Alembic Global Advisors Chemical & Industrial Conference March 1-2, 2018
General Disclosure This presentation includes “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. These forward-looking statements include statements concerning our plans, objectives, goals, strategies, future events, future revenue or performance, capital expenditures, financing needs, plans or intentions relating to acquisitions, business trends and other information that is not historical information. When used in this presentation, the words “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “forecasts,” or future or conditional verbs, such as “will,” “should,” “could,” or “may,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements, including, without limitation, management’s examination of historical operating trends and data, are based upon our current expectations of future events and various assumptions which may not be realized or accurate. Our expectations, beliefs and projections are expressed in good faith, and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs and projections will be achieved. We undertake no obligation to update or revise forward-looking statements which may be made to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. There are a number of risks and uncertainties that could cause our actual results to differ materially from the forward-looking statements contained in this presentation. Such risks, uncertainties and other important factors include, among others: future global economic conditions, delays in reconstruction of our Pori, Finland manufacturing facility or losses for business interruption or construction costs that exceed our coverage limit applicable to the fire at that facility, changes in raw material and energy prices, access to capital markets, industry production capacity and operating rates, the supply demand balance for our products and that of competing products, pricing pressures, technological developments, changes in government regulations, geopolitical events and other risk factors as discussed in our prospectus filed pursuant to Rule 424(b)(4) on December 1, 2017 and our annual report on Form 10-K filed on February 23, 2018. This presentation contains financial measures that are not in accordance with generally accepted accounting principles in the U.S. ("GAAP"), including EBITDA, adjusted EBITDA, adjusted EBITDA margin, free cash flow and net debt and certain ratios and other metrics derived therefrom. We have provided reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures in the Appendix to this presentation.
Venator Snapshot FY17 Revenue (mm) (1) $2,209 Pro forma adj. EBITDA (mm) (2) $500 % margin 23% Titanium Dioxide Performance Additives Segment FY17 4Q17 Run-rate (3) FY17 4Q17 Run-rate (3) Revenue (mm) $1,604 Revenue (mm) $605 Adj. EBITDA (mm) $387 $476 Adj. EBITDA (mm) $72 $60 % margin 24% 30% % margin 12% 10% Fibers & Films Other Other 8% Agriculture & Water 3% 6% Architectural 4% Coatings Personal Care, Personal Care, End Markets (4) 14% Food, Architectural Food, Pharmaceuticals & Coatings Pharmaceuticals & 28% Active Materials Active Materials 6% Industrial Coatings Inks 6% 11% 6% Plastics 15% Industrial Coatings Plastics Construction 15% 34% 44% Representative Customers Note: See Appendix for a reconciliation of pro forma Adj. EBITDA and Run-rate Adj. EBITDA. (1) Excludes revenue from other businesses and entities not included in the separation of Venator from Huntsman; (2) Titanium Dioxide segment Adjusted EBITDA and Performance Additives segment Adjusted EBITDA adjusted to include estimated public company standalone costs of $40 million, pro forma for unrealized $66 million benefit from business improvement program, and excludes 1Q17 impact from Pori fire of $15 million; (3) Represents annualized segment 4Q17 adj. EBITDA, % margin based on FY17 revenue; not adjusted for seasonality; excludes allocation of standalone corporate costs and unrealized benefit from business improvement program; (4) FY17 revenues 3
Titanium Dioxide Segment overview End Markets Revenues FY17 FY17 Revenues FY17 Revenues Source: Management Estimates Segment Rest of Fibers & Films Other World Personal Care, 3% Revenues 8% 11% Food, Pharmaceuticals $1.6 & Active Materials US & 6% Architectural Inks Canada Coatings billion 6% Europe 17% 28% 50% Segment Industrial Coatings Asia Pacific 15% Adjusted EBITDA Plastics 22% 34% $387 Consumer 46% million TiO 2 Capacity Adjusted EBITDA History 2016 Nameplate Capacity; Excludes VNTR South African facility $ in millions Adj. EBITDA Margin Chemours $699 17% 30% $476 $449 Others $387 38% $306 Cristal 30% �������� 22% 12% $134 17% $117 $61 24% ($8) 7% 6% Venator 4% N/A 11% (1) (1) (1) (2) Tronox (1) (1) 2010 2011 2012 2013 2014 2015 2016 2017 4Q17 6% Lomon Billions Kronos Run 8% Rate 8% ���� Note: See Appendix for a reconciliation of Adj. EBITDA and Run-rate Adj. EBITDA. Financial information prior to October 1, 2014 adjusted to include the acquisition of the Titanium Dioxide and Performance Additives businesses of Rockwood Holdings, based upon their management’s representation (1) Adjusted to include the Oct. 1, 2014 acquisition of the Performance Additives and Titanium Dioxide businesses of Rockwood Holdings, Inc. as if consummated at the beginning of the period; excludes the related sale of our TR52 product line – used in printing inks – to Henan Billions Chemicals Co., Ltd. in December 2014; and excludes the allocation of general corporate overhead by Rockwood; (2) Represents annualized Titanium Dioxide 4Q17 adj. EBITDA, % margin based on FY17 LTM revenue; not adjusted for seasonality; excludes allocation of standalone corporate costs and unrealized benefit from business improvement program 4
Market Leader in High-Value Specialty TiO 2 Venator has more than half of its sales in high value TiO 2 categories Venator Focus Specialties Price Differentiated Functional Low Quality Legend: % Total global TiO 2 17% 42% 32% 9% industry demand 0% 49% 30% 21% % Venator TiO 2 sales 1,000 2,000 3,000 4,000 5,000 6,000 Estimated World Demand (kmt) Indicative EBITDA 1x 2x 3x+ margins � Functional coatings (architectural) � Industrial coatings � Catalysts Applications � Functional plastics � Performance plastics � Food � Paper � Differentiated Inks � Pharma & Cosmetics � Fibers & Films � Solar � Speciality Inks Source: Management estimates 5
Price Momentum Expected to Continue Quarterly TiO 2 Average Sales Price ($/MT) Historical cyclical peak Venator TZMI 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18F 4Q17 vs. 4Q13 – TiO 2 sales price up $50/ton, Segment Operating Adjusted EBITDA up $74mm $ in millions Adjusted EBITDA Commodity TiO2 Average Sales Price ($/ton) $142 $134 $114 $78 $73 $69 $60 $57 $46 $38 $35 $31 $21 $17 $15 $5 $0 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 Note: Financial information prior to October 1, 2014 adjusted to include the acquisition of the Titanium Dioxide and Performance Additives businesses of Rockwood Holdings, based upon their management’s representation 6 Source: Company filings, management estimates and TZMI
Global TiO 2 Operating Rate Outlook Improving utilization rates through gradual demand improvement Global TiO 2 Effective Operating Rate Outlook Global Demand Global Effective Operating Rate ex. China (%) Global Effective Operating Rate (%) 100% 8,000 80% 6,000 Operating Rate Volume (kMT) 60% 4,000 40% 2,000 20% 0 0% 2011 2012 2013 2014 2015 2016 2017E 2018P 2019P � Western producers operating at ~95%+ utilization rates, while Chinese operating rates continue to improve � No new capacity expected: – Neither greenfield nor brownfield economics are supported by current TiO 2 prices – Significant time for plants to come online (3-4 years) � Differential between Western and Chinese product quality now transparent to all customers and producers � Customers have moved beyond thrifting / substitution � Chinese environmental enforcements idled estimated 250kMT-300kMT of annualized capacity in 3Q17 – trend expected to continue in 2018 Source: TZMI, management estimates 7
Sulfate Production to Benefit from Sustained Sulfate Ore Advantage Principal Feedstock Types Sulfate Ore Prices Advantaged and Less Volatile (TiO 2 Ore Prices, $/MT) Sulfate Chloride $2,000 $1,800 Feedstock Ilmenite Chloride Slag $1,600 Capital Intensity Low High $1,400 $1,200 Energy Usage Low High $1,000 $800 Number of >20 <5 Producers $600 Primary Sulfate $400 Largest Feedstock <15% ~70% Producer Share $200 $0 2009 2014 2019P Favorable market structure for sulfate ores Rutile (95% content) Chloride Slag (85% content) Sulfate Slag (79% content) Ilmenite (52% content) Source: TZMI, management estimates 8
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