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Q3 FY19 Results August 1, 2019 Steve Voorhees Chief Executive Officer Ward Dickson Chief Financial Officer Jeff Chalovich Chief Commercial Officer and President, Corrugated Packaging Pat Lindner President, Consumer Packaging

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Page 1: Q3 FY19 Results August 1, 2019s21.q4cdn.com/975972157/files/doc_presentations/2019/07/... · 2019-08-01 · 7 Q3 FY19 Consumer Packaging Results Financial Performance ($ in millions,

Q3 FY19 Results

August 1, 2019

Steve Voorhees

Chief Executive Officer

Ward Dickson

Chief Financial Officer

Jeff Chalovich

Chief Commercial Officer and President, Corrugated Packaging

Pat Lindner

President, Consumer Packaging

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Forward Looking Statements:

This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to the statements on the

slides entitled “Q3 FY19 Key Highlights”, “Q3 FY19 Corrugated Packaging Results”, “Successfully Integrating KapStone”, “Q3 FY19 Consumer Packaging Results”, “Sequential

Quarterly Guidance”, “FY19 Additional Guidance Assumptions”, “Key Commodity Annual Consumption Volumes” and “Strategic Capital Projects Driving Performance and Earnings

Improvements” that give guidance or estimates for future periods as well as statements regarding, among other things, that (1) we are focused on returning our leverage ratio to our

targeted level of 2.25 to 2.50 times; (2) the new paper machine at our Florence, SC mill is on schedule to start up in the first half of calendar 2020 and the transition to Porto Feliz is

on schedule to be completed in the fourth quarter; (3) we expect to realize $90 million of run rate synergies from the KapStone acquisition by the end of fiscal 2019 and more than

$200 million by the end of fiscal 2021; (4) we expect to realize synergies from the KapStone acquisition in the allocations presented on slide 6; (5) the sequential quarterly earnings

drivers and estimates will be as presented on slide 11; (6) we expect to generate $880 to $925 million of adjusted segment EBITDA in the fourth quarter of fiscal 2019; (7) the FY19

additional guidance assumptions and mill maintenance schedule will be as presented on slide 15; (8) the key commodity annual consumption volumes will be as presented on slide

16; and (9) our strategic capital projects are expected to generate $10 million, $80 million, $150 million and $240 million in annualized EBITDA by the end of fiscal 2019, 2020, 2021

and 2022, respectively, and the projects listed on slide 17 will be completed on the timelines presented on slide 17.

Forward-looking statements are based on our current expectations, beliefs, plans or forecasts and are typically identified by words or phrases such as "may," "will," "could,"

"should," "would," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "target," "prospects," "potential" and "forecast," and other words, terms and phrases of

similar meaning. Forward-looking statements involve estimates, expectations, projections, goals, forecasts, assumptions, risks and uncertainties. WestRock cautions readers 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. WestRock’s

businesses are subject to a number of general risks that would affect any such forward-looking statements, including, among others, decreases in demand for their products;

increases in energy, raw materials, shipping and capital equipment costs; reduced supply of raw materials; fluctuations in selling prices and volumes; intense competition; the

potential loss of certain customers; the scope, costs, timing and impact of any restructuring of our operations and corporate and tax structure; the occurrence of a natural disaster,

such as hurricanes or other unanticipated problems, such as labor difficulties, equipment failure or unscheduled maintenance and repair; our desire or ability to continue to

repurchase our stock; risks associated with integrating KapStone’s operations into our operations and our ability to realize anticipated synergies and productivity improvements;

risks associated with completing our strategic capital projects on the anticipated timelines and realizing our anticipated EBITDA improvements; and adverse changes in general

market and industry conditions. Such risks and other factors that may impact management's assumptions are more particularly described in our filings with the Securities and

Exchange Commission, including in Item 1A under the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended September 30, 2018. The information

contained herein speaks as of the date hereof and WestRock does not have or undertake any obligation to update or revise its forward-looking statements, whether as a result of

new information, future events or otherwise.

Non-GAAP Financial Measures:

We may from time to time be in possession of certain information regarding WestRock that applicable law would not require us to disclose to the public in the ordinary course of

business, but would require us to disclose if we were engaged in the purchase or sale of our securities. This presentation shall not be considered to be part of any solicitation of an

offer to buy or sell WestRock securities. This presentation also may not include all of the information regarding WestRock that you may need to make an investment decision

regarding WestRock securities. Any investment decision should be made on the basis of the total mix of information regarding WestRock that is publicly available as of the date of

the investment decision.

We report our financial results in accordance with accounting principles generally accepted in the United States ("GAAP"). However, management believes certain non-GAAP

financial measures provide users with additional meaningful financial information that should be considered when assessing our ongoing performance. Management also uses

these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating our performance. Non-GAAP financial measures should be viewed in

addition to, and not as an alternative for, our GAAP results. The non-GAAP financial measures we present may differ from similarly captioned measures presented by other

companies.

Forward Looking Statements; Non-GAAP Financial

Measures

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✓North American Corrugated

container per day volumes

up 2.7% organically

✓Corrugated Packaging

system: 259k tons of

maintenance and economic

downtime; inventories

returned to target levels

✓Consumer Packaging

system: 54k tons of capital

and maintenance outages;

stable backlogs across

SBS, CNK and CRB

✓Progress on strategic

capital projects

✓KapStone synergies ahead

of schedule

✓Net leverage ratio of

2.95x(2); focused on

returning to targeted

leverage range of 2.25x to

2.50x

✓Attractive dividend yield of

approximately 5.0%

✓Net Sales increased $658

million, or 16.3%, year-

over-year to $4,690

million(1)

✓Adjusted Segment

EBITDA of $858 million

and a margin of 18.3%(2);

Adjusted Earnings Per

Diluted Share of $1.11(3)

✓North American

Corrugated Packaging

Adjusted Segment

EBITDA margin of 23.1%(2)

Financial Performance

Markets & Operations

Capital Allocation

1) Excludes Recycling sales in Q3 FY18. See Reconciliations in the Appendix.

2) Non-GAAP Financial Measure. See Non-GAAP Financial Measures and Reconciliations in the Appendix.

3) Non-GAAP Financial Measure. On a GAAP basis, earnings per diluted share were $0.98 in Q3 FY19 and $1.03 in Q3 FY18. See Non-GAAP Financial

Measures and Reconciliations in the Appendix.

Q3 FY19 Key Highlights

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Q3 FY19 WestRock Consolidated Results

Financial Performance

($ in millions, except percentages and per share items) Q3 FY19 Q3 FY18

Net Sales(1) $4,690 $4,032

Adjusted Segment Income(2) $482 $445

Adjusted Segment EBITDA(2) $858 $754

% Margin(2) 18.3% 18.7%

Adjusted Earnings Per Diluted Share(3) $1.11 $1.09

Adjusted Operating Cash Flow(2) $749 $783

Adjusted Segment EBITDA(2) ($ in millions)

+14%

1) Excludes Recycling sales in Q3 FY18. See Reconciliations in the Appendix.

2) Non-GAAP Financial Measure. See Non-GAAP Financial Measures and Reconciliations in the Appendix.

3) Non-GAAP Financial Measure. On a GAAP basis, earnings per diluted share were $0.98 in Q3 FY19 and $1.03 in Q3 FY18. See Non-GAAP Financial

Measures and Reconciliations in the Appendix.

Highlights

• Revenue and EBITDA growth reflect acquisition of KapStone

• Positive price realization in both Corrugated Packaging and

Consumer Packaging

• Adjusted Segment EBITDA up 14% year-over-year(2)

• Seasonally strong operating cash flow generation

(45)

$754 55 47

152 $858

(38) (44)(9) (14)

Q3 FY18 Volume Price / Mix Inflation Productivity FX Other CorrugatedEconomic

Downtime andConsumerOutages

KapStone (Excl.EconomicDowntime)

Q3 FY19

Excludes KapStone

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Q3 FY19 Corrugated Packaging Results

1) Excludes Recycling sales in Q3 FY18

2) Non-GAAP Financial Measure. See Non-GAAP Financial Measures and Reconciliations in the Appendix.

Financial Performance

($ in millions, except percentages) Q3 FY19 Q3 FY18

Segment Sales(1) $3,073 $2,333

Adjusted Segment Income(2) $413 $332

Adjusted Segment EBITDA(2) $644 $503

% Margin(2) 21.7% 22.5%

North American Adjusted Segment

EBITDA Margin(2) 23.1% 22.0%

Brazil Adjusted Segment EBITDA

Margin(2) 27.9% 30.9%

Adjusted Segment EBITDA(2) ($ in millions)

+28%

Segment Highlights:

• Adjusted Segment EBITDA up 28% year-over-

year(2)

• North American box shipments up 20% year-

over-year; 2.7% organic growth, excluding

KapStone

• Lower year-over-year domestic containerboard

shipments, excluding KapStone

• Flow through of previously published PPW price

increases partially offset by current year PPW

price reductions and export price declines

• 165,000 tons of economic downtime and 94,000

tons of maintenance downtime

• KapStone synergy realization ahead of schedule

• Strategic investments on track

• Florence paper machine on schedule to

startup first half of calendar year 2020

• Transition to Porto Feliz to be completed

in fiscal Q4

• Construction underway at Tres Barras mill

upgrade project

$503

$644

19 639

152

(21) (23)

(8)(23)

Q3 FY18 Volume Price /Mix

Energy /Materials /

Freight

Wageand OtherInflation

Productivity Other EconomicDowntime

KapStone(Excl.

EconomicDowntime)

Q3 FY19

Excludes KapStone

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Successfully Integrating KapStone

($ in millions)

Expect to realize more than $200 million in run-rate

synergies by the end of FY21

$80 $90

$200+

Q3 FY19 YTD FY19E FY21E

KapStone Run-Rate Synergy Progression KapStone Synergy Allocation

Converting, Network & Supply Chain Optimization

28%

Administrative Efficiencies

30%

Mill Performance Improvements

22% Procurement

20%

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Q3 FY19 Consumer Packaging Results

Financial Performance

($ in millions, except percentages) Q3 FY19 Q3 FY18

Segment Sales $1,650 $1,670

Adjusted Segment Income(1) $93 $126

Adjusted Segment EBITDA(1) $233 $262

% Margin (1) 14.1% 15.7%

Adjusted Segment EBITDA(1) ($ in millions)

1) Non-GAAP Financial Measure. See Non-GAAP Financial Measures and Reconciliations in the Appendix.

Segment Highlights:

• Volume decline driven by lower paperboard sales

primarily due to supply chain impact of strategic

capital and maintenance outages

• Converting shipments increased 1.3%; North

American converting shipments up 2.7%, partially

offset by declines in Europe and Asia

• Price realization from flow through of previously

published PPW price increases

• Backlogs of 4-6 weeks across SBS, CNK and

CRB

• Higher year-over-year costs in wood and freight,

partially offset by recycled fiber

$262

38

9

$233 (16)

(5)(8)

(19)

(22)(6)

Q3 FY18 Volume Price /Mix

Pulp Price Energy /Materials /

Freight

Wageand OtherInflation

Productivity StrategicCapital and

MaintenanceOutages

Other Q3 FY19

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BROADEST PORTFOLIO OF DIFFERENTIATED PAPER GRADES AND PACKAGING SOLUTIONS

SBS CNK® CRB URBVirgin

Linerboard / Medium

White Top Linerboard

Recycled Linerboard /

Medium

Semi-Chemical Medium

Kraft Paper

Industry’s Most Comprehensive Product Portfolio

Driving Growth Throughout the Enterprise

102

144

80

100

120

140

FY16 FY17 FY18 June TTMNum

ber

of C

usto

mers

Customers Buying More than $1 Million from Both Segments

$4.7

$6.8

$4.0

$5.0

$6.0

$7.0

FY16 FY17 FY18 June TTM

Sale

s (

Bill

ions)

Net Sales to Customers Buying More than $1 Million from Both Segments

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• Optimized, SIOC packaging

• Minimize quality issues and

product waste

• Assembly solution allowed

Colgate-Palmolive to execute

through a low risk “test-and-

learn” environment

• Differentiated packaging

solution for improved consumer

experience

• Increased e-Commerce product

rankings

• Final packaging design made of

recyclable and renewable

materials

C O L G AT E S M I L E B O X

CUSTOMER CHALLENGE

Colgate-Palmolive needed to expand its e-Commerce presence

with a “ships in own container” (SIOC) compliant package that

could handle a variety of oral-care products.

DELIVERING VALUE

We provided a unique design to meet SIOC requirements and

included features such as the smile-shaped opening perforation.

The package is filled by WestRock and is semi-automated.

Sustainable Packaging SolutionsE-Commerce

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U . S . A U T O PA R T S

CUSTOMER CHALLENGE

Large auto parts and high product size variability resulted in

excess dimensional (DIM) weight charges, packaging

materials and labor.

DELIVERING VALUE

Our Box On Demand® Compack Evo and Matrix™

Dimensioning System:

• Creates a right-sized box for each order

• Improves overall process throughput

Sustainable Packaging SolutionsRight-size packaging

• DIM weight savings

• Uses less packaging/

corrugated material

• Labor savings in shipping lines

(boxes were previously

handmade)

• Proven scalable solution

provides supply chain reliability

• Increases efficiency to keep up

with orders and, thus, retain

customers

• Lower shipping costs allows

customer to be more

competitive

• Uses less packaging/fiber due to

right-size packaging

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Q4 FY19 Sequential Guidance

1) Non-GAAP Financial Measure. See Non-GAAP Financial Measures and Forward-looking Guidance in the Appendix.

Q3 FY19 Adjusted

Segment

EBITDA(1)

$858million

+$42 to +$57 millionProductivity and Other Items• Lower mill maintenance downtime combined

with seasonal productivity increases

Q4 FY19 Adjusted

Segment

EBITDA(1)

$880 - $925million

$(45) to $(30) million

Volume and Price / Mix• Higher seasonal volumes across Corrugated and

Consumer packaging

• Impact of previously published PPW North

America containerboard and kraft paper price

decreases and lower export containerboard prices

+$25 to +$40 millionCost Deflation• Lower recycled fiber, virgin fiber, energy and

freight costs

Other Sequential Adjusting EPS Items:• $(0.02) of higher depreciation and amortization expense and other non-

operating items

• Adjusted tax rate approximately in line with Q3 FY19

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We Are a Leader in

Attractive Markets

We Provide a Winning

Value Proposition

We Have Multiple Levers

to Improve Our Results

We Generate Strong

Cash Flows

We have the #1 or #2 positions in

paper and packaging markets with

customers that value

differentiation to grow sales and

reduce their total costs

We create customized value-

added solutions using the

broadest portfolio of paper and

packaging products

Our commercial approach,

KapStone synergies and strategic

capital projects are levers unique

to WestRock

Our 12% Adjusted Free Cash

Flow Yield supports dividend yield

of approximately 5.0%(1)

1) Non-GAAP Financial Measure. See Non-GAAP Financial Measures and Forward-looking Guidance in the Appendix. Adjusted Free Cash Flow is

calculated on trailing twelve months ending June 30, 2019. Adjusted Free Cash Flow equals operating cash flow minus capital expenditures plus cash

restructuring and other costs, net of tax. Stock price is as of July 31, 2019.

The Case for WRK

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Appendix

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Non-GAAP Financial MeasuresAdjusted Earnings Per Diluted Share

We use the non-GAAP financial measure “adjusted earnings per diluted share,” also referred to as “adjusted earnings per share” or “Adjusted EPS”, because we believe this measure provides our board

of directors, investors, potential investors, securities analysts and others with useful information to evaluate our performance since it excludes restructuring and other costs, net, and other specific items

that we believe are not indicative of our ongoing operating results. Our management and board of directors use this information to evaluate our performance relative to other periods. We believe the most

directly comparable GAAP measure is Earnings per diluted share.

Adjusted Operating Cash Flow and Adjusted Free Cash Flow

We use the non-GAAP financial measures “adjusted operating cash flow” and “adjusted free cash flow” because we believe these measures provide our board of directors, investors, potential investors,

securities analysts and others with useful information to evaluate our performance relative to other periods because they exclude restructuring and other costs, net of tax, that we believe are not indicative

of our ongoing operating results. While these measures are similar to adjusted free cash flow, we believe they provide greater comparability across periods when capital expenditures are changing since

they exclude an adjustment for capital expenditures. We believe adjusted free cash flow is also a useful measure as it reflects our cash flow inclusive of capital expenditures. We believe the most directly

comparable GAAP measure is net cash provided by operating activities.

Adjusted Segment EBITDA and Adjusted Segment EBITDA Margins

We use the non-GAAP financial measures “adjusted segment EBITDA” and “adjusted segment EBITDA margins”, along with other factors, to evaluate our segment performance against our peers. We

believe that investors use these measures to evaluate our performance relative to our peers. We calculate adjusted segment EBITDA for each segment by adding that segment’s adjusted segment income

to its depreciation, depletion and amortization. We calculate adjusted segment EBITDA margin for each segment by dividing that segment’s adjusted segment EBITDA by its adjusted segment sales.

Leverage Ratio and Net Leverage Ratio

We use the non-GAAP financial measures “leverage ratio” and “net leverage ratio” as measurements of our operating performance and to compare to our publicly disclosed target leverage ratio. We

believe investors use each measure to evaluate our available borrowing capacity – in the case of “net leverage ratio”, adjusted for cash and cash equivalents. We define leverage ratio as our Total Funded

Debt divided by our Credit Agreement EBITDA, each of which term is defined in our credit agreement, dated July 1, 2015. Borrowing capacity under our credit agreement depends on, in addition to other

measures, the Credit Agreement Debt/EBITDA ratio or the leverage ratio. As of June 30, 2019, our leverage ratio was 3.00 times. While the leverage ratio under our credit agreement determines the credit

spread on our debt, we are not subject to a leverage ratio cap. Our credit agreement is subject to a Debt to Capitalization and Consolidated Interest Coverage Ratio, as defined therein. We define net

leverage ratio as the product of our Total Funded Debt minus cash and cash equivalents divided by our Credit Agreement EBITDA. As of June 30, 2019, our net leverage ratio was 2.95 times.

Forward-looking Guidance

We are not providing a reconciliation of forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP measure because we are unable to predict with reasonable certainty the

ultimate outcome of certain significant items without unreasonable effort. These items include, but are not limited to, merger and acquisition-related expenses, restructuring expenses, asset impairments,

litigation settlements, changes to contingent consideration and certain other gains or losses. These items are uncertain, depend on various factors, and could have a material impact on U.S. GAAP

reported results for the guidance period.

Adjusted Tax Rate

We use the non-GAAP financial measure “Adjusted Tax Rate”. We believe this non-GAAP financial measure is useful because it adjusts our GAAP effective tax rate to exclude the impact of restructuring

and other costs, net, and other specific items that management believes are not indicative of the ongoing operating results of the business. “Adjusted Tax Rate” is calculated as “Adjusted Tax Expense”

divided by “Adjusted Pre-Tax Income”. We believe that the most directly comparable GAAP measures to Adjusted Tax Expense and Adjusted Pre-Tax Income are “Income tax (expense) benefit” and

“Income before income taxes”, respectively.

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Additional Guidance

FY19

Depreciation & Amortization Approx. $1.5 billion

Interest Expense Approx. $480 - $490 million

Interest Income Approx. $55 - $65 million

Effective Adjusted Book Tax Rate(1) 23.5% to 24%

Adjusted Cash Tax Rate(1) Approx. 20%

Share Count Approx. 260 million

Capital Expenditures Approx. $1.4 billion

Estimated Future Capital Expenditures

FY20 Capital Expenditures Approx. $1.1 billion

FY21 Capital Expenditures Approx. $900 million to $1.0 billion

North American Corrugated Packaging Consumer Packaging

Mill Maintenance Schedule(2)(tons in thousands)

1) Non-GAAP Financial Measure.

2) Q4 FY19 amounts are forecasts.

Q1 Q2 Q3 Q4Full

Year

FY19 Maintenance 50 99 94 35 278

FY18 Maintenance 73 35 125 0 233

Q1 Q2 Q3 Q4Full

Year

FY19 Maintenance 17 42 54 5 118

FY18 Maintenance 28 11 8 0 47

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Key Commodity Annual Consumption Volumes

Commodity Category Volume

Recycled Fiber (tons millions) 5.3

Wood (tons millions) 43

Natural Gas (cubic feet billions) 84

Electricity (kwh billions) 5.9

Polyethylene (lbs millions) 52

Caustic Soda (tons thousands) 231

Starch (lbs millions) 575

Approx. FY19 Annual Consumption Volumes

Sensitivity Analysis

CategoryIncrease in Spot

Price

Approx. Annual

EPS Impact

Recycled Fiber (tons millions) +$10.00 / ton ($0.16)

Natural Gas (cubic feet billions) +$0.25 / MMBTU ($0.06)

FX Translation Impact+10% USD

Appreciation($0.06)

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17

Strategic Capital Project Anticipated

Realized EBITDA($ in millions)

Strategic Capital Projects Driving Performance and

Earnings Improvements

$1 billion of strategic investment expected to generate

$240 million in annualized EBITDA

Mahrt Curtain Coater

Florence Mill

Porto Feliz Plant

$10

$80

$150

$240

FY19 FY20 FY21 FY22

Anticipated Strategic Project Completion Timing

Mahrt

Covington

Porto Feliz

Tres BarrasFlorence

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Adjusted Net Income and Adjusted Earnings Per Diluted

Share Reconciliation

1) The GAAP results for Pre-Tax, Tax, Net of Tax and EPS are equivalent to the line items "Income before income taxes", "Income tax (expense) benefit“,

"Consolidated net income“ and “Earnings per Diluted Share”, respectively, as reported on the statements of operations.

($ in millions, except per share data) Q3 FY19

Adjustments to Segment EBITDA Consolidated Results

Corrugated

Packaging

Consumer

PackagingL&D and Other Pre-Tax Tax Net of Tax EPS

GAAP Results(1) $ 331.4 $ (77.6) $ 253.8 $ 0.98

Restructuring and other items n/a n/a n/a 17.9 (4.0) 13.9 0.05

Direct expenses from Hurricane Michael, net of related proceeds 3.6 - - 3.6 (0.9) 2.7 0.01

Accelerated depreciation on major capital projects and certain plant closures n/a n/a n/a 9.4 (2.3) 7.1 0.03

Losses at closed plants, transition and start-up costs 6.7 1.1 - 8.6 (2.7) 5.9 0.03

Loss on sale of certain closed facilities n/a n/a n/a 2.7 (0.7) 2.0 0.01

Loss on extinguishment of debt n/a n/a n/a 3.2 (0.7) 2.5 0.01

Land and Development impairment and operating results n/a n/a (1.6) (1.6) 0.4 (1.2) (0.01)

Other - 0.5 1.0 1.5 (0.4) 1.1 -

Adjustments / Adjusted Results $ 10.3 $ 1.6 $ (0.6) $ 376.7 $ (88.9) 287.8 $ 1.11

Noncontrolling interests (1.2)

Adjusted Net Income $ 286.6

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Adjusted Net Income and Adjusted Earnings Per Diluted

Share Reconciliation

1) The GAAP results for Pre-Tax, Tax, Net of Tax and EPS are equivalent to the line items "Income before income taxes", "Income tax (expense) benefit“,

"Consolidated net income“ and “Earnings per Diluted Share”, respectively, as reported on the statements of operations.

($ in millions, except per share data) Q3 FY18

Adjustments to Segment EBITDA Consolidated Results

Corrugated

Packaging

Consumer

PackagingL&D and Other Pre-Tax Tax Net of Tax EPS

GAAP Results(1) $ 355.8 $ (84.5) $ 271.3 $ 1.03

Impact of Tax Cuts and Jobs Act n/a n/a n/a - 4.1 4.1 0.02

Multiemployer pension withdrawal n/a n/a n/a 4.2 (1.1) 3.1 0.01

Restructuring and other items n/a n/a n/a 17.1 (4.4) 12.7 0.05

Land and Development impairment and operating results n/a n/a (10.3) (5.8) 1.6 (4.2) (0.02)

Losses at closed plants and transition costs 0.6 0.1 n/a 0.8 (0.2) 0.6 -

Accelerated depreciation on major capital projects n/a n/a n/a 6.8 (1.9) 4.9 0.02

Gain on extinguishment of debt n/a n/a n/a (0.9) 0.2 (0.7) -

Gain on sale of waste services n/a n/a n/a (12.3) 3.7 (8.6) (0.03)

Other 2.7 n/a 0.1 5.2 (0.8) 4.4 0.01

Adjusted Results $ 3.3 $ 0.1 $ (10.2) $ 370.9 $ (83.3) 287.6 $ 1.09

Noncontrolling interests (3.1)

Adjusted Net Income $ 284.5

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Adjusted Tax Rate Reconciliation

Adjusted Operating Cash Flow

($ in millions, except percentages) Q3 FY19 Q3 FY18

Adjusted pre-tax income 376.7$ 370.9$

Adjusted tax expense (88.9) (83.3)

287.8$ 287.6$

Adjusted Tax Rate 23.6% 22.5%

($ in millions) Q3 FY19 Q3 FY18

Net cash provided by operating activities 734.6$ 661.9$

Plus: Retrospective accounting policy adoptions - 109.7

Plus: Cash Restructuring and other costs, net of income tax benefit of $4.7 and $3.9 14.6 11.1

Adjusted Operating Cash Flow 749.2$ 782.7$

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Adjusted Segment Sales, Adjusted Segment EBITDA

and Adjusted Segment Income(1)

1) Segment EBITDA Margins are calculated using Segment / Net sales, Corrugated Packaging and Consumer Packaging Adjusted Segment EBITDA Margins

are calculated using Adjusted Segment Sales; the Consolidated Adjusted Segment EBITDA Margin is calculated using Segment / Net sales.

Q3 FY19

($ in millions, except percentages)

Corrugated

Packaging

Consumer

Packaging

Land and

Development

Corporate /

Eliminations Consolidated

Segment / Net sales 3,072.8$ 1,650.1$ 8.6$ (41.5)$ 4,690.0$

Less: Trade sales (100.0) - - - (100.0)

Adjusted Segment Sales 2,972.8$ 1,650.1$ 8.6$ (41.5)$ 4,590.0$

Segment income 392.7$ 91.0$ 1.6$ -$ 485.3$

Non-allocated expenses - - - (24.4) (24.4)

Depreciation and amortization 241.4 140.7 - 3.2 385.3

Segment EBITDA 634.1 231.7 1.6 (21.2) 846.2

Adjustments 10.3 1.6 (1.6) 1.0 11.3

Adjusted Segment EBITDA 644.4$ 233.3$ -$ (20.2)$ 857.5$

Segment EBITDA Margins 20.6% 14.0% 18.0%

Adjusted Segment EBITDA Margins 21.7% 14.1% 18.3%

Segment income 392.7$ 91.0$ 1.6$ -$ 485.3$

Non-allocated expenses - - - (24.4) (24.4)

Adjustments, including D&A adjustments 20.3 1.7 (1.6) 1.0 21.4

Adjusted Segment Income 413.0$ 92.7$ -$ (23.4)$ 482.3$

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Adjusted Segment Sales, Adjusted Segment EBITDA

and Adjusted Segment Income(1)

1) Segment EBITDA Margins are calculated using Segment / Net sales, Corrugated Packaging and Consumer Packaging Adjusted Segment EBITDA Margins

are calculated using Adjusted Segment Sales; the Consolidated Adjusted Segment EBITDA Margin is calculated using Segment / Net sales less Recycling

sales.

Q3 FY18

($ in millions, except percentages)

Corrugated

Packaging

Consumer

Packaging

Land and

Development

Corporate /

Eliminations Consolidated

Segment / Net sales 2,444.6$ 1,669.6$ 64.8$ (41.5)$ 4,137.5$

Less: Recycling sales (111.4) - - 5.7 (105.7)

2,333.2 1,669.6 64.8 (35.8) 4,031.8

Less: Trade sales (97.9) - - - (97.9)

Adjusted Segment Sales 2,235.3$ 1,669.6$ 64.8$ (35.8)$ 3,933.9$

Segment income 321.9$ 126.1$ 9.9$ -$ 457.9$

Non-allocated expenses - - - (13.0) (13.0)

Depreciation and amortization 177.6 136.1 0.4 1.3 315.4

Segment EBITDA 499.5 262.2 10.3 (11.7) 760.3

Adjustments 3.3 0.1 (10.3) 0.1 (6.8)

Adjusted Segment EBITDA 502.8$ 262.3$ -$ (11.6)$ 753.5$

Segment EBITDA Margins 20.4% 15.7% 18.4%

Adjusted Segment EBITDA Margins 22.5% 15.7% 18.7%

Segment income 321.9$ 126.1$ 9.9$ -$ 457.9$

Non-allocated expenses - - - (13.0) (13.0)

Adjustments, including D&A adjustments 10.1 0.1 (9.9) 0.1 0.4

Adjusted Segment Income 332.0$ 126.2$ -$ (12.9)$ 445.3$

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Corrugated Packaging Adjusted Segment EBITDA(1)

1) Segment EBITDA Margins are calculated using Segment sales and Adjusted Segment EBITDA Margins are calculated using Adjusted Segment Sales.

2) The “Other” column includes our Victory Packaging and India corrugated operations.

($ in millions, except percentages)North American

Corrugated

Brazil

CorrugatedOther

(2) Corrugated

Packaging

Segment sales 2,690.5$ 102.8$ 279.5$ 3,072.8$

Less: Trade sales (100.0) - - (100.0)

Adjusted Segment Sales 2,590.5$ 102.8$ 279.5$ 2,972.8$

Segment income 368.9$ 8.9$ 14.9$ 392.7$

Depreciation and amortization 223.7 14.3 3.4 241.4

Segment EBITDA 592.6 23.2 18.3 634.1

Adjustments 4.8 5.5 - 10.3

Adjusted Segment EBITDA 597.4$ 28.7$ 18.3$ 644.4$

Segment EBITDA Margins 22.0% 22.6% 20.6%

Adjusted Segment EBITDA Margins 23.1% 27.9% 21.7%

Q3 FY19

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Corrugated Packaging Adjusted Segment EBITDA(1)

1) Segment EBITDA Margins are calculated using Segment sales and Adjusted Segment EBITDA Margins are calculated using Adjusted Segment Sales.

2) The “Other” column includes our Recycling and India corrugated operations.

($ in millions, except percentages)North American

Corrugated

Brazil

CorrugatedOther

(2) Corrugated

Packaging

Segment sales 2,208.5$ 104.9$ 131.2$ 2,444.6$

Less: Recycling sales - - (111.4) (111.4)

2,208.5 104.9 19.8 2,333.2

Less: Trade sales (97.9) - - (97.9)

Adjusted Segment Sales 2,110.6$ 104.9$ 19.8$ 2,235.3$

Segment income 304.6$ 14.0$ 3.3$ 321.9$

Depreciation and amortization 158.9 15.7 3.0 177.6

Segment EBITDA 463.5 29.7 6.3 499.5

Adjustments 0.1 2.7 0.5 3.3

Adjusted Segment EBITDA 463.6$ 32.4$ 6.8$ 502.8$

Segment EBITDA Margins 21.0% 28.3% 20.4%

Adjusted Segment EBITDA Margins 22.0% 30.9% 22.5%

Q3 FY18

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Reconciliation of Net Income to Adjusted Segment

EBITDA

1) Schedule adds back expense or subtracts income for certain financial statement and segment footnote items to compute segment income, Segment

EBITDA and Adjusted Segment EBITDA.

($ in millions, except percentages) Q3 FY19 Q3 FY18

Net Income attributable to common stockholders 252.6$ 268.2$

Adjustments: (1)

Less: Net Income attributable to noncontrolling interests 1.2 3.1

Income tax (expense) benefit 77.6 84.5

Other income (expense), net (3.7) (9.7)

(Loss) gain on extinguishment of debt 3.2 (0.9)

Interest expense, net 111.1 76.7

Restructuring and other costs 17.9 17.1

Land and development impairments - 1.7

Multiemployer pension withdrawals (1.7) 4.2

(Loss) gain on sale of certain closed facilities 2.7 -

Non-allocated expenses 24.4 13.0

Segment Income 485.3 457.9

Non-allocated expenses (24.4) (13.0)

Depreciation and amortization 385.3 315.4

Segment EBITDA 846.2 760.3

Adjustments 11.3 (6.8)

Adjusted Segment EBITDA 857.5$ 753.5$

Net Sales 4,690.0$ 4,137.5$

Less: Recycling sales - (105.7)

4,690.0$ 4,031.8$

Net income margin 5.4% 6.5%

Segment EBITDA Margin 18.0% 18.4%

Adjusted Segment EBITDA Margin 18.3% 18.7%

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1) Includes 59 days of KapStone.

2) Combined North America, Brazil and India shipments.

Shipment Data

Corrugated Packaging

North America Corrugated Unit Q1 Q2 Q3 Q4 Q1(1) Q2 Q3

External Box, Containerboard & Kraft Paper Shipments Thousands of tons 1,950.4 2,039.9 2,030.0 2,081.3 2,295.7 2,459.6 2,561.9

Pulp Shipments Thousands of tons 95.2 72.2 66.4 82.5 51.0 61.2 82.3

Total North American Corrugated Packaging Shipments Thousands of tons 2,045.6 2,112.1 2,096.4 2,163.8 2,346.7 2,520.8 2,644.2

Corrugated Container Shipments Billions of square feet 19.8 19.7 20.5 20.3 22.5 23.6 24.3

Corrugated Container Shipments per Shipping Day Millions of square feet 325.4 311.7 320.5 321.9 369.4 374.8 384.7

Corrugated Packaging Maintenance Downtime Thousands of tons 73.1 35.2 125.2 - 50.1 99.4 93.8

Corrugated Packaging Economic Downtime Thousands of tons - - - - - 197.7 164.8

Brazil and India

Corrugated Packaging Shipments Thousands of tons 170.5 174.6 178.6 196.7 185.6 176.5 171.0

Corrugated Container Shipments Billions of square feet 1.6 1.5 1.6 1.6 1.6 1.5 1.6

Corrugated Container Shipments per Shipping Day Millions of square feet 21.7 20.6 20.2 21.0 20.7 20.6 21.0

Total Corrugated Packaging Segment Shipments (2)

Thousands of tons 2,216.1 2,286.7 2,275.0 2,360.5 2,532.3 2,697.3 2,815.2

Consumer Packaging

WestRock

Consumer Packaging Paperboard and Converting Shipments Thousands of tons 936.8 955.6 986.4 995.3 932.5 949.4 949.0

Pulp Shipments Thousands of tons 40.2 30.5 31.5 28.8 37.1 36.1 31.1

Total Consumer Packaging Segment Shipments Thousands of tons 977.0 986.1 1,017.9 1,024.1 969.6 985.5 980.1

Consumer Packaging Converting Shipments Billions of square feet 10.6 10.6 10.9 11.1 10.5 11.0 11.1

Consumer Packaging Maintenance Downtime Thousands of tons 28.1 10.4 8.2 0.4 16.5 41.7 53.9

FY18 FY19

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LTM Adjusted Free Cash Flow

LTM

($ in millions, except per share data and percentages) Q4 FY18 Q1 FY19 Q2 FY19 Q3 FY19 6/30/2019

Net cash provided by operating activities 795.6$ 303.1$ 361.9$ 734.6$ 2,195.2$

Plus: Retrospective accounting policy adoptions 118.6 - - - 118.6

Plus: Cash Restructuring and other costs, net of

income tax benefit of $4.2, $14.5, $0.6, $4.7 and $24.012.0 44.6 12.3 14.6 83.5

Adjusted Operating Cash Flow 926.2$ 347.7$ 374.2$ 749.2$ 2,397.3$

Less: Capital expenditures (334.4) (322.0) (303.4) (351.4) (1,311.2)

Adjusted Free Cash Flow 591.8$ 25.7$ 70.8$ 397.8$ 1,086.1$

Shares outstanding 257.3

Share price - July 31, 2019 36.05$

Market Cap 9,276.6$

Adjusted Free Cash Flow Yield 11.7%

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LTM Credit Agreement EBITDA

1) Additional Permitted Charges includes among other items, $224 million of EBITDA of acquired companies and $147 million of restructuring and other

costs.

Total Debt, Funded Debt and Leverage Ratio

($ in millions) LTM 6/30/2019

Net Income Attributable to Common Stockholders 831.7$

Interest Expense, Net 382.0

Income Tax Expense 282.9

Depreciation and Amortization 1,442.4

Additional Permitted Charges and Acquisition EBITDA(1)

485.1

Credit Agreement EBITDA 3,424.1$

($ in millions, except ratios) Q3 FY19

Current Portion of Debt 779.1$

Long-Term Debt Due After One Year 9,759.1

Total Debt 10,538.2

Less: FV Step Up and Deferred Financing Fees (191.0)

Other Adjustments to Funded Debt (77.8)

Total Funded Debt 10,269.4$

LTM Credit Agreement EBITDA 3,424.1$

Leverage Ratio 3.00x

Total Funded Debt 10,269.4$

Less: Cash and Cash Equivalents (179.1)

Adjusted Total Funded Debt 10,090.3$

Net Leverage Ratio 2.95x

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