Sealed Air Reports Second Quarter 2017 Results

• Second Quarter 2017 Sales from Continuing Operations of $1.1 Billion,
  an increase of 3% reflecting 9% growth in North America
• Net Earnings from Continuing Operations of $29 Million and Reported
  Net Earnings Per Share from Continuing Operations of $0.14, including
  tax expense of $18 Million, or $0.09 Per Diluted Share Related to the
  Pending Sale of Diversey
• Adjusted Net Income from Continuing Operations of $69 Million,
  Adjusted EPS from Continuing Operations of $0.35 per share and
  Adjusted EBITDA of $196 million, or 18.3% of Net Sales
• Raised Outlook for Adjusted EBITDA, Adjusted EPS and Free Cash Flow

CHARLOTTE, N.C.–(BUSINESS WIRE)–Sealed Air Corporation (NYSE:SEE) today announced financial results for
second quarter 2017. Commenting on these results, Jerome A. Peribere,
President and Chief Executive Officer, said, “As we had predicted last
year, we are delivering on our accelerated growth strategy, led by
strength in North America. In the first half 2017, volumes in North
America increased 6% and 9% in the first and second quarters,
respectively, as a result of continued adoption of our innovative
solutions and strong end market demand across all proteins and within
the e-Commerce and fulfillment sectors. We expect top-line growth to
continue into the second half of the year and sequential profitability
improvements through operational disciplines and increased sales of
value-added solutions.”

Peribere continued, “Our Diversey sale to Bain Capital Private Equity is
on track to close in September and we are committed to a timely and
successful separation. This divestiture gives us an even greater focus
on executing our profitable growth strategy. We will continue to invest
in research and development, disruptive technologies and targeted
acquisitions that enable geographic or adjacent market expansion. The
net proceeds of the transaction provide us the financial flexibility to
return value to shareholders through share repurchases, dividends and
debt reduction. So far this year, we have already repurchased 6.5
million shares valued at $285 million and still have $1.9 billion
available under our share repurchase program.”

Unless otherwise stated, all results compare second quarter 2017 results
to second quarter 2016 results from continuing operations. Diversey
refers to the Diversey Care and food hygiene and cleaning business. As a
result of the pending sale of Diversey, we have also changed our segment
reporting structure effective as of January 1, 2017. Food Care now
includes the Medical Applications businesses which were previously
reported under ‘Other.’ Additionally, Food Care now excludes the food
hygiene business, which is a component of Diversey and classified as
discontinued operations. Year-over-year financial discussions present
operating results from continuing operations as reported, and on a
constant dollar basis. Constant dollar refers to unit volume and
price/mix performance and excludes the impact of currency translation
from all periods referenced. Additionally, non-U.S. GAAP adjusted
financial measures, such as Adjusted Earnings Before Interest Expense,
Taxes, Depreciation and Amortization (“Adjusted EBITDA”), Adjusted Net
Earnings, Adjusted Diluted Earnings Per Share (“Adjusted EPS”) and
Adjusted Tax Rate, exclude the impact of special items, such as
restructuring charges, charges related to the sale of Diversey, charges
related to ceasing operations in Venezuela, cash-settled stock
appreciation rights (“SARs”) granted as part of the original Diversey
acquisition and certain other infrequent or one-time items. Please refer
to the supplemental information included with this press release for a
reconciliation of Non-U.S. GAAP to U.S. GAAP financial measures.

Business Highlights

• Food Care net sales of $680 million increased 2.2% as reported.
  Currency had a negative impact on Food Care net sales of 0.4%, or $3
  million. On a constant dollar basis, net sales increased 2.6%
  primarily due to positive volume growth of 2.7%. Volume growth of 9%
  in North America and 1% in Europe, Middle East and Africa (EMEA) were
  partially offset by declines in Latin America and Asia Pacific.
  Adjusted EBITDA of $146 million or 21.5% of net sales was primarily
  attributable to positive volume trends, which were offset by higher
  raw material costs.
• Product Care net sales of $391 million in the second quarter were up
  4.4% as reported. Currency had a negative impact on Product Care net
  sales of 1.3%, or $5 million. On a constant dollar basis, net sales
  increased 5.7% primarily due to positive volume growth of 6.1%.
  Continued strength in e-Commerce and fulfillment resulted in volume
  growth of 12% in Asia Pacific and 9% in North America. Adjusted EBITDA
  of $77 million or 19.7% of net sales was attributable to volume
  growth, which was offset by unfavorable price/cost spread primarily
  due to higher raw material and freight costs.
• Through August 1, 2017, the Company repurchased approximately 6.5
  million shares for approximately $285 million with approximately $1.9
  billion available for repurchase under the share repurchase program.

Second Quarter 2017 U.S. GAAP Summary,
Continuing Operations

Net sales of $1.1 billion increased 3.0% on an as reported basis.
Currency had a negative impact on total net sales of 0.7%, or $7
million. As reported, net sales in North America increased 9%. Asia
Pacific declined 2% while Latin America and EMEA declined 4% each.

Net income from continuing operations on a reported basis was $29
million, or $0.14 per diluted share, as compared to net income from
continuing operations of $2 million, or $0.01 per diluted share, in the
second quarter 2016. Net income in the second quarter 2017 was
unfavorably impacted by $40 million of special items, including $18
million of tax expense and $18 million of charges related the pending
sale of Diversey. Special items negatively impacting the second quarter
of 2017 also included costs incurred related to the sale of Diversey,
and restructuring and other restructuring associated costs. Net income
in the second quarter 2016 included $72 million of special items,
including charges related to ceasing operations in Venezuela,
restructuring charges and other costs associated with our restructuring
programs, and a loss on the remeasurement of our Venezuelan subsidiaries.

The effective tax rate in the second quarter of 2017 was 66.3%, compared
to the effective tax rate of 97.1% in the second quarter of 2016. The
effective tax rate in the second quarter of 2017 was negatively impacted
by tax expenses related to the pending sale of Diversey, an increase in
tax related to earnings mix, and settlement of an audit in Europe for $3
million. The effective tax rate in the second quarter of 2016 was
negatively impacted by the charges in Venezuela for which there was no
tax benefit, an increase in valuation allowance against foreign tax
credits and increases in unrecognized tax benefits.

Second Quarter 2017 Non-U.S. GAAP Summary,
Continuing Operations

Net sales on a constant dollar basis increased 3.7% on volume growth of
3.9%. North America sales were up 8.9%, which was partially offset by a
1.4% decline in both Asia Pacific and EMEA and a 4.3% decline in Latin
America.

Adjusted EBITDA for the second quarter 2017 was $196 million, or 18.3%
of net sales, compared to $194 million, or 18.6% of net sales for the
second quarter of 2016. Adjusted EBITDA included $27 million of
Corporate expenses in the second quarter of 2017, of which $3 million
reflected costs that were previously allocated to Diversey but not
included in net income from discontinued operations. Corporate expenses
were $32 million in the second quarter of 2016, and included $4 million
of costs that were previously allocated to Diversey, but which were not
included in net income from discontinued operations.

Adjusted EPS was $0.35 for the second quarter 2017. This compares to
Adjusted EPS of $0.37 in the second quarter 2016. The Adjusted Tax Rate
was 38.9% in the second quarter 2017, compared to 31.6% in the second
quarter 2016. The Adjusted Tax Rate in the second quarter of 2017 was
unfavorably impacted by earnings mix. The Adjusted Tax Rate in the
second quarter of 2016 was favorably impacted by earnings mix.

Second Quarter 2017 U.S. GAAP Summary,
Discontinued Operations

Net sales included in the calculation of net earnings from discontinued
operations were $651 million as compared to $688 million in the second
quarter of 2016. This decrease was primarily due to the expiration of
the SC Johnson & Son licensing agreement as most recently discussed in
our Form 10-Q filed May 9, 2017. Net income from discontinued operations
on a reported basis was $59 million, or $0.31 per diluted share, as
compared to $48 million, or $0.24 per diluted share in the second
quarter 2016. Net earnings in the second quarter 2017 were favorably
impacted by $13 million of tax benefit related to the planned
repatriation of foreign earnings.

Cash Flow and Net Debt

Cash flow provided by operating activities in the six months ended June
30, 2017 was $141 million, which is net of $33 million of restructuring
payments and $45 million of payments related to the sale of Diversey,
including $33 million of tax payments and the remainder primarily
attributable to professional fees. This compares with cash provided by
operating activities of $187 million in the six months ended June 30,
2016, which is net of $36 million of restructuring payments.

Capital expenditures decreased to $93 million in the six months ended
June 30, 2017 compared to $114 million in the six months ended June 30,
2016. Free Cash Flow, defined as net cash provided by operating
activities less capital expenditures and payments related to the sale of
Diversey, was an inflow of $93 million in the six months ended June 30,
2017. This compares to an inflow of $73 million in the six months ended
June 30, 2016.

Compared to December 31, 2016, the Company’s net debt increased $394
million to $4.2 billion as of June 30, 2017. This increase in net debt
primarily resulted from amounts paid for share repurchases, dividends
and capital expenditures.

Raised Outlook for Full Year 2017, Continuing
Operations

For the full year 2017, the Company continues to expect Net Sales of
approximately $4.3 billion, as compared to $4.2 billion for the full
year 2016. This sales performance is based on an expected 3% constant
dollar sales growth in Food Care and in the range of 3 to 4% constant
dollar sales growth in Product Care.

Adjusted EBITDA from continuing operations for the full year 2017 is now
expected to be in the range of $825 to $835 million, as compared to $808
million for the full year 2016.

Adjusted EPS from continuing operations is expected to be in the range
of $1.75 to $1.80 for the full year 2017 and assumes an Adjusted Tax
Rate of 28% and an estimated 193 million diluted shares outstanding.

Currency is not expected to have a material impact on Net Sales,
Adjusted EBITDA or Adjusted EPS for the full year 2017.

The Company’s Free Cash Flow outlook assumes a September close on the
sale of Diversey and is based on a full year of Adjusted EBITDA from
continuing operations in the range of $825 to $835 million and eight
months from discontinued operations of $215 million. Free Cash Flow
outlook excludes cash flow generation from working capital related to
Diversey in the last four months of the year, and does not include
payments expected to be paid in relation to the sale of Diversey. The
Company now anticipates 2017 Free Cash Flow to be approximately $400
million, including capital expenditures of approximately $175 million
and cash restructuring payments of approximately $50 million, which
excludes any restructuring charges to address stranded and unallocated
costs. Full year 2016 Free Cash Flow was $631 million, including $276
million of capital expenditures and cash restructuring payments of $66
million.

A supplemental presentation accompanying the conference call will be
available on the Company’s website at www.sealedair.com/investors.

Business

Sealed Air Corporation creates a world that feels, tastes and works
better. In 2016, the Company generated revenue of approximately $6.8
billion by helping our customers achieve their sustainability goals in
the face of today’s biggest social and environmental challenges. Our
portfolio of widely recognized brands, including Cryovac® brand food
packaging solutions, Bubble Wrap® brand cushioning and Diversey®
cleaning and hygiene solutions, enables a safer and less wasteful food
supply chain, protects valuable goods shipped around the world, and
improves health through clean environments. Sealed Air has approximately
23,000 employees who serve customers in 171 countries. To learn more,
visit www.sealedair.com.

Website Information

We routinely post important information for investors on our website, www.sealedair.com,
in the “Investor Relations” section. We use this website as a means of
disclosing material, non-public information and for complying with our
disclosure obligations under Regulation FD. Accordingly, investors
should monitor the Investor Relations section of our website, in
addition to following our press releases, SEC filings, public conference
calls, presentations and webcasts. The information contained on, or that
may be accessed through, our website is not incorporated by reference
into, and is not a part of, this document.

Non-U.S. GAAP Information

In this press release and supplement, we have included several non-U.S.
GAAP financial measures, including Adjusted Net Earnings and Adjusted
EPS, net sales on a “constant dollar” or “organic” basis, Free Cash
Flow, Adjusted EBITDA and Adjusted Tax Rate, as our management believes
these measures are useful to investors. We present results and guidance,
adjusted to exclude the effects of Special Items and their related tax
impact that would otherwise be included under U.S. GAAP, to aid in
comparisons with other periods or prior guidance. In addition, non-U.S.
GAAP measures are used by management to review and analyze our operating
performance and, along with other data, as internal measures for setting
annual budgets and forecasts, assessing financial performance, providing
guidance and comparing our financial performance with our peers and may
also be used for purposes of determining incentive compensation. The
non-U.S. GAAP information has limitations as an analytical tool and
should not be considered in isolation from or as a substitute for U.S.
GAAP information. It does not purport to represent any similarly titled
U.S. GAAP information and is not an indicator of our performance under
U.S. GAAP. Non-U.S. GAAP financial measures that we present may not be
comparable with similarly titled measures used by others. Investors are
cautioned against placing undue reliance on these non-U.S. GAAP
measures. For a reconciliation of these U.S. GAAP measures to non-U.S.
GAAP measures and other important information on our use of non-U.S.
GAAP financial measures, see the attached supplementary information
entitled “Condensed Consolidated Statements of Cash Flows” (under the
section entitled “Non-U.S. GAAP Free Cash Flow”), “Reconciliation of
U.S. GAAP Net Earnings and U.S. GAAP Net Earnings Per Share to Non-U.S.
GAAP Adjusted Net Earnings and Non-U.S. GAAP Adjusted Net Earnings Per
Share” “Segment Information,” “Reconciliation of U.S. GAAP Net Earnings
to Non-U.S. GAAP Total Company Adjusted EBITDA,” “Components of Change
in Net Sales by Segment,” “Components of Changes in Net Sales by
Region,” “Components of Organic Change in Net Sales by Segment,” and
“Components of Organic Changes in Net Sales by Region.” Information
reconciling forward-looking U.S. GAAP measures to non-U.S. GAAP measures
is not available without unreasonable effort.

*We have not provided guidance for the most directly comparable U.S.
GAAP financial measures, as they are not available without unreasonable
effort due to the high variability, complexity, and low visibility with
respect to certain Special Items, including gains and losses on the
disposition of businesses, the ultimate outcome of certain legal or tax
proceedings, foreign currency gains or losses resulting from the
volatile currency market in Venezuela, and other unusual gains and
losses. These items are uncertain, depend on various factors, and could
be material to our results computed in accordance with U.S. GAAP.

Forward-Looking Statements

This press release contains “forward-looking statements” within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995 concerning our business, consolidated
financial condition and results of operations. Forward-looking
statements are subject to risks and uncertainties, many of which are
outside our control, which could cause actual results to differ
materially from these statements. Therefore, you should not rely on any
of these forward-looking statements. Forward-looking statements can be
identified by such words as “anticipates,” “believes,” “plan,”
“assumes,” “could,” “should,” “estimates,” “expects,” “intends,”
“potential,” “seek,” “predict,” “may,” “will” and similar references to
future periods. All statements other than statements of historical facts
included in this press release regarding our strategies, prospects,
financial condition, operations, costs, plans and objectives are
forward-looking statements. Examples of forward-looking statements
include, among others, statements we make regarding expected future
operating results, expectations regarding the results of restructuring
and other programs, anticipated levels of capital expenditures and
expectations of the effect on our financial condition of claims,
litigation, environmental costs, contingent liabilities and governmental
and regulatory investigations and proceedings. The following are
important factors that we believe could cause actual results to differ
materially from those in our forward-looking statements: the tax
benefits associated with the Settlement agreement (as defined in our
2016 Annual Report on Form 10-K), global economic and political
conditions, changes in our credit ratings, changes in raw material
pricing and availability, changes in energy costs, competitive
conditions, the success of the sale of the Diversey Care division and
food hygiene business, the success of our restructuring activities,
currency translation and devaluation effects, the success of our
financial growth, profitability, cash generation and manufacturing
strategies and our cost reduction and productivity efforts, the success
of new product offerings, the effects of animal and food-related health
issues, pandemics, consumer preferences, environmental matters,
regulatory actions and legal matters, and the other information
referenced in the “Risk Factors” section appearing 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. Any forward-looking statement made
by us is based only on information currently available to us and speaks
only as of the date on which it is made. We undertake no obligation to
publicly update any forward-looking statement, whether written or oral,
that may be made from time to time, whether as a result of new
information, future developments or otherwise.

Contacts

For Sealed Air Corporation
Investor Relations
Lori Chaitman,
704-503-8841

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