EX-99.2 3 d541813dex992.htm EX-99.2

SEALED AIR CORPORATION Goldman Sachs Basic Materials Conference May 22, 2013 Carol P. Lowe – Senior Vice President & Chief Financial Officer Ryan Flanagan – President – Protective Packaging Division Exhibit 99.2

Safe Harbor and Regulation G Statement • This presentation contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by such words as “anticipates,” “believes,” “plan,” “assumes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans to,” “will” and similar expressions. Examples of these forward-looking statements include 2013 financial expectations and assumptions associated with our restructuring programs, availability and pricing of raw materials, success of our growth programs, economic conditions, and the success of pricing actions. These statements reflect our beliefs and expectations as to future events and trends affecting our business, our consolidated financial position and our results of operations. A variety of factors may cause actual results to differ materially from these expectations, including general domestic and international economic and political conditions affecting packaging utilization; changes in our raw material and energy costs; credit ratings; competitive conditions and contract terms; currency translation and devaluation effects, including Venezuela; the success of our financial growth, profitability and manufacturing strategies and our cost reduction and productivity efforts; the effects of animal and food-related health issues; pandemics; environmental matters; regulatory actions and legal matters; and the successful integration of Diversey. For more extensive information, see “Risk Factors” and “Cautionary Notice Regarding Forward- Looking Statements,” which appear in our most recent Annual Report on Form 10-K, as filed with the Securities and Exchange Commission, and as revised and updated by our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. While we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, whether as a result of new information, future events, or otherwise. • Our management uses non-U.S. GAAP financial measures to evaluate the Company’s performance, which exclude items we consider unusual or special items. We believe the use of such financial measures and information may be useful to investors. We believe that the use of non-U.S. GAAP measures helps investors to gain a better understanding of core operating results and future prospects, consistent with how management measures and forecasts the Company's performance, especially when comparing such results to previous periods or forecasts. For important information on our use of non-U.S. GAAP financial measures and information, including reconciliations of such non-U.S. GAAP financial measures and information to comparable U.S. GAAP measures and information, please refer to the financial tables and information provided in our most recent earnings release. 1

Premium global provider with #1 or #2 position in our principal applications • Food and Beverage (F&B) – Food Packaging and Food Solutions businesses, along with Diversey food and beverage hygiene solutions business • Institutional and Laundry (I&L) – Building services, food service, health care, hospitality and retail markets • Protective Packaging – Protective Packaging and Specialty Materials (formerly part of Other) • Medical Applications and New Ventures (Other category) • Geographic Reporting structure – North America – Europe – Latin America – AMAT (Asia, Middle East, Africa and Turkey) – Japan and Australia/New Zealand 2 49% F&B 28% I&L 21% Protective 2% Other Diversified Revenue Geographical Reach 39% N. Am 33% Europe 11% L. Am 10% AMAT 7% Japan/ANZ 24% Developing regions (1) $7.6B (1) Developing Regions are Africa, Asia (excluding Japan and South Korea), Central and Eastern Europe, and Latin America

3 Food & Beverage: Value Creation In Operations and Downstream Note: All classifications include the related equipment sales. Sales Mix by End Sector: Sales Mix by Geography: 40% 28% 14% 6% 12% North America Europe Latin America AMAT Japan/ANZ 41% 15% 10% 15% 19% Fresh Meat Smoked & Processed Dairy Microwavable Meals Cleaning & Hygiene

4 Institutional & Laundry: Reducing the “Total Cost to Clean” Facility Management & BSC Retailers Hospitality Food Service Healthcare *BSC=Building Service Contractors Sales Mix by End Sector: Sales Mix by Geography: 25% 45% 9% 18% 3% North America Europe Latin America AMAT Japan/ANZ 11% 13% 11% 12% 9% 10% 34% BSC* Food Service Retail Lodging Healthcare Other Distributors

5 Protective Packaging: Focused on Sustainable & Efficient Delivery *General Use=Bubblewrap, PakNatural loose fill, Jiffy mailers; Pack Sys=NewAir IB, PriorityPak, Fill-Air, FilTeck, PackTiger, FasFil EZ, RapidFill Sales Mix by Geography: Sales Mix by End Sector: 57% 24% 5% 8% 6% North America Europe Latin America AMAT Japan/ANZ 38% 35% 17% 10% Cushioning General Use* Shrink Pack Systems*

2013: Focus on Quality of Earnings Improving Profitability 6 Pricing Discipline Deliver cost synergies and manage cost structure Prioritizing Resources Repayment of debt Dividends R&D productivity Aligning Management Goals Productivity: Support expenses measured in relation to profitability Achieving Plan: Adjusted EBITDA Cash Flow: Reduced investment in working capital

Q1 2013 Highlights 7 Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non- U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. Reported U.S. GAAP Measures: Q1-13 Operating Profit: $130M; Q1-12 Operating Profit: $ 83M Food and Beverage Institutional & Laundry Protective Packaging Excluding SARs expense: Q1 2013 Adjusted EBITDA $245M, 13.2% of Sales Q1 2012 Adjusted EBITDA $240M, 13.0% of Sales • +1.9% Organic Growth • Growth Drivers: Developing Regions, Brazilian Beef Production, Equipment • Challenges: North American and European Protein Supply Constraints, price-cost spread • +1.2% Organic Growth • Growth Drivers: Developing Regions, Food Service • Challenges: Southern Europe, SARs expense, machine sales, distribution in mature markets • -0.8% Organic Growth • Growth Drivers: E- commerce/retail • Challenges: Global economic weakness, customer mix, price/cost spread

Outlook for Full Year 2013 Management’s full year outlook includes: – Net Sales approximately $7.7 billion to $7.9 billion – Adjusted EBITDA approximately $1.01 billion to $1.03 billion – Earnings Per Share approximately $1.10 to $1.20 per share – Revised Free Cash Flow approximately $275 million to $325 million • Includes estimated cash costs of $65 million for earnings quality improvement program and $70 million for the 2011-2014 Integration and Optimization Program and anticipated higher SARs payments • Includes 2013 estimated capital expenditures of $160 million • 2012 Free Cash Flow was $280 million and was net of $81 million of Integration and Optimization cash payments and $125 million of capital expenditures 8 Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non-U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. Adjusted EPS guidance excludes the impact of special items. It also excludes the payment of the W. R. Grace settlement, as the exact timing of the settlement is unknown. Final payment of the W. R. Grace settlement is expected to be accretive to adjusted EPS by approximately $0.13 annually following the payment date under the assumption of using a substantial portion of cash on hand for the payment and ceasing to accrue interest on the settlement amount. Additionally, guidance excludes any non-operating gains or losses that may be recognized in 2013 due to currency fluctuations in Venezuela.

Protective Packaging – Value Proposition • Minimize total cost of packaging • Improved labor productivity • Reduced storage space requirements • Reduced freight costs 9 • Retail presentation • Highest clarity, high-gloss • Clean, tight package appearance • Ease of use • Custom printing • Cushioning, Blocking & Bracing, Void Fill, Surface Protection, Containment • Minimize impact of shock, vibration, and abrasion • Reduced damage during distribution • High performance with less material • Market leader in biodegradable and compostable packaging products • High recycled content • Recycling programs Maximum Value Product Protection Customer Appeal Operational Efficiency Sustainability

• Systematically shifting from product and geography to application and market segment focus • Product lines and market / sales organization aligned with this shift • Instapak, Specialty Foams, and Korrvu product lines • Design driven solutions which leverage SAC support capabilities • Direct/Distribution/Fabric ator sales model – customer visibility is good • Instapak equipment and service are key competitive advantages • Products offer medium to high levels of protection Cushioning Packaging Systems • New Air Inflatable Bubble, Fill Air Inflatable bags, PackTiger Paper systems, PriorityPak and Rapid Fill systems • Based on a system & consumable value sell • Sold through distribution, but SAC has high visibility through system support • Growth has been double digits • Products offer low to medium levels of protection Shrink Packaging • Cryovac and Opti shrink films, and Shanklin wrapping equipment • Based on a system & consumable value sell • Sold through distribution, but SAC has good visibility through technical sales support • Products offer unitization and display, with light surface protection General Use Cushioning Sales Force General Use/PSS Sales Force Shrink Sales Force Protective Packaging – Solution (Application) Segments 10 • BubbleWrap, PE Foam, Mailers and Loosefill product lines • Primarily sold through distribution • No systems or support • Ease of use and affordability are key considerations • Products offer low to medium levels of protection

Protective Packaging: Distribution Channels 11

SEALED AIR CORPORATION Goldman Sachs Basic Industrials Conference May 22, 2013 Q&A Q&A Q&A Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non- U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. All results are on a continuing operations basis. 12

SEALED AIR CORPORATION Goldman Sachs Basic Industrials Conference May 22, 2013 Appendix Appendix Appendix Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non- U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. All results are on a continuing operations basis. 13

Positive volume growth across all Divisions Offset by unfavorable Foreign Exchange – particularly in Latin America 14 Q1 Net Sales Bridge ($ in millions) +19 +3 -14 1,853 1,845 Q1 2012 Volume Price-Mix Foreign Exchange Q1 2013

Q1 2013 Adjusted EBITDA Bridge 15 ($ millions) Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non-U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. • Strong cost synergies • Offset by inflationary expense growth and SARs expense • Excluding the impact of SARs expense, Q1 2013 EBITDA grew $5 million over prior year 228 227 +29 +7 -17 -7 -6 -5 -2

Q1 2013 Adjusted EBITDA Bridge – F&B 16 ($ millions) Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non- U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. • Strong cost synergies • Positive volume growth • Unfavorable SARs and Price/Cost Spread +13 +6 -8 -2 -3 -1 131 126

Q1 2013 Adjusted EBITDA Bridge – I&L 17 ($ millions) Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non- U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. • Strong cost synergies • Unfavorable impact of SG&A/Inflationary Cost Increases • Unfavorable impact of SARs expense 36 +11 -1 -17 -4 +2 -1 26

Q1 2013 Adjusted EBITDA Bridge – Protective Packaging 18 ($ millions) Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non- U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. • Strong cost synergies • Unfavorable Price/Cost Spread 61 +4 0 -3 0 -4 0 58

19 Q1 Refinancing Provides Maturity Extension at Attractive Rates = Senior Secured Credit Facilities (term loans) = $1.626B = Short Term Borrowings = Bonds (associated interest rate) = $2.925B Debt Maturity Schedule ($ millions) 12.0% 8.125% 8.375% 6.875% *Reflects estimated cash liability at December 31, 2013. Exact timing of the settlement is unknown. 6.5% Net Total Leverage Ratio Covenant* (fiscal year ending December 31 st ) 2013 2014 2015 2016+ 5.25 4.50 3.75 3.25 Weighted average interest rate Is approx. 6.2% 5.25% 8 120 330 408 760 150 750 425 750 425 450 926 77 2013 2014 2015 2016 2017 2018 2019 2020 2021 2023 2033 = W. R. Grace Settlement *

Regional Sales Performance First Quarter 2013 Latin America Reported: +5.4% Organic: +11.9% North America Reported: +0.2% Organic: +0.2% 20 Please see Sealed Air’s May 1, 2013 earnings press release for important information about the use of non- U.S. GAAP financial measurers, including applicable reconciliations to U.S. GAAP financial measures. Japan/ANZ Reported: -2.3% Organic: -0.6% Europe Reported: -2.1% Organic: -2.4% AMAT Reported: +7.1% Organic: +8.0%