.1x)

Net Leverage¹

1Q17 Change PF for IPO 1Q17

• Sr. Secured Credit Facility2

$2,184 $(256) $1,928

• Sr. Notes

575 (575)

• Receivables Financing Agreement
• Second Mortgages

2 2 Capitalized Leases 21 21 Total Debt (Incl. Issuance Cost) $2,782 ($831) $1,951 Unamortized Debt Issuance Costs 55 (21) 34 Total Debt $2,837 ($852) $1,985 Cash (226) (226) Net Debt $2,611 ($852) $1,759

Capital Structure Pro Forma for IPO ($M)

28

6.3x 4.2x 1Q17 Pro Forma for IPO 1Q17

Key Investment Highlights

▪ Premier industrial company with market leadership, global premium brands and track record of

breakthrough technologies

▪ Strong financial profile with a clear plan to drive further revenue and earnings growth

– 2016 Gross Profit Margin: ~37% – 2016 Adj. EBITDA Margin: > 20% across all segments – 2016 Aftermarket: 35% of revenue

▪ Attractive growth levers over the near and long-term

– Recent investment in innovation (new products) and new business platforms (medical) – Exposure to secular tailwinds amplified by significant investments in people, presence and expanded products in U.S. land-based upstream energy – Leverage recent investments in emerging markets to increase penetration and growth

▪ Robust cash flow generation enabling high-return investments both internally and externally;

focused on debt paydown and well-positioned to participate in industry consolidation

▪ Energized, experienced management team with a track record of execution and a commitment to

drive performance Strong Foundation, Clear Strategy, Committed Leadership and Early Innings

29

Appendix

Significant increase in frac pumps (‘11 - ’12) at

• r beyond useful lives;

need for replacement now and in coming years

Investments Made Over Past 3 Years Position Us to Capture Recovery in Upstream Energy Markets

Multiple Layers of Growth Secular

Longer Laterals Over Time for Each Well Greater Volume of Harsh Proppant Per Stage Horizontal Rigs Increasing Relative to Total Rig Count

Activity

U.S. and International Land Rig Count Growth Hydraulic Fracking Demand Growth

Non- activity

Deferred Maintenance Wave of Replacements

Land Rig Count Growth2,3 (Cumulative since May 2016)

Source: Public filings

4 6 8 10 12 14 16 Change in Usage and Approach1 (Indexed from 2014A) 2016 2017 Pressure Pumping Demand1 (Millions of HP) 100 196 680 1,015 1,800 1,423 694 2,071 4,801 3,325 1,330 1,726 1,035

• 2003

2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 N.A. Hydraulic Frac Horsepower Additions ('000) Aging Frac Equipment Installed Base1

31

1.0 1.3 1.5 1.8 2.0 2.3 2014A 2015A 2016A 2017P 2018P Lateral Lengths Frac Stages Proppant Volume Usage 2014 2015 2016 2017 2018

• 20%

0% 20% 40% 60% 80% 100% 120% Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar U.S. RoW

Adjusted EBITDA Reconciliation

▪ LTM Adjusted EBITDA of $416M as of March 31, 2017 ▪ Main adjustments include $25M of impairment of goodwill and other intangible assets and $78M of restructuring and related business transformation costs ▪ Other adjustments include sponsor fees & expenses, acquisition-related expenses and non-cash charges, and environmental remediation loss reserve

($M)

LTM 3’31’17 1Q17 1Q16 FY16 FY15 FY14 Net (Loss) Income $(28.4) $(7.0) $(9.9) $(31.3) $(352.0) $(135.9) Plus: Interest Expense $ 173.2 $ 45.9 $ 43.0 $ 170.3 $ 162.9 $ 164.4 (Benefit) Provision for Income Taxes (20.3) (1.6) (13.2) (31.9) (14.7) 23.0 Depreciation & Amortization Expense 171.2 39.7 41.2 172.7 163.0 160.4 Impairment of Goodwill & Other Intangible Assets 25.3

• 25.3

421.4 235.0 Sponsor Fees & Expenses 4.9 1.1 1.0 4.8 4.6 3.7 Restructuring & Related Business Transformation Costs 78.0 8.6 9.3 78.7 31.4 36.6 Acquisition Related Expenses and Non-Cash Charges 4.2 0.7 0.8 4.3 4.8 9.8 Environmental Remediation Loss Reserve 6.6 1.0

• 5.6
• Other Adjustments

1.3 3.7 4.6 2.2 (2.5) 40.6 Adjusted EBITDA $ 416.0 $92.1 $ 76.8 $ 400.7 $ 418.9 $ 537.6

32

Unlevered Cash Flow Conversion Reconciliation

¹ Operating Working Capital is defined as: Accounts Receivable, net plus Inventories, net less Accounts Payable

($M)

FY 2016A FY 2015A FY 2014A

• Adj. EBITDA

$ 400.7 $ 418.9 $ 537.6 ( - ) Capex 74.4 71.0 73.5 ( + ) Change in Operating Working Capital¹ 50.8 47.3 (96.9) Unlevered Cash Flow $ 377.1 $ 395.2 $ 367.2 Unlevered Cash Flow Conversion 94.1 % 94.3 % 68.3 %

33