Exhibit 99.2

Masco Corporation
Unaudited Pro Forma Consolidated Financial Information
On February 18, 2020, Masco Corporation (“Masco”) completed the previously-announced sale (the “Transaction”) of Masco Cabinetry LLC, a Delaware limited liability company (“Cabinetry”) to ACProducts, Inc., a Delaware corporation (“ACPI”). The purchase price for the Transaction was $1 billion, consisting of $850 million in cash and preferred stock issued by ACProducts Holdings, Inc., a Delaware corporation and holding company of ACPI, with a liquidation preference of $150 million. The Transaction closed in accordance with the terms of the securities purchase agreement entered into on November 14, 2019.
We determined that the sale of Cabinetry (the "Separation") represented a strategic shift that will have a major effect on our operations and financial results, as this business represented all of our cabinet businesses and all remaining businesses in our previously reported Cabinetry Products segment.
The unaudited pro forma condensed consolidated statement of operations has been prepared as though the Separation occurred on January 1, 2019. The following unaudited pro forma condensed consolidated balance sheet of Masco as of December 31, 2019 has been prepared as though the Separation occurred on December 31, 2019.
The unaudited pro forma consolidated financial statements are for illustrative purposes only, and do not reflect Masco’s financial position or results of operations had the Separation occurred on the date indicated and are not necessarily indicative of Masco’s future financial position and future results of operations.  Beginning with Masco’s annual report for 2019, Cabinetry's historical financial results for periods prior to the Separation were reflected in Masco’s consolidated financial statements within discontinued operations.
The information in the Cabinetry Business’ Separation column of the unaudited pro forma condensed consolidated statement of operations was derived from Masco’s audited financial statements for the year ended December 31, 2019, adjusted to include certain costs that are directly attributable to the Cabinetry business and are factually supportable, and to exclude corporate overhead costs that were previously allocated to the Cabinetry business. The information in the Cabinetry Business’ Separation column of the unaudited pro forma condensed consolidated balance sheet was derived from Masco’s audited financial statements as of December 31, 2019, adjusted to include certain assets and liabilities that are directly attributable to the Cabinetry business and are factually supportable.
The Pro Forma Adjustments column in the unaudited pro forma condensed consolidated balance sheet reflects additional pro forma adjustments which are described in the accompanying notes.
These unaudited pro forma condensed consolidated financial statements should be read in conjunction with the related notes to these financial statements and with Masco’s historical consolidated financial statements and the related notes included in Masco’s previous filings with the Securities and Exchange Commission.













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MASCO CORPORATION AND CONSOLIDATED SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
YEAR ENDED DECEMBER 31, 2019
(In millions, except per share amounts)
 
 
Masco Historical
 
Cabinetry Business' Separation
(A) (B)
 
Notes
 
Pro Forma Masco Continuing Operations
Net Sales
 
$
6,707

 
$
—

 
 
 
$
6,707

Cost of sales
 
4,336

 
—

 
 
 
4,336

Gross profit
 
2,371

 
—

 
 
 
2,371

Selling, general and administrative expenses
 
1,274

 
—

 
 
 
1,274

Impairment charge for other intangible assets
 
9

 
—

 
 
 
9

Operating profit
 
1,088

 
—

 
 
 
1,088

Interest expense
 
(159
)
 
—

 
 
 
(159
)
Other, net
 
(15
)
 
—

 
 
 
(15
)
Income from continuing operations before income taxes
 
914

 
—

 
 
 
914

Income tax expense
 
230

 
—

 
 
 
230

Income from continuing operations
 
$
684

 
$
—

 
 
 
$
684

 
 
 
 
 
 
 
 


Income from continuing operations attributable to Masco Corporation
 
$
639

 
$
—

 
 
 
$
639

 
 
 
 
 
 
 
 
 
Basic income per common share attributable to Masco Corporation:
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
2.21

 
 
 
 
 
$
2.21

Weighted average shares outstanding
 
287

 
 
 
 
 
287

 
 
 
 
 
 
 
 
 
Diluted income per common share attributable to Masco Corporation:
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
2.20

 
 
 
 
 
$
2.20

Weighted average shares outstanding
 
288

 
 
 
 
 
288


















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MASCO CORPORATION AND CONSOLIDATED SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 2019
(In millions, except share and per share amounts)
 
 
Masco Historical
 
Cabinetry Business' Separation (A)
 
Pro Forma Adjustments
 
Notes
 
Pro Forma Masco Continuing Operations
ASSETS
 
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
 
Cash and cash investments
 
$
697

 
$
850

 
$
—

 
 
 
$
1,547

Receivables
 
997

 
—

 
—

 
 
 
997

Inventories
 
754

 
—

 
—

 
 
 
754

Prepaid expenses and other
 
90

 
—

 
—

 
 
 
90

Assets held for sale
 
173

 
(173
)
 
—

 
 
 
—

Total current assets
 
2,711

 
677

 
—

 
 
 
3,388

Property and equipment, net
 
878

 
—

 
—

 
 
 
878

Operating lease right-of-use assets
 
176

 
—

 
—

 
 
 
176

Goodwill
 
509

 
—

 
—

 
 
 
509

Other intangible assets, net
 
259

 
—

 
—

 
 
 
259

Other assets
 
139

 
150

 
—

 
 
 
289

Assets held for sale
 
355

 
(355
)
 
—

 
 
 
—

Total assets
 
$
5,027

 
$
472

 
$
—

 
 
 
$
5,499

 
 
 
 
 
 
 
 
 
 
 
LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
 
Accounts payable
 
$
697

 
$
—

 
$
—

 
 
 
$
697

Notes payable
 
2

 
—

 
—

 
 
 
2

Accrued liabilities
 
700

 
—

 
16

 
(C)
 
716

Liabilities held for sale
 
149

 
(149
)
 
—

 
 
 
—

Total current liabilities
 
1,548

 
(149
)
 
16

 
 
 
1,415

Long-term debt
 
2,771

 
—

 
—

 
 
 
2,771

Other liabilities
 
751

 
—

 
—

 
 
 
751

Liabilities held for sale
 
13

 
(13
)
 
—

 
 
 
—

Total liabilities
 
5,083

 
(162
)
 
16

 
 
 
4,937

Equity:
 
 
 
 
 
 
 
 
 
 
Common shares - $1 par value; Authorized shares: 1,400,000,000; Issued and outstanding: 275,600,000
 
276

 
—

 
—

 
 
 
276

Preferred shares authorized: 1,000,000; Issued and outstanding – None
 
—

 
—

 
—

 
 
 
—

Paid-in capital
 
—

 
—

 
—

 
 
 
—

Retained (deficit) equity
 
(332
)
 
634

 
(16
)
 
(D)
 
286

Accumulated other comprehensive loss
 
(179
)
 
—

 
—

 
 
 
(179
)
Total Masco Corporation’s shareholders’ (deficit) equity
 
(235
)
 
634

 
(16
)
 
 
 
383

Noncontrolling interest
 
179

 
—

 
—

 
 
 
179

Total equity
 
(56
)
 
634

 
(16
)
 
 
 
562

Total liabilities and equity
 
$
5,027

 
$
472

 
$
—

 
 
 
$
5,499



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MASCO CORPORATION AND CONSOLIDATED SUBSIDIARIES
Notes to Unaudited Pro Forma Condensed Consolidated Financial Statements
(A)
The information in the Cabinetry Business' Separation column of the unaudited pro forma condensed consolidated statement of operations was derived from Masco’s audited financial statements for the year ended December 31, 2019, adjusted to include certain costs that are directly attributable to the Cabinetry business and are factually supportable, and to exclude corporate overhead costs that were previously allocated to the Cabinetry business. The information in the Cabinetry Business' Separation column of the unaudited pro forma condensed consolidated balance sheet was derived from Masco’s audited financial statements as of December 31, 2019, adjusted to include certain assets and liabilities that are directly attributable to the Cabinetry business and are factually supportable. The Cabinetry Business' Separation column also reflects the $850 million cash proceeds and $150 million of preferred stock based on the liquidation preference received in conjunction with the sale of Cabinetry.
(B)
Amounts reported in Masco's Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the Securities and Exchange Commission on February 11, 2020, which presents the results of operations of the Cabinetry business as discontinued operations. Therefore, no adjustments for this business are necessary.
(C)
Reflects additional one-time transaction costs of $16 million expected to be incurred subsequent to December 31, 2019. One-time transaction costs incurred by Masco for the year ended December 31, 2019 was $8 million.  Masco expects to incur and pay an aggregate of approximately $24 million of one-time transaction costs associated with the Separation, including legal and advisory costs.
(D)
Shareholders’ (deficit) equity was adjusted for the pro forma adjustments specified in Notes (A) and (C), including the $850 million of cash and $150 million of preferred stock based on the liquidation preference received in conjunction with the sale of Cabinetry.

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