Ingevity completes acquisition of Georgia-Pacific’s pine chemicals business

March 8, 2018

NORTH CHARLESTON, S.C.–(BUSINESS WIRE)–$NGVT–Ingevity Corporation (NYSE:NGVT) today announced it has completed the
acquisition of Georgia-Pacific’s pine chemicals business for a cash
purchase price of $310 million. Ingevity expects to derive approximately
$11 million in net synergies as a result of the acquisition, which are
expected to be attained through lower logistics costs, manufacturing
optimization among the combined three chemicals plants and leveraged
procurement costs.

In purchasing the pine chemicals business, Ingevity has acquired the
pine chemicals-related assets at Georgia-Pacific’s Crossett, Ark.,
plant, saleable inventory, customer lists and the book of business, as
well as various patents and trade names associated with acquired product
lines.

Separately, Ingevity has entered into a 20-year, market-based crude tall
oil (CTO) supply contract with certain of Georgia-Pacific’s paper mill
operations.

“This acquisition will provide a stronger platform from which we will
accelerate the profitable growth of our Performance Chemicals segment,”
said Michael Wilson, Ingevity president and CEO. “With the addition of
Georgia-Pacific’s broader technologies and product platforms, we will
add scale and competitiveness to this segment, and create significant
value for our shareholders.”

Wilson noted that the acquisition will complement existing businesses,
with limited customer overlap.

Georgia-Pacific’s pine chemicals business manufactures and sells
pine-based tall oil fatty acids, tall oil rosin, and tall oil rosin
esters used in adhesives, cleaners, paints and other coatings, inks,
metalworking, mining, oilfield, packaging and rubber processing.

“We are excited to welcome new team members to Ingevity, and to bring
the significant benefits of this acquisition to our customers,” said
Mike Smith, president of Ingevity’s Performance Chemicals segment. “We
anticipate the integration process to run efficiently: Our management
team has a history of successfully integrating acquisitions, and
experience in operating co-located manufacturing facilities. As we move
through this process, we remain deeply committed to ensuring that
customers continue to receive excellent products and services.”

Ingevity: Purify, Protect and Enhance

Ingevity provides specialty chemicals and high-performance carbon
materials and technologies that purify, protect and enhance the world
around us. Through a team of talented and experienced people, Ingevity
develops, manufactures and brings to market products and processes that
help customers solve complex problems. These products are used in a
variety of demanding applications, including asphalt paving, oil
exploration and production, agrochemicals, adhesives, lubricants,
printing inks and automotive components that reduce gasoline vapor
emissions. Headquartered in North Charleston, S.C., Ingevity operates
from 25 locations around the world and employs approximately 1,500
people. The company is traded on the New York Stock Exchange (NYSE:
NGVT). For more information, visit www.ingevity.com.

Forward-Looking Statements

This news release contains “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
forward looking statements generally include the words “may,” “could,”
“should,” “believes,” “plans,” “intends,” “targets,” “will,” “expects,”
“suggests,” “anticipates,” “outlook,” “continues,” “forecast,”
“prospect,” “potential” or similar expressions. Forward-looking
statements may include, without limitation, expected financial
positions, results of operations and cash flows; financing plans;
business strategies and expectations; operating plans; synergies and the
potential benefits of the acquisition of Georgia-Pacific’s pine
chemicals business; the anticipated timing of the closing of the
acquisition; capital and other expenditures; competitive positions;
growth opportunities for existing products; benefits from new technology
and cost-reduction initiatives, plans and objectives; and markets for
securities. Like other businesses, Ingevity is subject to risks and
uncertainties that could cause its actual results to differ materially
from its expectations or that could cause other forward-looking
statements to prove incorrect. Factors that could cause actual results
to materially differ from those contained in the forward-looking
statements, or that could cause other forward-looking statements to
prove incorrect, include, without limitation, risks that the expected
benefits from the proposed acquisition will not be realized or will not
be realized within the expected time period; the risk that the
businesses will not be integrated successfully; significant transaction
costs; unknown or understated liabilities; general economic and
financial conditions; international sales and operations; currency
exchange rates and currency devaluation; compliance with U.S. and
foreign regulations; attracting and retaining key personnel; conditions
in the automotive market or adoption of alternative technologies;
worldwide air quality standards; government infrastructure spending;
declining volumes in the printing inks market; the limited supply of
crude tall oil (“CTO”); lack of access to sufficient CTO; access to and
pricing of raw materials; competition from producers of substitute
products and new technologies; a prolonged period of low energy prices;
the provision of services by third parties at several facilities;
natural disasters, such as hurricanes, winter or tropical storms,
earthquakes, floods, fires; other unanticipated problems such as labor
difficulties including renewal of collective bargaining agreements,
equipment failure or unscheduled maintenance and repair; protection of
intellectual property and proprietary information; information
technology security risks; government policies and regulations,
including, but not limited to, those affecting the environment, climate
change, tax policies and the chemicals industry; and lawsuits arising
out of environmental damage or personal injuries associated with
chemical or other manufacturing processes. These and other important
factors that could cause actual results or events to differ materially
from those expressed in forward-looking statements that may have been
made in this document are and will be more particularly described in our
filings with the U.S. Securities and Exchange Commission, including our
Form 10-K for the year ended December 31, 2017 and our other periodic
filings. Readers are cautioned not to place undue reliance on Ingevity’s
projections and forward-looking statements, which speak only as the date
thereof. Ingevity undertakes no obligation to publicly release any
revision to the projections and forward-looking statements contained in
this presentation, or to update them to reflect events or circumstances
occurring after the date of this release.