Investor Presentation August 2017 Disclaimer and Forward-Looking - - PowerPoint PPT Presentation

Investor Presentation

August 2017

Disclaimer and Forward-Looking Statements

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Special Note Regarding Forward-Looking Statements This presentation, and certain information that management may discuss in connection with this presentation, contains forward- looking statements, within the meaning of the United States Private Securities Litigation Reform Act of 1995, which are intended to come within the safe harbor protection provided by such Act. These forward-looking statements reflect our current expectations, beliefs, plans, or forecasts with respect to, among other things, future events and financial performance and trends in our business and industry. Forward-looking statements are often characterized by words or phrases such as “may,” “will,” “could,” “should,” “would,” “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” “target,” “prospects,” “potential” and “forecast,” and

• ther words, terms, and phrases of similar meaning. Forward-looking statements involve estimates, expectations, projections,

goals, forecasts, assumptions, risks, and uncertainties. We caution that a forward-looking statement is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking statement. Risks and uncertainties that could cause our actual results to differ materially from those contained in the forward-looking statements include, among others, those discussed under the heading “Risk Factors” in our Prospectus dated April 5, 2017 filed with the Securities and Exchange Commission (SEC) pursuant to Rule 424(b) of the Securities Act of 1933, as amended, which is deemed to be part of our Registration Statement on Form S-1 (File No. 333-215244), as well as our other filings with the SEC. Non-GAAP Financial Measures Reconciliation This presentation, and certain information that management may discuss in connection with this presentation, references certain non-GAAP financial measures, including adjusted enterprise revenue (excluding fuel surcharge), adjusted income from operations, adjusted EBITDA, adjusted net income and adjusted diluted earnings per share. Reconciliations of the non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are in an appendix to this presentation. Management believes the use of these non-GAAP measures assists investors in understanding our business as further described below. The non-GAAP information provided is used by our management and may not be comparable to similar measures disclosed by other companies. The non-GAAP measures used herein have limitations as analytical tools, and you should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP.

Leading North American Transportation Services Company

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2016 Adjusted Enterprise Revenue (xFSC)1 2016 Adjusted Income from Operations1 Truckload $2.1bn Intermodal $0.8bn Logistics $0.7bn Other 2 $0.2bn Truckload $221mm Intermodal $46mm Logistics $31mm

Truckload: Second Largest in North America Intermodal: One of the Largest in North America Logistics: Fastest-Growing Segment $3.8bn $293mm3

Broad Portfolio of Market-Leading Businesses

56% 20% 20% 4% 16% 74% 10%

 Founded in 1935 in Green Bay, Wis.  Brand reputation of operational excellence built on service, trust, and reliability  Industry-leading safety culture and performance  Comprehensive presence throughout North America  Portfolio of businesses with different asset intensities  Only known industry peer of size to have completed a comprehensive ERP transformation  Strong balance sheet with access to capital provides flexibility to pursue

• rganic and acquisitive growth initiatives

Iconic Orange Brand

Notes: 1 See appendix for reconciliations; adjusted for fuel surcharge 2 Other is net of intersegment eliminations 3 Includes loss of $5mm from other revenue

A Superior Business Built for Sustainable Growth

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Iconic Large-Scale Transportation Services Provider 1 Transformative Technology Driving Profitability Across Segments 3 Leadership in First-to-Final Mile 4 A Leading Intermodal Business with Built-In Margin Growth 5 Fast-Growing Non-Asset Logistics Business 6 Diversified Revenue Mix Supporting Resilient Growth Through Cycles 2 Well Positioned for Sustainable Growth 7

1,757 2,091 3,026 1,356 810 555 3,472 758 319 2,191 779 738 1,382 417 218 166 378 57 $6,007 $3,752 $3,723 $3,573 $1,830 $1,028 $555 Truckload Intermodal Logistics Other

Iconic Large-Scale Diversified Transportation Services Provider

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Our formula for resiliency: a balanced business mix

2016 Revenue (xFSC) ($mm)

1 2

 Scale in all segments  Ability to move freight between modes  Provides more options to drivers, increasing retention  Provides more options to shippers who want access to capacity and logistics solutions  Aligned and incentivized salesforce

1 4 Sources: SEC filings, public investor presentations and SNDR management estimates Notes: 1 Intersegment eliminations allocated across segments pro rata for revenue contribution 2 Fuel surcharge allocated across segments pro rata for revenue contribution and excluded to calculate revenue (excluding fuel surcharge) 3 Other revenue is net of intersegment eliminations 4 Includes fuel surcharge revenue. Peer 3 does not disclose fuel surcharge revenue 3 1

Peer 1 Peer 2 Peer 3 Peer 5 Peer 6 Peer 4

2011 2016 38% 30% 12% 11% 51% 59% Change in Customer Concentration 1

Sources: SEC filings, public investor presentations and SNDR management estimates Note: 1 Based on adjusted enterprise revenue (excluding fuel surcharge). See appendix for reconciliation

Diversity of Customers and End-Markets Served Supports Stable Growth Through Business Cycles

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…that Includes More than 200 of the Fortune 500 …With a Broadening Customer Base…

Consumer Products Goods 11% Electronics & Appliance 6% Furniture & Floor Covering 5% Chemicals 3% Transportation 3% Food & Beverage 11% Auto 7% General Merchandise 34% Construction 4% Plastics 3% Paper 4% Freight Management 9%

2016 Revenue (xFSC) 1

Diverse End-Market Footprint…

#1 – #10 #11 – #20 All Others

Transformation: Digitizing Our Value Chain

7 SUSPECT LEAD PROSPECT QUALIFY QUOTE ORDER EXECUTION BILLING CASH

STATIC CONTRIBUTION DYNAMIC CONTRIBUTION PREDICTIVE, PREVENTIVE, AND PRESCRIPTIVE ANALYTICS

Driven by “One Version of the Truth” $250mm technology investment differentiates us and enables optimized decisions that drive enhanced contribution

 Transformation of culture and business process  Feedback loops to enhance performance over time  Significant driver of margin expansion  Turns “order takers” to “profit makers”

INTERNAL & EXTERNAL DATA SOURCES

$1,382 $779 $738 $417 $378 $218 $0 $3,472 $2,191 $758 $319 $0 $0 $0 Peer 1 Peer 3 Peer 1 Peer 3

4 8

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Significant Scale in Each Core Business …

2016 Truckload Revenue (xFSC)1 2016 Intermodal Revenue (xFSC)1

# of Trucks2

84,594

# of Containers 2

29,300 17,653 9,131 na na na 17,548 11,722 9,529 7,100 4,706 na na

Revenue (xFSC) ($mm)1 Revenue (xFSC) ($mm)1

4 5

2016 Logistics Revenue (xFSC)1

6 7

Revenue (xFSC) ($mm)1

2016 Operating Revenue (xFSC)1

$6,007 $3,752 $3,723 $3,573 $1,830 $1,028 $555

6 4 5

Operating Revenue (xFSC) ($mm)1

6 3 4 5

Sources: SEC filings, public investor presentations and SNDR management estimates Notes: 1 Revenue excludes fuel surcharge 2 Represents FY 2016 year end equipment count, Peer 5 and SNDR represent average FY 2016 equipment count 3 Represents adjusted enterprise revenue (excluding fuel surcharge) and net of intersegment eliminations. See appendix for reconciliation 4 Intersegment eliminations allocated across segments pro rata for revenue contribution 5 Fuel surcharge allocated across segments pro rata for revenue contribution and excluded to calculate revenue (excluding fuel surcharge) 6 Includes fuel surcharge. Peer 3 does not disclose fuel surcharge revenue 7 Represents truck brokerage and logistics operations 8 Represents non-reportable segment, which includes the Company's logistics and freight brokerage services, as well as support services

4 4 4 4 4

Peer 1 Peer 1 Peer 4 Peer 4 Peer 4 Peer 4 Peer 5 Peer 5 Peer 5 Peer 5 Peer 6 Peer 6 Peer 6 Peer 6 Peer 6 Peer 3 Peer 2 Peer 2 Peer 2 Peer 2 $3,026 $2,091 $1,757 $1,356 $810 $555 $0

… With Broadest Portfolio of Service Offerings in North America

BULK LK

• Long-Haul
• Regional /

Short-Haul

• Chemical
• Energy
• Expedited

COM COMPREH PREHEN ENSIVE SIVE PO PORTFOLIO TFOLIO OF S SER ERVIC VICE E OFFERING ERINGS

BROKERAGE

• Full

Truckload

• LTL
• Intermodal
• Temperature

Control

• Flatbed
• Sole-Source

SUPPL SUPPLY CHA HAIN N SER SERVICES ES (3PL PL)

• Supply Chain

Management

• Supply Chain

Design

• Supplier

Management

• Procurement
• Cross Border

IM IMPORT / EXPORT SERVIC ICES

• Ware-

housing

• Port

Drayage

• Trans-

loading DOOR DOOR-TO TO-DOOR DOOR CONTAIN INER ON FLAT CAR (C (COFC) LONG-HAUL HAUL REGIO IONAL NORTH AMERI MERICAN CROSS-BORDER

LOGIST ISTICS ICS INT INTERM ERMODAL AL NORTH TH AME AMERIC RICAN AN CR CROSS SS-BORD BORDER ER / IN / INTE TERN RNATIO TIONAL AL FREIGH REIGHT:

SP SPEC ECIA IALTY LTY DRY VAN

TR TRUCKL CKLOAD AD

FO FOR HIR IRE DED EDIC ICATE TED OTH THER ER SP SPEC ECIA IALTY LTY

• Specialty Van
• Flatbed
• Multi-Stop
• Cross-Dock
• Long-Haul
• Regional /

Short-Haul

• Expedited

ST STANDARD FI FINAL L MI MILE LE+ / / E-COMM MMER ERCE

• White Glove
• Expedited
• Threshold

TE TEMPER MPERATU TURE E CONTR TROL

• Reefer
• Freeze

Protection

       

9

10

Sources: Management estimates based on SEC filings and public investor presentations

First Mile Vertical Coverage Geographic Coverage Technology Claims Last Mile

Leader in E-Commerce Driven First-to-Final Mile

No Offering Comprehensive Offering

Schneider's portfolio of services virtually eliminates problems like dropped handoffs and high claims

INTEGRATED PHYSICAL MOVES CLAIMS-FREE SERVICE REVERSE LOGISTICS END-TO-END VISIBILITY

INCREASING DEMAND PORT TO DOOR WITH “WHITE GLOVE” SERVICE END-TO-END VISIBILITY

BUY NOW

SIMPLEX

Consumer Order Tracking Vendor and Customer Communication Inventory Control Reverse Logistics

PORT TRANSLOAD DISTRIBUTION CENTER HOME DELIVERY STORE OVER THE ROAD / INTERMODAL PORT DRAY

Differentiated Offering From First to Final Mile

Focus on First-to-Final Mile for difficult-to-handle products

Delivering As Promised in a Multi-Channel World

Peer 8 Peer 7 Peer 1 Peer 4 Peer 2 Peer 5 Peer 6

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Premium Intermodal Segment with Upside Potential

Strong track record of growth and profitability with a clear path to margin expansion through transition to chassis ownership model

Balanced National Network with Strong Eastern Core Asset-Based Operations with Significant Scale

Chicago Seattle

• St. Paul

Green Bay Richland Jacksonville Savannah Atlanta Charlotte Greensboro Marion Montreal Toronto Syracuse Worcester Chambersburg Philadelphia Portsmouth Little Ferry/North Jersey Calgary Edmonton Reno Otay Los Angeles Phoenix Denver Louisville Cincinnati Miami Boston Laredo Mexico City Monterrey San Luis Potosi Minneapolis Milwaukee

• St. Louis

Memphis Jackson Orlando Kansas City Houston Dallas Stockton San Bernardino North Baltimore Baltimore Portland

Schneider Driver Location Rail Ramp Location Schneider Driver and Field Dispatch Location Rail Ramp Location BNSF CSX KCS/KCSM CN FEC NS Strong East Coast Offering

Concentrate spend around two primary railroads (BNSF - West and CSX - East) to driver operational excellence and high levels of collaboration

 Door to door truck-like experience with company

dray drivers and owned containers / chassis

 In 2017 - leased to owned chassis conversion:

lowering chassis cost by ~55%

 Economies of scale are key in Intermodal (only

three relevant and profitable Intermodal providers)

 Significant growth opportunity: < 50% penetration

• f the addressable market, particularly in the East

where the largest competitor does not enjoy a structural advantage

 ~20% of Schneider’s adjusted enterprise

revenue (excluding fuel surcharge)

 Managed approximately $2bn in

transportation spend and leveraged nearly 23,000 carriers in 2016

 Significant cross-selling opportunity

― Serves a large portion of the entire

Schneider portfolio

 Growth strategy capitalizes on expertise in:

― Decision support technologies ― Collaborative solutions with assets

Fast Growing Logistics Offering Complementing Our Asset-Based Network

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2013 2014 2015 2016 $467 $588 $639 $738

Revenue (xFSC) ($mm)

Brokerage ~ Supply Chain Services (3PL) ~ Import / Export Services

Generated ~$147mm in revenue in 2016 for our Truckload and Intermodal segments

High return business with little incremental capital

Financial Highlights

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Operational Excellence Translated into Financial Performance

Note: 1 See appendix for reconciliations

Key Takeaways from 2Q17

REVENUE REVENUE

(xFSC)

Operating Income (adj.) Net Income

(adj.)

EBITDA $916.29 $1,006.44 $22.57 $111.42 $0.14

Metric 1 2Q17 1H17 Operating Revenues $1,075 $2,082 Revenue (xFSC) $983 $1,899 Adjusted Income from Operations $68 $113 Adjusted Net Income $40 $63 Adjusted Diluted EPS $0.23 $0.38 Adjusted EBITDA $136 $249

2Q17 / 1H17 Results (values in $mm except EPS)

 Enterprise revenue (xFSC) growth 6.5% for Q2;

5.8% for 1H17; all segments grew in 2Q and 1H17 year over year

 Truckload revenue per truck per week increased

2.9% for 2Q and Intermodal orders increased 10.6% for 2Q year over year

 Weak market conditions, inflationary driver costs,

and reduced gain on sale of used equipment translated into reduced earnings against 'tough comps'

 Market conditions improved in the second quarter in

excess of seasonal trends; market improvement combined with the impact of ELD regulations is expected to favorably impact 2H17

 Strong cash position and balance sheet  Continue to diversify end-markets and services  Transition to Intermodal 'owned chassis' model on

track for December 2017 completion

Note: 1 See appendix for reconciliations

2013 2014 2015 2016

$3,004 $3,334 $3,588 $3,752

Adjusted Net Income1 Adjusted EBITDA1 Adjusted Enterprise Revenue (xFSC)1

2013 2014 2015 2016 $387 $474 $529 $559

2013 2014 2015 2016

$97 $136 $163 $158 ($mm) ($mm) ($mm)

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Consistent Track Record of Strong Financial Performance…

Adjusted Income from Operations1

2013 2014 2015 2016 $174 $244 $293 $293 ($mm)

+6% Revenue (xFSC) CAGR +270bps Operating Margin Change +4% Revenue (xFSC) CAGR +16bps Operating Margin Change +16% Revenue (xFSC) CAGR +126bps Operating Margin Change

Revenue (xFSC) & Adjusted EBITDA Margin1 2013 – 2016 Results

($mm)

Notes: 1 Adjusted EBITDA margin is segment earnings plus segment depreciation & amortization divided by segment revenue (excluding fuel surcharge) 2 Operating margin is segment earnings divided by segment revenue (excluding fuel surcharge)

… Driven by Growth and Margin Expansion in Each Segment

2013 2014 2015 2016 $665 $723 $790 $758

Operating Margin2 : 5.9% 5.7% 7.4% 6.1%

Intermodal

Operating Margin2 : 2.9% 3.1% 4.0% 4.2%

2013 2014 2015 2016 $467 $588 $639 $738

Logistics

2013 2014 2015 2016 $1,744 $1,862 $1,977 $2,091

Truckload

Operating Margin2 : 7.9% 10.8% 11.0% 10.6%

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9.6% 10.2% 12.2% 10.2%

3.1% 3.2% 4.1% 4.2% 16.5% 19.4% 19.1% 19.8%

Outperformance vs. Peer Group Through Economic Cycles

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2011 – 2016 Operating Ratio Improvement (bps)1 2011 – 2016 Income from Operations CAGR

0% 1% (17%) 6% (35%) (37%) '15–'16 Change (%) (35) 23 (209) (97) (328) (266) '15–'16 Change (bps) (27%) (400) (10) (5) 5 10 15 20 16 10 8 6 (4) (6) (6)

2

(1,000) (800) (600) (400) (200) 200 400 289 75 34 (8) (355) (413) (989)

2

(%) (bps)

Sources: SEC filings and public investor presentations Notes: 1 Calculated using revenue (excluding fuel surcharge) 2 Represents adjusted income from operations. See appendix for reconciliations

Peer 4 Peer 4 Peer 1 Peer 1 Peer 5 Peer 5 Peer 3 Peer 3 Peer 6 Peer 6 Peer 2 Peer 2

Non-GAAP Reconciliations

Non-GAAP Reconciliation – Adjusted Enterprise Revenue (excluding fuel surcharge)

($mm) 2013 2014 2015 2016 2Q17 1H17 Operating revenues 3,624 3,941 3,959 4,046 1,075 2,082 less: Fuel surcharge revenue 620 607 371 294 92 183 Adjusted enterprise revenue (excluding fuel surcharge) 3,004 3,334 3,588 3,752 983 1,899 19

Non-GAAP Reconciliation – Adjusted Income from Operations

($mm) 2013 2014 2015 2016 2Q17 1H17 Income from operations 171 239 260 290 79 123 Litigation 1 10 5 27 – – – Goodwill impairment 2 – – 6 – – – Duplicate chassis costs 3 – – – – 2 3 Change in vacation policy 4 (7) – – – – – Acquisition cost and other 5 – – – 3 – – WSL contingent consideration adjustment 6 – – – – (13) (13) Adjusted income from operations 174 244 293 293 68 113 20

Notes: 1 Costs associated with certain lawsuits challenging compliance with aspects of the Fair Labor Standards Act (FLSA) 2 As a result of our annual goodwill impairment test as of December 31, 2015, we took an impairment charge for our Asia reporting unit 3 By the end of 2017, the Company expects Intermodal to have completed its migration to an owned chassis model, which requires the replacement of rented chassis with owned chassis. The existing lease requirements do not expire until December 31, 2017. Accordingly, the Company is adjusting its income from operations for rental costs related to idle chassis as rented units are replaced 4 Reflects a change to our vacation policy in 2013 in which the award of vacation days changed from being based on a vesting plan to an annual granting plan, resulting in a one-time benefit to income from

• perations

5 Costs related to the acquisitions of Watkins & Shepard and Lodeso and one-time preparation costs in connection with the IPO and initiating the transition from privately held to public company status 6 Related to a change in the fair value of a contingent liability, which reflected three year growth targets established by the sell prior to the close of the WSL acquisition

Non-GAAP Reconciliation – Adjusted Net Income

($mm) 2013 2014 2015 2016 2Q17 1H17 Net income 95 134 141 157 46 69 Litigation 1 10 5 27 – – – Goodwill impairment 2 – – 6 – – – Duplicate chassis costs 3 – – – – 2 3 Change in vacation policy 4 (7) – – – – – Acquisition cost and other 5 – – – 3 – – WSL contingent consideration adjustment 6 – – – – (13) (13) Income tax adjustment 7 (1) (2) (11) (1) 5 4 Adjusted net income 97 136 163 158 40 63 21

Notes: 1 Costs associated with certain lawsuits challenging compliance with aspects of the Fair Labor Standards Act (FLSA) 2 As a result of our annual goodwill impairment test as of December 31, 2015, we took an impairment charge for our Asia reporting unit 3 By the end of 2017, the Company expects Intermodal to have completed its migration to an owned chassis model, which requires the replacement of rented chassis with owned chassis. The existing lease requirements do not expire until December 31, 2017. Accordingly, the Company is adjusting its income from operations for rental costs related to idle chassis as rented units are replaced 4 Reflects a change to our vacation policy in 2013 in which the award of vacation days changed from being based on a vesting plan to an annual granting plan, resulting in a one-time benefit to income from

• perations

5 Costs related to the acquisitions of Watkins & Shepard and Lodeso and one-time preparation costs in connection with the IPO and initiating the transition from privately held to public company status 6 Related to a change in the fair value of a contingent liability, which reflected three year growth targets established by the sell prior to the close of the WSL acquisition 7 Income tax adjustment is based on determining the tax effect of each individual item presented in the table

Non-GAAP Reconciliation – Adjusted EBITDA

($mm) 2013 2014 2015 2016 2Q17 YTD Net Income 95 134 141 157 46 69 Provision for income taxes 61 92 98 109 28 43 Interest expense 14 12 19 21 5 10 Depreciation & amortization 213 230 236 266 68 137 Other non-operating expenses 1 2 3 3 – – Litigation 1 10 5 27 – – – Goodwill impairment 2 – – 6 – – – Duplicate chassis costs 3 – – – – 2 3 Change in vacation policy 4 (7) – – – – – Acquisition cost and other 5 – – – 3 – – WSL contingent consideration adjustment 6 – – – – (13) (13) Adjusted EBITDA 387 474 529 559 136 249

Notes: 1 Costs associated with certain lawsuits challenging compliance with aspects of the Fair Labor Standards Act (FLSA) 2 As a result of our annual goodwill impairment test as of December 31, 2015, we took an impairment charge for our Asia reporting unit 3 By the end of 2017, the Company expects Intermodal to have completed its migration to an owned chassis model, which requires the replacement of rented chassis with owned chassis. The existing lease requirements do not expire until December 31, 2017. Accordingly, the Company is adjusting its income from operations for rental costs related to idle chassis as rented units are replaced 4 Reflects a change to our vacation policy in 2013 in which the award of vacation days changed from being based on a vesting plan to an annual granting plan, resulting in a one-time benefit to income from

• perations

5 Costs related to the acquisitions of Watkins & Shepard and Lodeso and one-time preparation costs in connection with the IPO and initiating the transition from privately held to public company status 6 Related to a change in the fair value of a contingent liability, which reflected three year growth targets established by the sell prior to the close of the WSL acquisition

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Non-GAAP Reconciliation – Adjusted Diluted Earnings per Share

2Q17 1H17 Diluted earnings per share $0.27 $0.42 Non-GAAP adjustments, tax effected (0.04) (0.04) Adjusted diluted earnings per share $0.23 $0.38 23