INVESTOR PRESENTATION N Y S E : R E V G April 2018 Cautionary - - PowerPoint PPT Presentation

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INVESTOR PRESENTATION N Y S E : R E V G April 2018 Cautionary - - PowerPoint PPT Presentation

REV GROUP, I NC. INVESTOR PRESENTATION N Y S E : R E V G April 2018 Cautionary Statements & Non GAAP Measures Disclaimers Note Regarding Non-GAAP Measures REV Group reports its financial results in accordance with U.S. generally


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SLIDE 1

April 2018

INVESTOR PRESENTATION

REV GROUP, I NC.

N Y S E : R E V G

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SLIDE 2

Cautionary Statements & Non GAAP Measures

Disclaimers Note Regarding Non-GAAP Measures REV Group reports its financial results in accordance with U.S. generally accepted accounting principles (“GAAP”). However, management believes that the evaluation of REV Group’s ongoing operating results may be enhanced by a presentation of Adjusted EBITDA and Adjusted Net Income, which are non-GAAP financial measures. Adjusted EBITDA represents net income before interest expense, income taxes, depreciation and amortization as adjusted for certain non-recurring, one-time and other adjustments which REV Group believes are not indicative of its underlying

  • perating performance. Adjusted Net Income represents net income, as adjusted for certain items described below that we believe are not

indicative of our ongoing operating performance. REV Group believes that the use of Adjusted EBITDA and Adjusted Net Income provides additional meaningful methods of evaluating certain aspects of its operating performance from period to period on a basis that may not be

  • therwise apparent under GAAP when used in addition to, and not in lieu of, GAAP measures. See the Appendix to this presentation (and our
  • ther filings with the SEC) for reconciliations of Adjusted EBITDA and Adjusted Net Income to the most closely comparable financial measures

calculated in accordance with GAAP. Cautionary Statement About Forward-Looking Statements This presentation contains statements that REV Group believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “estimates,” “anticipates,” “expects,” “strives,” “goal,” “seeks,” “projects,” “intends,” “forecasts,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. They appear in a number of places throughout this presentation and include statements regarding REV Group’s intentions, beliefs, goals or current expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, growth, strategies and the industries in which we operate, including REV Group’s

  • utlook for the full-year fiscal 2018. REV Group’s forward-looking statements are subject to risks and uncertainties, including those highlighted

under “Risk Factors” and “Cautionary Note Regarding on Forward-Looking Statements” in REV Group’s public filings with the SEC and the other risk factors described from time to time in subsequent quarterly or annual reports on Forms 10-Q or 10-K, which may cause actual results to differ materially from those projected or implied by the forward-looking statement. Forward-looking statements are based on current expectations and assumptions and currently available data and are neither predictions nor guarantees of future events or performance. You should not place undue reliance on forward-looking statements, which only speak as of the date of this presentation. REV Group does not undertake to update or revise any forward-looking statements after they are made, whether as a result of new information, future events, or otherwise, expect as required by applicable law.

2

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SLIDE 3

A Market Leader with Iconic Brands and One of the Largest Installed Bases of Vehicles Serves Attractive, Diverse & Growing End-Markets with Strong Macro Tailwinds & Significant Pent-Up Demand Multiple Controllable Growth & Synergy Levers to Drive Significant Earnings Growth and a long-term goal of a 10% EBITDA Margin Opportunity to Leverage Proven Track Record of Successful Acquisitions to Realize Incremental Upside from M&A Unique and Attractive Financial Profile Proven, Experienced and Aligned Management Team 1 2 3 4 5 6

Investment Highlights

3

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SLIDE 4

COMPANY OVERVIEW

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SLIDE 5

REV HAS A DIVERSE PORTFOLIO OF VEHICLES, EACH DISTINCTLY POSITIONED TO TARGET SPECIFIC CUSTOMER REQUIREMENTS & PRICE POINTS

One of the Industry’s Broadest Product Portfolios of Specialty Vehicles

FIRE + EMERGENCY COMMERCIAL RECREATION

P U M P E R / TA N K E R A E R I E L F I R E T R U C K W I T H L A D D E R A I R C R A F T R E S C U L E F I R E F I G H T E R A M B U L A N C E T Y P E I A M B U L A N C E T Y P E I I A M B U L A N C E T Y P E I I I T Y P E A S C H O O L B U S E S T R A N S I T B U S T E R M I N A L T R U C K S S H U T T L E B U S S W E E P E RS M O B I L I T Y VA N C L A S S A D I E S E L C L A S S A G A S O L I N E C L A S S B C L A S S C S U P E R C

5

TRUCK CAMPERS TRAVEL TRAILERS M OTO R C OA C H

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SLIDE 6

$2.3B IN 2017 SALES $163M IN 2017 ADJ. EBITDA

REV at a Glance

44% 27% 29%

Fire & Emergency Commercial Recreation

NET SALES BY SEGMENT

6

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SLIDE 7

REV Sales at a Glance – Sales Mix

Ambulance 23% Fire Apparatus 21%

Type A School Bus 6% Commercial Bus 8% Transit Bus 7% Specialty 6%

RV 29%

Government, 50% Consumer, 28% Private Contractor, 10% Industrial / Commercial, 12%

Dealer 73% Direct 27%

BY VEHICLE TYPE BY CUSTOMER TYPE BY CHANNEL Represents full year Fiscal 2017, ended October 31, 2017 1 1 7

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SLIDE 8

8

A Leading Plant and Service Network

Additional International Plants: Sorocaba, Brazil; Wuhu, China (JV)

OVER 5 MILLION SQUARE FEET OF NATIONAL MANUFACTURING, SALES, & SERVICE FACILITIES PROVIDE REV WITH A COMPETITIVE ADVANTAGE

22 Manufacturing Locations 14 After Market Parts and Service Locations

4 Ambulance Plants 5 Fire Plants 7 REV Technical Centers for Fire & Emergency 6 RV Plants 4 Parts Warehouse 4 Bus Plants 3 REV Technical Centers ("RTC") for RVs 2 Specialty Plants 1 REV Corp. Office

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SLIDE 9

Source: Management estimate Note: Replacement sales opportunity is calculated as the average number of annual units sold multiplied by the average useful life multiplied by the average selling price. ¹ Does not include the replacement value of the fleets from the 2017 and 2018 acquisitions.

9

REPLACEMENT VALUE OF REV ’S INSTALLED BASE AVERAGE LIFE CYCLE & SELLING PRICE INCREMENTAL IMPACT OF RECENT ACQUISITIONS WHY CUSTOMERS CHOOSE REV FOR REPLACEMENT

  • Repeat purchase to match

in-service fleets

  • Brand loyalty and reputation

for value, quality, and reliability

  • Long-standing customer

relationships

  • Broad, customizable vehicle

platform

  • Superior product quality and

safety

  • Network of aftermarket

parts and service centers

LU X U R Y B U S E S C L A S S B R V S

PUMPER TRUCKS: 10-12 YEARS ($160K-$650K) AERIAL FIRETRUCKS: 20-30 YEARS ($475K-$1.2MM) AMBULANCE: 5-7 YEARS ($65K-$350K) SHUT TLE BUS: 5-10 YEARS ($40K-$190K) TRANSIT BUS: 12 YEARS ($100K-$500K) SCHOOL BUS: 8-10 YEARS ($35K-$55K) SPECIALTY VEHICLES: 5-7 YEARS ($25K-$165K) RECREATION VEHICLES: 8-15 YEARS ($65K-$600K)

FIRE AMBULANCE BUS SPECIALTY RV

~$36 BILLION

R E P L A C E M E N T VA LU E O F R E V ’ S I N - S E RV I C E F L E E T 1

REPLACEMENT DEMAND FOR THE AGING FLEET OF REV ’S PRODUCTS REPRESENTS A SIGNIFICANT REVENUE GROWTH OPPORTUNITY

Large Installed Base Drives Recurring Replacement Sales

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SLIDE 10

Source: FAMA, NTEA AMD, RVIA, Mid-Size Bus Manufacturers Association (“MSBMA”), Management Estimate ¹ Pre-recession average reflects the average from 1989 to 2007. 2 Percentage of FY2017 net sales.

KEY FACTS & COMMENTARY END-MARKET GROWTH

FIRE + EMERGENCY COMMERCIAL RECREATION

44% of Net Sales2 29% of Net Sales2 27% of Net Sales2

  • Aging population and urbanization drives demand
  • Fire and Ambulance demand rising since 2011
  • Pent-up demand of 18,500 units for fire apparatus

& ambulances since 2008 recession

  • Urbanization increasing demand for buses
  • Outsourcing of transportation services
  • Legislated replacement requirements
  • Poised for long-term growth with industry

recovery

  • Increasing participation rates demonstrate long-

term trend toward RV ownership

  • Recreation sales below pre-recession average
2,000 4,000 6,000 8,000 10,000 12,000 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 17 Pre-2008 Average Actual Cumulative Pent-up Demand

F I R E A P PA R AT U S U N I T S A L E S A M B U L A N C E U N I T S A L E S

2,000 4,000 6,000 8,000 10,000 12,000 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 Pre-2008 Average Actual Cumulative Shortfall

Cumulative Pent-Up Demand of 14,000 units Cumulative Pent-Up Demand

  • f 4,500 units

13.1 13.3 12.3 14.7 14.9 2006 2009 2012 2015 2016 Growth expected to continue

S H U T T L E B U S U N I T S A L E S ( 0 0 0 s ) U . S . S C H O O L B U S S A L E S ( 0 0 0 s ) M O TO R I Z E D R V U N I T S AL E S ( 0 0 0 s ) C L AS S A M O T O R I Z E D R V U N I T S AL E S ( 0 0 0 s )

45.2 32.6 28.2 35.5 36.2 39.8 2006 2009 2012 2015 2016 2017 Unit Sales Below 2006 peak 57.2 55.9 13.2 28.2 47.3 54.9 62.6

Pre-Rec. Avg. 2006 2009 2012 2015 2016 2017

Pre-Recession Average1 36.3 32.7 5.9 14.5 21.9 22.4 23.3 Pre-Rec. Avg. 2006 2009 2012 2015 2016 2017

R E V ’ S E N D - M A R K E T S H AV E P O S I T I V E TAILWINDS A C R O S S E A C H S EG M E N T A S U N I T S A L E S C O N T I N U E TO T R E N D TO WA R D P R E - R EC E S S I O N L E V E L S

Growing End-Markets Benefit from Significant Incremental Pent-Up Demand

Pre-Recession Average1

10

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SLIDE 11

¹ Market share management estimate based on FY2017 results.

REV AFTERMARKET OPPORTUNITY & CAPABILITIES REV MARKET SHARE OF ~$800 MILLION PARTS OPPORTUNITY

CURRENT MARKET SHARE 1 UPSIDE OPPORTUNITY

Expand market share in high margin aftermarket parts and service

  • Dedicated management team to oversee aftermarket

business executing comprehensive aftermarket strategy

  • Investing in building out capabilities including 4 dedicated

parts warehouses

  • Centralizing aftermarket parts and services business to

broaden market coverage

  • Establishing a web-based platform to provide customers

with real time data on parts availability

  • Establishing new partnerships to enhance capabilities and

availability of parts in efficient manner

R E V 1 0 %

~$800 MILLION ANNUAL VALUE

OF REV AFTERMARKET PARTS OPPORTUNITY

14

A F T E R M A R K E T A N D PA R T S FA C I L I T I E S

~240,000

U N I T I N S TA L L E D B A S E

~$27 MILLION

I N V E S T M E N T I N F Y 2 0 1 5 - 2 0 1 6

ONLINE

T EC H N O LO GY P L AT F O R M R E V A N N O U N C E D T H E S TA R T O F A N E W C O L L A B O R AT I V E C O N N E C T I O N W I T H F O R D M O T O R C O M PA N Y D E A L E R S F O R PA R T S I N S E P T E M B E R 2 0 1 7 A N D T H E S TA R T O F A N E W S E R V I C E PA R T N E R S H I P W I T H R Y D E R S Y S T E M I N M AY 2 0 1 7

11

REV BELIEVES THE AFTERMARKET PARTS OPPORTUNITY FOR ITS VEHICLES IN SERVICE IS ~$800 MILLION ANNUALLY

Multiple Controllable Growth Levers Large Aftermarket Parts Growth Opportunity

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SLIDE 12

12

Note: These targets are forward-looking, are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of the Company and its management, and are based upon assumptions with respect to future decisions, which are subject to change. Actual results may vary and these variations may be material. For discussion of some of the important factors that could cause these variations, please consult the "Risk Factors" section of the Company’s Form 10-K. Nothing in this presentation should be regarded as a representation by any person that these goals will be achieved and the Company undertakes no duty to update its goals.

~ 6 % A D J . E B I T D A M A R G I N

A B C D E F G

2 0 1 6 A D J . E B I T D A 2 0 1 7 A D J . E B I T D A A F T E R M A R K E T G R O W T H M A R K E T S H A R E G R O W T H N E W P R O D U C T A N D I N I T I A T I V E S C O N S E R V A T I V E M A R K E T G R O W T H L O N G - T E R M E B I T D A M A R G I N T A R G E T M & A U P S I D E M A R K E T R E C O V E R Y U P S I D E E B I T D A W I T H U P S I D E O P P O R T U N I T Y $ 1 2 3 $ 1 6 3 ~ 7 % A D J . E B I T D A M A R G I N ~ 1 0 % A D J . E B I T D A M A R G I N C O N T R O L L A B L E F A C T O R S

COST & EFFICIENCY AFTERMARKET GROWTH

  • Continued facility consolidation and
  • ptimization
  • Cost of quality/warranty reduction
  • Procurement optimization
  • ~$800mm1 annual sales opportunity
  • ~$36 billion1 installed base
  • Higher margin opportunity

A B

MARKET SHARE GROWTH

  • Continue broadening dealer coverage
  • Entrance into previously under-

addressed end-markets

  • RV re-entry into Class C category and

improved Class A share

C

N E W P R O D U C T S & I N I TAT I V E S

  • Ambulance remounts
  • Continued product innovation

expands addressable market

  • 18 new products launched in 2017

D

Market Growth

  • F&E: Municipal spending and pent-up

demand

  • Commercial: Urbanization, aging

population, municipal spending

  • Recreation: Continued recovery in

volumes to pre-recession levels

E

M&A

  • Highly fragmented market
  • Large number of bolt-on
  • pportunities
  • Potential for transformative M&A

F

A d d i t i o n a l M a r ke t Re c o v e r y

  • Many end-markets are still below

historical averages

  • Significant upside if end-markets

continue to recover to pre-recession levels

G

I N C R E M E N T A L U P S I D E I N C R E M E N T A L U P S I D E

ROADMAP TO DRIVE EBITDA GROWTH OVER THE LONG-TERM WITH ADDITIONAL UPSIDE THROUGH M&A , FUTHER END MARKET RECOVERY, AND ENTRY INTO NEW ADJACENT MARKET SEGMENTS

Multiple Controllable Growth Levers Many Achievable Paths to Significant EBITDA Growth

C O S T & E F F I C I E N C Y

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SLIDE 13

China JV

S Y N E R G Y O P P O R T U N I T I E S : S Y N E R G Y O P P O R T U N I T I E S

  • Joint venture to manufacture RVs,

ambulances and other specialty vehicles for distribution within China and select international markets

  • The RV industry in China will be fueled by

an increased level of spending on travel and leisure, with support from the Chinese government

  • The ambulance industry in China is poised

for strong growth, with replacement demand, more stringent regulatory requirement, an aging population and increase in healthcare budget

  • Partnership commenced in December 2017

13

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SLIDE 14

China JV

RVs Ambulances

Low-tier Mid-tier Top-tier Truck Camper Class B Class C

14

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SLIDE 15

Daimler Strategic Alliance

S Y N E R G Y O P P O R T U N I T I E S : S Y N E R G Y O P P O R T U N I T I E S

  • Strategic partnership (JV) with Daimler in

which REV will be the exclusive general distributor for Setra motorcoaches in North

  • America. As the general distributor, REV

represents the Setra brand in: – New and used sales – Aftermarket parts and service

  • REV is now supporting current Setra operators

and leverage existing relationships with motorcoach charter companies to enhance Setra’s market share position

  • Broader strategic opportunities actively being

discussed to further enhance long-term market presence

  • Partnership commenced in December 2017

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SLIDE 16

Daimler Strategic Alliance Products

16

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SLIDE 17

¹ Represents FY 2013

2 Represents FY 2016

REV is a Consolidator Disrupting the Specialty Vehicle Industry

17

2006 2008 2010 2012 2014 2016 2015 2017

AIP PORTFOLIO COMPANIES FUTURE

ASV IS FORMED

TIM SULLIVAN BECOMES ASV CEO ASV RENAMED AND REBRANDED REV GROUP $ 1 . 2 B I L L I O N I N S A L E S 1 $ 1 . 9 B I L L I O N I N S A L E S 2

2018

REV IS POISED TO CAPITALIZE ON MOMENTUM TO CONTINUE REDEFINING THE SPECIALTY VEHICLE INDUSTRY

  • Unique size and scale amongst specialty vehicle manufacturers
  • As a multi-line producer, offers unique cross-selling and cost synergy opportunities
  • Differentiated business model versus competitors
  • 14 acquisitions completed since 2006

Acquisitions Milestones

1 9 6 0 s S E V E R A L B R A N D S F O U N D E D T H E I R S P E C A I LT Y V E H I C L E S E G M E N T S A N D D AT E B A C K M O R E T H A N 5 0 Y E A R S

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SLIDE 18

FINANCIAL OVERVIEW

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Impressive Growth and Significant Upside Opportunity REV’s Sales Growth

$1,721 $1,735 $1,926 $2,268 $2,400 $2,700

2014 2015 2016 2017 2018 Outlook

Revenue

Upper end Lower end ($ millions) 19

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SLIDE 20

Impressive Growth and Significant Upside Opportunity

1 See appendix of this presentation for a reconciliation of Adj. EBITDA to Net Income. Note: Refer to the company‘s form S-1 dated January 17, 2017 for reconciliations of GAAP to Non-GAAP metrics for fiscal years 2014-2016. Refer to the company’s form 8-K filed on December 19, 2017 for reconciliations of GAAP to Non-GAAP metrics for fiscal year 2017.

REV’s Earnings Growth

$62 $90 $123 $163 $200 2014 2015 2016 2017 2018 Outlook

Adjusted EBITDA1

Upper end Lower end

$220

6.4% 3.6% 5.2% 7.2%

Margin (%)

20

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SLIDE 21

Impressive Growth and Continued Growth Opportunities

ROIC – Return on Invested Capital defined as after-tax Adj. EBITDA divided by total debt, less current maturities, plus total shareholders’ equity; assumes 36.5% effective tax rate for all years presented.

$14 $34 $53 $76 2014 2015 2016 2017

2.9%

Margin (%)

0.8%

($ millions)

2.0% 3.3%

9.1% 13.1% 15.8% 16.3%

2014 2015 2016 2017

ADJUSTED NET INCOME RETURN ON INVESTED CAPITAL

21

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SLIDE 22

Balance Sheet Strength & Liquidity

  • Focus to improve conversion of working capital to cash
  • Existing debt reduced with excess cash
  • Earnings growth drives increased liquidity
  • Capacity to pursue opportunistic acquisitions

Net Debt Net Working Capital % Sales Total Leverage

$225 $213 $256 $230 2014 2015 2016 2017 3.4x 2.3x 2.0x 1.3x 2014 2015 2016 2017 16.2% 16.7% 18.8% 20.0% 2014 2015 2016 2017

Note: Net Debt equals total debt less cash and cash equivalents; Net working capital equals A/R + Inventory – A/P; Total leverage is calculated as Net Debt divided by Adjusted EBITDA.

$ in millions

22

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SLIDE 23

Seasonality of Sales and EBITDA Trend

Quarterly Sales and Adj. EBITDA Fiscal 2016 - 2018

23

Sales Adj. EBITDA

$0 $10 $20 $30 $40 $50 $60 $70 Q1'16 Q2'16 Q3'16 Q4'16 Q1'17 Q2'17 Q3'17 Q4'17 Q1'18 $0 $100 $200 $300 $400 $500 $600 $700 $800 Quarterly Sales Quarterly Adj. EBITDA

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SLIDE 24

R E C R E AT I O N L O N G - T E R M TAR G E T S AD J U S T E D E B I T D A 1

Source: Company management. Note: Some targets are forward-looking, are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of the Company and its management, and are based upon assumptions with respect to future decisions, which are subject to

  • change. Actual results may vary and these variations may be material. For discussion of some of the important factors that could cause these variations, please consult the "Risk Factors" section of the Company’s Form 10-K. Nothing in this presentation should be regarded as a representation by any

person that these goals will be achieved and the Company undertakes no duty to update its goals.

VARIABLE COST STRUCTURE FLEXIBLE BALANCE SHEET VISIBLE AND RECURRING REVENUE

  • ~85% of costs of goods sold are variable
  • Focus on achieving ~10% long-term EBITDA margin target
  • Scaled and synergistic platform leveraging procurement,

engineering, distribution, and support functions across businesses

  • Cash and equivalents of $12.7 million with approximately $143

million available under our existing credit facilities as of January 31, 2018

  • Leverage just over 2.0x at the end of Q1 Fiscal 2018 due to

seasonality of business. Leverage expected to be < 2.0x by the end of Q3 Fiscal 2018

  • Primarily replacement nature of demand and, in many products,

backlog provides revenue visibility

  • Strong growth potential in recurring parts sales with highly

attractive margins

C O G S B R E A K D O W N

M A T E R I A L S ( E X . C H A S S I S ) C H A S S I S L A B O R M A N U F A C T U R I N G O V E R H E A D O T H E R C O G S

85% OF COGS ARE VARIABLE

< 2.0x EBITDA

L O N G - T E R M L E V E R A G E T A R G E T

24

AT TRACTIVE CHARACTERISTICS INCLUDING VARIABLE COST STRUCTURE AND BALANCE SHEET FLEXIBILITY

Unique and Attractive Financial Profile

$0 $500 $1,000 $1,500

F&E Commecial RV Total

Backlog Q1 FY18 Q1 FY17

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SLIDE 25

¹ For a reconciliation of net income to Adjusted Net Income and Adjusted EBITDA, see the Appendix to this presentation.

  • Strong 16.2% sales growth reflects

the impact of acquisitions and sales increases in all segments

  • Adjusted Net Income1 of $9.7

million, an increase of 72% resulting from benefit of acquisitions, lower interest expense, and favorable impact of recently enacted U.S. tax reform

  • Adjusted EBITDA1 of $21.3 million

was roughly flat compared to the prior year; margin negatively impacted by unfavorable mix in certain product categories and higher corporate expenses

$ 443 $ 515 $ 0 $ 100 $ 200 $ 300 $ 400 $ 500 $ 600 $ 700 1Q FY2017 1Q FY2018 Net Sales ($mm)

FIRST QUARTER RESULTS IN LINE WITH EXPECTATIONS WITH CONTINUED STRENGTH IN DEMAND

Consolidated First Quarter FY2018 Results

$21.1 $21.3 $ 0 $ 10 $ 20 $ 30 $ 40 1Q FY2017 1Q FY2018

  • Adj. EBITDA ($mm)

25

Net Sales Adjusted EBITDA

1

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SLIDE 26

F&E BACKLOG INCREASED 5% SINCE YEAR END 2017 $ 185 $ 215 $ 0 $ 100 $ 200 $ 300 1Q FY2017 1Q FY2018 Net Sales ($mm)

¹ For a reconciliation of net income (loss) to Adjusted Net Income and Adjusted EBITDA, see the Appendix to this presentation.

  • Net Sales growth of 16.1% driven by higher

fire and ambulance unit volumes, and the impact of the Ferrara acquisition

  • Aerial unit delivery delay from Q1 to Q2;

Ambulance sales mix impacted sales and EBITDA, volumes remain strong

  • Ambulance remount business continues to

grow year over year

  • Adjusted EBITDA1 increased 8.7%, partially

driven by the impact of the Ferrara acquisition

  • Ferrara integration is on track
  • We see continued strength of demand in

both the fire and ambulance markets, supported by 5% increase in segment backlog during the quarter

Fire & Emergency 1Q FY2018 Results

26 $16.7 $18.2 $0 $5 $10 $15 $20 $25 1Q FY2017 1Q FY2018

  • Adj. EBITDA ($mm)

Net Sales Adjusted EBITDA

1

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SLIDE 27

$ 130 $ 132 $ 0 $ 50 $ 100 $ 150 $ 200 1Q FY2017 1Q FY2018 Net Sales ($mm) $8.2 $4.5 $ 0 $ 2 $ 4 $ 6 $ 8 $ 10 1Q FY2017 1Q FY2018

  • Adj. EBITDA ($mm)

¹ For a reconciliation of net income (loss) to Adjusted Net Income and Adjusted EBITDA, see the Appendix to this presentation.

  • Net Sales increased 1.5% over prior

year driven by higher unit sales in all segment product categories, excluding school bus

  • Commercial Adjusted EBITDA1

declined $3.7 million year-over-year due to lower school bus sales, a shift in timing of transit bus unit shipments and higher shuttle bus sales

  • Adjusted EBITDA margin also

impacted by costs related to manufacturing process improvements at one shuttle bus facility

  • Monitoring a strong pipeline of

sales opportunities

COMMERCIAL END MARKETS REMAIN STRONG, MARGINS EXPECTED TO IMPROVE

Commercial 1Q FY2018 Results

27

Net Sales Adjusted EBITDA

1

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SLIDE 28

$ 127 $ 167 $ 0 $ 20 $ 40 $ 60 $ 80 $ 100 $ 120 $ 140 $ 160 $ 180 1Q FY2017 1Q FY2018 Net Sales ($mm)

¹ For a reconciliation of net income (loss) to Adjusted Net Income and Adjusted EBITDA, see the Appendix to this presentation.

  • Net Sales grew 32.0% from improving market

position and impact of acquisitions; Renegade and Midwest Q1 sales were up over prior year Q1

  • Adjusted EBITDA1 grew significantly driven by

higher unit volumes, product mix, continued benefit from ongoing operating initiatives and the results from acquired companies

  • We continue to rationalize our models and

floorplans within the Class A product line, this resulted in lower Class A shipments in Q1 FY18 vs. Q1 FY17

  • Segment backlog at the end of the first

quarter was $281.8 million, up 94.6 percent from the end of fiscal year 2017

STRONG EARNINGS GROWTH AND OPERATING LEVERAGE FOLLOWING COST INITIATIVES AND ACQUISITIONS

Recreation 1Q FY2018 Results

$2.8 $8.2 $ 0 $ 3 $ 6 $ 9 $ 12 1Q FY2017 1Q FY2018

  • Adj. EBITDA ($mm)

28

Net Sales Adjusted EBITDA

1

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SLIDE 29

F U L L Y E AR 2 0 1 7 O U T L O O K

  • Net Sales: $2.4 billion to $2.7 billion
  • Net Income of $90 million to $110 million
  • Adjusted EBITDA: $200 million to $220 million
  • Adjusted Net Income of $110 million to $125 million
  • Capital expenditures of $40 - $45 million

Continues prior historical trend of strong top line annual growth exceeded by earnings growth ~30% growth in Adjusted EBITDA in 2018 long-term target of 10% EBITDA margin

DOUBLE DIGIT SALES GROWTH COUPLED WITH GREATER ADJUSTED EBITDA GROWTH

Full Year Fiscal 2018 Guidance

29

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SLIDE 30

APPENDIX

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SLIDE 31

Reconciliation of Net Income (Loss) to Adjusted EBITDA by Segment

FIRST QUARTER 2018

31 Fire & Emergency Commercial Recreation Corporate & Other Total Net Income (loss) 11,557 $ 460 $ 2,845 $ (5,441) $ 9,421 $ Depreciation & amortization 4,522 2,836 2,935 724 11,017 Interest expense, net 1,048 645 118 3,606 5,417 Benefit for income taxes

  • (13,842)

(13,842) EBITDA 17,127 3,941 5,898 (14,953) 12,013 Restructuring costs 56

  • 2,254

1,742 4,052 Transaction expenses 157

  • 1,398

1,555 Stock-based compensation expense

  • 1,750

1,750 Non-cash purchase accounting expense 396 239

  • 635

Sponsor expenses

  • 195

195 Legal Settlements 430 280

  • 710

Deferred purchase price payment

  • 392

392 Adjusted EBITDA 18,166 $ 4,460 $ 8,152 $ (9,476) $ 21,302 $ Three Months Ended January 31, 2018 REV GROUP, INC. ADJUSTED EBITDA BY SEGMENT (Unaudited; in thousands)

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SLIDE 32

Reconciliation of Net Income (Loss) to Adjusted EBITDA by Segment

FIRST QUARTER 2017

32 Fire & Emergency Commercial Recreation Corporate & Other Total Net Income (loss) 12,698 $ 4,563 $ 139 $ (30,703) $ (13,303) $ Depreciation & amortization 2,809 1,930 2,157 525 7,421 Interest expense, net 1,172 817 42 5,447 7,478 Provision (benefit) for income taxes 4

  • (7,833)

(7,829) EBITDA 16,683 7,310 2,338 (32,564) (6,233) Restructuring costs

  • 864
  • 864

Transaction expenses

  • 378

378 Stock-based compensation expense

  • 25,506

25,506 Non-cash purchase accounting expense 30

  • 435
  • 465

Sponsor expenses

  • 131

131 Adjusted EBITDA 16,713 $ 8,174 $ 2,773 $ (6,549) $ 21,111 $ Three Months Ended January 28, 2017 REV GROUP, INC. ADJUSTED EBITDA BY SEGMENT (Unaudited; in thousands)

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SLIDE 33

Reconciliation of Net Income (Loss) to Adjusted Net Income

FIRST QUARTER 2017 & 2018

33

January 31, 2018 January 28, 2017 Net income (loss) 9,421 $ (13,303) $ Amortization of Intangible Assets 4,766 2,614 Restructuring Costs 4,052 864 Transaction Expenses 1,555 378 Stock-based Compensation Expense 1,750 25,506 Non-cash Purchase Accounting Expense 635 465 Sponsor Expenses 195 131 Legal Settlements 710 — Deferred Purchase Price Payment 392 — Impact of Tax Rate Change (10,414) — Income Tax Effect of Adjustments (3,313) (10,987) Adjusted Net Income 9,749 $ 5,668 $ Three Months Ended REV GROUP, INC. ADJUSTED NET INCOME (Unaudited; in thousands)

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SLIDE 34

1 1 1 E . K I L B O U R N A V E N U E , S U I T E 2 6 0 0 , M I L W A U K E E , W I 5 3 2 0 2 ( 4 1 4 ) 2 9 0 - 0 1 9 0 • R E V G R O U P. C O M