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Investor Presentation

AUGUST 2020

Investor Presentation

AUGUST 2020

2

FORWARD LOOKING STATEMENTS AND USE OF NON-GAAP FINANCIAL MEASURES

This presentation includes certain "forward-looking statements" within the meaning of, and subject to the safe harbor created by, Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the business, strategy and

plans of Donnelley Financial and its expectations relating to future financial condition and performance. Statements that are not historical facts, including statements about Donnelley Financial management’s beliefs and expectations, are

forward-looking statements. Words such as "believes," "anticipates," "estimates," "expects," "intends," "aims," "potential," "will," "would," "could," "considered," "likely," "estimate" and variations of these words and similar future or conditional

expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. While Donnelley Financial believes these expectations, assumptions, estimates and projections are reasonable,

such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond Donnelley Financial’s control. By their nature, forward-looking statements involve risk and uncertainty

because they relate to events and depend upon future circumstances that may or may not occur. Actual results may differ materially from Donnelley Financial’s current expectations depending upon a number of factors affecting the business

and risks associated with the performance of the business. These factors include such risks and uncertainties detailed in Donnelley Financial’s periodic public filings with the SEC, including but not limited to those discussed under "Risk

Factors" in Donnelley Financial's Form 10-K for the fiscal year ended December 31, 2019, those discussed under “Cautionary Statement” in Donnelley Financial’s quarterly Form 10-Q filings, and in other investor communications of Donnelley

Financial’s from time to time. Donnelley Financial does not undertake to and specifically declines any obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect future events or

circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

Forward looking statements in this presentation are provided on a non-GAAP basis only, without providing a reconciliation to a GAAP basis. Information is presented in this manner, consistent with SEC rules, because the preparation of such

a reconciliation could not be accomplished without “unreasonable efforts.” The Company does not have access to certain information that would be necessary to provide such a reconciliation, including non-recurring items that are not

indicative of the Company’s ongoing operations. Such items include, but are not limited to, restructuring charges, impairment charges, spinoff-related transaction expenses, acquisition-related expenses, gains or losses on investments and

business disposals and other similar gains or losses not reflective of the Company's ongoing operations. The Company does not believe that this information is likely to be significant to an assessment of the Company’s ongoing operations,

given that it is not an indicator of business performance.

This presentation includes certain "forward-looking statements" within the meaning of, and subject to the safe harbor created by, Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the business, strategy and

plans of Donnelley Financial and its expectations relating to future financial condition and performance. Statements that are not historical facts, including statements about Donnelley Financial management’s beliefs and expectations, are

forward-looking statements. Words such as "believes," "anticipates," "estimates," "expects," "intends," "aims," "potential," "will," "would," "could," "considered," "likely," "estimate" and variations of these words and similar future or conditional

expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. While Donnelley Financial believes these expectations, assumptions, estimates and projections are reasonable,

such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond Donnelley Financial’s control. By their nature, forward-looking statements involve risk and uncertainty

because they relate to events and depend upon future circumstances that may or may not occur. Actual results may differ materially from Donnelley Financial’s current expectations depending upon a number of factors affecting the business

and risks associated with the performance of the business. These factors include such risks and uncertainties detailed in Donnelley Financial’s periodic public filings with the SEC, including but not limited to those discussed under "Risk

Factors" in Donnelley Financial's Form 10-K for the fiscal year ended December 31, 2019, those discussed under “Cautionary Statement” in Donnelley Financial’s quarterly Form 10-Q filings, and in other investor communications of Donnelley

Financial’s from time to time. Donnelley Financial does not undertake to and specifically declines any obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect future events or

circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

Forward looking statements in this presentation are provided on a non-GAAP basis only, without providing a reconciliation to a GAAP basis. Information is presented in this manner, consistent with SEC rules, because the preparation of such

a reconciliation could not be accomplished without “unreasonable efforts.” The Company does not have access to certain information that would be necessary to provide such a reconciliation, including non-recurring items that are not

indicative of the Company’s ongoing operations. Such items include, but are not limited to, restructuring charges, impairment charges, spinoff-related transaction expenses, acquisition-related expenses, gains or losses on investments and

business disposals and other similar gains or losses not reflective of the Company's ongoing operations. The Company does not believe that this information is likely to be significant to an assessment of the Company’s ongoing operations,

given that it is not an indicator of business performance.

THE DFIN STORY

3

Leader in SEC compliance & shareholder communications

Comprehensive suite of growing software solutions

Large base of recurring revenue with high customer retention

Market leading capital markets transactional business (IPOs, M&A)

Capital light business model, improving revenue mix, strong cash flow

75K2019 SEC

Filings

#1SEC Filing

Agent – Total

Filings

$189M2019

Software Sales

22%Software % of

total 2019 sales

2.0x2019 net

leverage

$25MRepurchase

authorization

$540M2019 sales from

recurring sources

62%2019 sales %

recurring sources

#1SEC Filing Agent

- Transaction

Filings

$249M2019 capital

markets

transactional

filing sales

CM Software

15%

CM Compliance

44%

IC Software7%

IC Compliance

34%Compliance44%

Software Solutions

22%

Transactional30%

Other4%

DFIN AT A GLANCE

• DFIN assists private/public companies and investment firms with the

creation, submission and distribution of regulatory filings

• In its transactional business, DFIN is a leader in assisting

companies doing IPO’s, M&A transactions and debt offerings with

prospectus creation, filing and printing needs

• DFIN has a strong portfolio of software solutions

- Venue: Virtual Data Room for M&A, equity and debt transactions

- FundSuiteArc: Investment company cloud-based content

management platform

- ActiveDisclosure: Document tagging, collaboration and filing

What we do

Revenue breakdown (2019)

• Capital Markets services corporate clients by providing digital

document creation and online content management tools to support

regulatory reporting for transactions (i.e. IPOs, M&A, and debt

offerings) and re-occurring filings (i.e. 10K’s, 10Q’s, and proxies)

- CM Software Solutions: Venue, ActiveDisclosure, eBrevia

• Investment Companies services mutual funds, insurance

companies and hedge funds – provides cloud-based tools for

creating and filing high quality regulatory documents (i.e. Forms

NMFP, N-PORT, N-CEN)

- IC Software Solutions: FundSuiteArc

Segment overview

Capitalization

Revenue by type Revenue by segment

4

Share price $9.85

Shares outstanding 34

Market Capitalization $335

Net debt (YE 2019)1 283

Enterprise Value $618

2019

Revenue $875

EBITDA 137

Adj. FCF 35

Market data as of 8/4/20. Capitalization table reflects 2019 financial metrics. 1 Refers to 2019 YE net debt. Point-in-time leverage impacted by quarterly seasonality of cash flows

$ in millions, except per share amounts

A LEADER IN GLOBAL RISK AND COMPLIANCE

5

Recognized brand

in the market

Well-positioned

to help clients

navigate the

changing

regulatory

environment

Strong tech-enabled

service

backbone;

Product

transitioning

to software

2,900 employees,

62 locations

globally,

13 countries

Blue Chip Client BaseStrong Brand with Global Reach

350+S&P 500 Clients

in 2019

750+Fortune 1000 Clients

in 2019

80%Of the top 50 global fund

complexes work with DFIN

WHY INVEST IN DFIN?

6

Targeting ~$75M of free cash flow by 2024, which implies a ~22% FCF yield

Market data as of 8/4/2020.Reconciliation of Adjusted Free Cash Flow on Slide 21

Software

Free cash flow

Business mix shift

Shareholder-focused

Approaching $200mm of software sales expected to grow at a double-digit rate annually

Healthy EBITDA margins, low CapEx, declining interest expense are driving strong FCF

Growth of high-margin software is offsetting declining low-margin print services

Divesting non-core assets. Consistently reducing expenses. Repurchasing shares & debt

Low valuationEV/2019 EBITDA: ~4.5

2019 Adjusted FCF yield: ~10%

SEGMENT OVERVIEW

7

Capital Markets Investment Companies

Software

Solutions

Compliance &

Communications

Management

Software

Solutions

Compliance &

Communications

Management

Revenue

Type(s)Software Solutions

Tech-enabled Services,

Print & DistributionSoftware Solutions

Tech-enabled Services,

Print & Distribution

Key

Offerings

Venue

ActiveDisclosure

eBrevia

SEC Transactional Filings

SEC Compliance Filings

Proxy Solutions

ArcSuite

ArcDigital

ArcRegulatory

SEC Compliance Filings

Proxy Solutions

Shareholder Communications

Business

ProfileGrowth Mature Growth Mature

2019

Revenue$127M $390M $63M $296M

2016-2019

Revenue CAGR+10% -5% +15% -3%

2019 EBITDA

Margin1 18.6% 27.6% 8.8% 7.0%

Near-term

Business Focus

Invest in software offerings to

grow recurring revenues &

reduce services required

Maintain market leadership

position in SEC filing,

increase efficiencies

Invest in software offerings to

grow recurring revenues,

review pricing/value capture

with clients

Manage impact of SEC rules

30e-3 & 498a by reducing

printing capacity, increasing

prices, exiting low profit

contracts

1 EBITDA does not include corporate expense

CAPITAL MARKETS BUSINESS OVERVIEW

8

IPO PUBLIC COMPANY GROWTH / M&APRIVATE COMPANY

Artificial

intelligence driven

contract analytics

Streamlined

audit, SOX and

control process

A/R proxy

design, SEC

filings & printing

Collaborate on formal

and / or informal

documentation

Secure workspace for

due diligence,

capital raising

and storage

Seamlessly link

Excel to Word

Private Company

Venue

ActiveDisclosure®

Due diligence

IPO

Venue Due diligence

EDGAR

FilingsS-1

DFIN File16 Forms 3, 4 & 5

Composition,

PrintingIPO & prospectus

Growth

Venue Transactions & M&A

EDGAR Filings10-K, 10-Q, Section

16, S-4 & 144A

Composition &

PrintingS-3, S-4 & 144A

ActiveDisclosure10-K, 10-Q &

other SEC filings

XBRL Reporting 10-K, 10-Q & other

registration statements

Public Company

Venue Corporate repository

Composition &

Printing

10-K, 10-Q &

other SEC filings

Active

Disclosure

10-K, 10-Q &

other SEC filings

XBRL

Reporting

10-K, 10-Q &

registration statements

ProxyEnd-to-end proxy

solutions

Investor communication,

annual & special meeting

tabulation, and virtual

annual meetings

Active inkSM

iveType Outlined

Corporate overnance

iveType Outlined

• DFIN provides a comprehensive suite of products and services to assist clients with disclosure obligations

including the creation, management and delivery of accurate and timely financial communications

• Software and Tech-enabled Solutions:

– Venue: Virtual data room

– eBrevia: Industry leading cloud-based contract analysis tools

– ActiveDisclosure: Cloud based tool used for the creation of financial disclosures

– EdgarOnline: SEC filings with data extraction of financial data with flexible API

– Traditional Support: On-site, remote transaction / compliance support and filing

– Proxy Solutions: End-to-end proxy solutions for public companies

Business Description

Software25%

Compliance27%

Transactional48%

2019 Revenues by Type

Software Solutions

25%

Compliance & Communications

Management75%

2019 Revenues by Segment

INVESTMENT COMPANIES OVERVIEW

9

• DFIN supports the creation, automation and distribution of regulatory disclosure and shareholder

communications for mutual funds, alternative investment funds, investment-insurance companies.

• Software and Tech-enabled Solutions:

– ArcPro – Investor/compliance document creation and content management tool

– ArcReporting – Financial Reporting platform, streamlines data-gathering and reporting processes

– ArcDigital – Multi-channel content distribution platform

– ArcRegulatory/ ArcFiling – European regulatory platform, domestic US regulatory filing solution

– Traditional Support: On-site, remote transaction / compliance support and filing

– Proxy Solutions: End-to-end proxy solutions for fund companies

Software Solutions

17%

Compliance & Communications

Management83%

2019 Revenues by Segment

1Software

17%

Compliance & Cummunications

70%

Other9%

Transactional4%

2019 Revenues by Type

1

DFIN’s End-to-End Technology Solution Ecosystem

9

ArcReporting ArcDigital

ArcPro ArcFiling/

ArcRegulatory

FundSuiteArc

Business Description

1Other includes healthcare and other commercial printing

SEC RULE 30E-3 IMPACT ON INVESTMENT COMPANIES SEGMENT

10

Estimated Financial impact from SEC Rules 30e-3 & 498a

• Estimated Sales impact: Sales reduction of $130 million to $140 million starting in January 2021

• Estimated EBITDA impact: EBITDA reduction of $5 - $10 million starting in January 2021; Revised down from previous estimate of $10 -

$15 million in Q2’20

• Estimated FCF impact: Immaterial to 2021. Freed up working capital offsets restructuring charges & after-tax impact of EBITDA reduction

• DFIN is using these regulatory changes as a catalyst to accelerate its shift away from lower-margin print and distribution offerings toward

software solutions and tech-enabled services offerings

• In conjunction with the specific planning for 30e-3/498a, DFIN has also reviewed its remaining print and distribution offerings and is in the

process of exiting several print-focused contracts and business lines

Description of SEC Rules 30e-3 & 498a

• SEC Rules 30e-3 and 498a provide certain registered investment companies and variable annuity providers with an option to

electronically deliver shareholder reports and other materials rather than providing such reports in paper

• Investors who prefer to receive reports in paper can continue to receive them in that format

• Ruled 30e-3 & 498a will be effective starting on January 1st 2021

STRONG MARKET POSITION WITH OPPORTUNITIES FOR GROWTH

11

#1 U.S. Transactional Filer

(Capital Markets)

#1 U.S. Compliance Filer

(Capital Markets)

#2 Compliance Filing software

(ActiveDisclosure)

#3 Virtual Data Room software

(Venue)

#1 U.S. Compliance Filer

(Investment Markets)

#1 Content Management software

(FundSuiteArc)

#1 International Capital Markets

Unparalleled Expertise

35 years in Financial Services

Experts located and available across the

globe

SEC filing specialists

World-class capabilities

Proprietary composition, filing and tagging technology

End-to-End solutions developed by industry leading engineering

Strong client relationships

Public companies

Private Companies

Investment Companies

Growth Drivers – Capital Markets Growth Drivers – Investment Companies

• Regain share in corporate SEC compliance software with

ActiveDisclosure; Create complimentary partnership ecosystem

• Extend the relevance and breadth of Venue use cases; Shift toward

enterprise model over time

• Drive Venue & eBrevia sales by capitalizing on demand for

contract analytics solutions and other deal workflow solutions

• Replace manual compliance and communications processes within

investment companies with FundSuiteArc to acquire new clients

• Increase wallet share within existing client base, by driving

FundSuiteArc adoption across multiple workflows and fund types

• Provide Global Regulatory Platform to initially solve for EU

PRIIPs requirements; Expand to new use cases

Product

Description

Provides a secure

workspace for due

diligence, capital raising and

document repository

Allows firms to collaborate,

tag, validate and file to the

SEC efficiently. Finalize a

10-K or prepare for an IPO

and file your S-1 with

unmatched accuracy

Utilizes artificial intelligence,

including machine learning

and natural language

processing to extract data

from contracts for due

diligence, analysis and

lease abstraction

Provides a single platform

to manage content and

create, review and publish

critical disclosures

2019 Revenue ~$70M ~$40M <$5M ~$60M

CompetitionIntralinks (SS&C)

Datasite (Merrill)

Workiva, Certent,

Bridge (Merrill)

Seal Software, Kira,

Luminance, RAVN

Confluence, Workiva,

ToppanMerrill, Appatura,

Kneip, Kurtosys, FilePoint

GROWING SOFTWARE PORTFOLIO

121 2019 software revenue also includes approximately $15M in other software solutions revenue from offerings such as EdgarOnline, File 16 and InfoInvest

Approaching $200mm in annual revenue derived from software & related services1

Capital Markets Investment Companies

BUSINESS MIX SHIFT WILL DRIVE SHAREHOLDER VALUE

13

Mix shift drives EBITDA growth

Evolution of DFIN’s Revenue Mix

Print45%Tech-enabled

Services47%

Software8%

2013A

Print36%

Tech-enabled Services

42%

Software22%

2019A

Print20%

Tech-enabled Services

36%

Software44%

2024 Target

Business is transitioning toward higher-

margin software & tech-enabled services

Revenue mix becomes more profitable

and recurring over time as we continue

to layer on new software customers at

high incremental margins

Improving the business mix

$875M

2024 Sales2019 Sales

~$165M EBITDA

20% margin$137M EBITDA

16% margin

30e-3/498a sales decline in 2021

$130M - $140M; EBITDA decline

$5M - $10M

~$850M

Sustained positive organic

sales growth starting at some

point in 2022 Print

$315M

Tech

Svcs

$371MTech

Svcs

Software

Print

Software

Software

$189M

10%+ Software Sales CAGR – Software is 44% by 2024

CASH FLOW CHARACTERISTICS AND CAPITAL ALLOCATION

14

Leverage &

Liquidity

2019 net leverage of 2.0x, down from 3.4x at year-end 2016

$340M debt1 paid off since spin-off in 2016. Consistent deleveraging will reduce interest expense

Investing in

the business

Investments being made to reduce the amount of services required to support software

CapEx levels have stabilized. Expect capital spending to be between 4% - 5% of revenue over time

Cash flow and

return of capital

Business mix shift, cost reductions, declining interest expense and declining CapEx will drive growth in cash flow

Opportunistically repurchased $66.5M of the $300M 8.25% senior notes below par during Q1’20

Actively managing portfolio of assets; $132.8 million in cash generated from non-core asset sales since 2016

M&A activity potentially replaces a portion of CapEx over time, while accelerating the software mix shift

M&A, asset sales

and strategic

partnerships

Opportunity to substantially reduce interest expense by refinancing $234M 8.25% notes callable in late ‘21

Ability to drive

improving margins

Clients are evolving toward software solutions: existing offerings can be scaled at high incremental margins

Continued focus on managing cost structure. Most of the costs related to print/distribution revenue are variable

1 Based on 2019 ending total debt

LONG-TERM OBJECTIVES (2020 – 2024)

15

RevenuePost 30e-3 impact in 2021, mix shift should

enable overall revenue growth

Operating Objective Financial TargetMetric

Software Grow Software sales 10%+ annually

Software becomes 44% of revenue by 2024

EBITDA Expand EBITDA margins 75 bps annually

EBITDA margins reach ~20% by 2024

Earnings per shareGrow Adj. EPS at 15% CAGR annually

through 2024

Free cash flowContinuous growth in EBITDA, while

carefully managing CapEx & working capital

Return to low single digit growth following

2021 30e-3 revenue impact

Continue to grow Software Solutions

revenue base at high incremental margins

Continue to drive out cost and

shed lower profit offerings

Continue growing EBITDA while reducing

debt to drive lower interest expense

Generate ~$75M of free cash flow in 2024

SHAREHOLDER VALUE CREATION

16

$875M

2019

Revenue

$137MEBITDA

$35MAdj. FCF

~$850M

2024

~$165M

~$75M

Software growth + cost cutting

drive margin improvement

$283MNet debt ~($30M)

Software to be 44% of revenue by 2024

driven by 10%+ CAGR

EBITDA growth, declining interest exp, lower

CapEx & w/c drive FCF growth

Growing free cash flow helps the

company de-lever

Cumulative free cash flow generated 2019 - 2024: ~$330 million

Second-Quarter 2020 Overview

17

COVID-19 UPDATE

18

Focus on health & safety,

supply continuity and

operational capabilities

Resilient business model,

prompt action and

financial liquidity

• Activated business continuity plan focused on the health and safety of employees and clients early in Q1’20

• Implemented work from home policies in mid-March, cancelled all travel and conference hosting

• Continuing to operate as an essential business. All production and distribution facilities are fully operational

• In manufacturing facilities, we are conducting temperature monitoring, distancing within and between shifts,

and implementing disinfecting protocols in line with guidelines from the CDC and World Health Organization

• 60%+ of revenue is recurring; companies/funds are still required to comply with SEC filing requirements

• Transactions are occurring in the market, albeit well below normal levels; many data rooms remain open

• Aggressively managing cost structure to mitigate some of COVID-19’s impact to the bottom line

• owered anticipated 2020 CapEx expectations by approximately $5 million in Q1’20

• Exited Q2’20 with net leverage of 2.1x (down 1.0x year over year), current covenants allow up to 3.75x

• Total available liquidity at June 30, 2020 is ~$217 million

• Cash conversion improvement efforts in place, first-half 2020 free cash flow up ~$52 million from prior year

SECOND-QUARTER 2020 HIGHLIGHTS

19

• Q2 2020 revenues of $254 million, featuring stronger than anticipated

capital markets transactional activity

• Q2 2020 software solutions net sales of $47.6 million; software

solutions accounted for 18.7% of total second-quarter 2020 net sales,

up 20 basis points as a percentage of total in Q2 2019

• Q1 2020 Adjusted EBITDA of $60.8 million, up $4.7 million, or 8.4%,

from Q2 2019; Adjusted EBITDA margin of 23.9%, up 220 bps from Q2

2019, due to focus on cost control initiatives and improved business mix

• Q2 2020 OCF improved $10.2 million, or 340%, from Q2 2019

• Q2 2020 FCF improved $12.5 million, from Q2 2019

Financial Highlights Business highlights

• Company sold its remaining equity stake in AuditBoard for $12.8 million;

established strategic partnership with Galvanize to extend audit and

compliance offerings globally

• Company announced restructuring plan related to the consolidation of

its East Coast manufacturing operations and recorded a pre-tax cash

expense of approximately $3.9 million during Q2 2020 for severance &

other expense related to employee terminations

• Total debt down $68.9 million from the second quarter of 2019; net

leverage of 2.1x at quarter end, down 1.0x from the prior year

• Better than expected transactional revenues in Compliance &

Communications Management, as transactional activity picked up in

June after slow start to the quarter

• Software Solutions revenue muted as COVID-19 slows data room

activity and IPO cross sell opportunities for ActiveDisclosure

• Venue teamed up with Leading BioScienes, Inc. on recent COVID-19

study; as the Company continues to extend Venue’s applicability

• eBrevia seeing increased demand as the need to replace LIBOR in

contracts is driving the need for a cost effective solution for document

review

• Strength in mutual fund proxies drove an increase in Compliance &

Communications Management revenues

• Software Solutions revenue growth muted as COVID-19 slows fund

company software implementations

• Launched ArcDigital , a digital content distribution platform, providing

clients with multi-channel distribution and real-time reporting, all with

“add-to-cart” simplicity

Capital Markets – Segment Highlights Investment Companies – Segment Highlights

SECOND-QUARTER 2020 REVENUE SUMMARY

20

Net sales summary

Second-Quarter Revenue Mix

$ millions Q2 2019 Q2 2020 Δ

Software Solutions $47.8 $47.6 -0.4%

Tech-enabled services 113.4 115.4 1.8%

Print and Distribution 97.7 91.0 -0.7%

Total Net Sales $258.9 $254.0 -1.9%

Supplemental Revenue Detail

Δ: % Change

Software solutions include: Venue, FundSuiteArc, ActiveDisclosure, File 16 and eBrevia

Tech-enabled services includes: Document composition, XBRL tagging and Fulfillment

Product includes: Printing, Materials and Postage/Freight

Re

ve

nu

e b

y S

eg

me

nt

Re

ve

nu

e b

y T

yp

e

$ millions

Organic Growth: -1.7%

Print 38%

Tech-enabled Services

44%

Software18%

Q2 2019

258.9 254.0

Q2 2019 NetSales

SoftwareSolutions

Tech-enabledservices

Print andDistribution

Q2 2020 NetSales

($4.9)

($0.2)

$2.0

($6.7)

258.9 254.0

Q2 2019 NetSales

CM SoftwareSolutions

CMCompliance

IC SoftwareSolutions

ICCompliance

Q2 2020 NetSales

($4.9)

($0.4) ($6.4) $0.2 $1.7

Print 36%

Tech-enabled Services

45%

Software19%

Q2 2020

$ millions Full year

2018 2019

1 2019 includes $10mm in taxes and fees related to the 2019 sale of our Secaucus, NJ property2 2019 includes $8mm related to the 2018 gain on the sale of the Language Solutions business3 Defined as Account Receivable plus Inventory less Account Payable

• Interest expense for 2020 expected to be

approximately $30 million; expect interest expense to

decrease as we continue to de-lever

• Capital spending for 2020 expected to be

approximately $30 million; longer term we expect

annual CapEx to moderate down towards 4% - 5% of

sales

• Cash restructuring for 2020 expected to be

approximately $15 million, expect this to be in a

range of $5 to $10 million over the next few years as

we continue to rationalize our cost structure

• Efforts underway to improve Controllable Working

Capital3, focused primarily on receivables, which we

anticipate will provide benefits to free cash flow in

2020, tracking to sales growth thereafter

• Pension contributions to remain approximately $2

million per year

21

Non-GAAP Adjusted EBITDA $154.9 $136.6

Cash interest (34.4) (31.6)

Cash taxes (9.3) (9.8)

Cash restructuring (5.8) (7.7)

Pension contributions (1.9) (1.0)

Working capital & other (12.4) (14.1)

Operating Cash Flow (adjusted) $91.1 $72.4

Capital Spending (adjusted) (37.1) (37.8)

Free Cash Flow (adjusted) $54.0 $34.6

Spin-off related transaction expenses (15.8) 0.4

Taxes & fees - Secaucus sale1 - (10.0)

Taxes & fees - Language Solutions sale2 (9.0) (8.3)

Digital print equipment CapEx - (7.0)

Payroll Tax Deferral (CARES Act) - -

Income Tax Deferral (CARES Act) - -

Free Cash Flow (as reported) $29.2 $9.7

Free cash flow considerations

Q2

2019 2020

$56.2 $60.8

(14.5) (11.1)

(3.6) 0.8

(2.1) (2.4)

(0.2) (0.3)

(32.8) (45 .5)

$3.0 $2.2

(11.1) (8.8)

($8.1) ($6.6)

- -

- -

- -

- -

- 2.8

- 8.2

($8.1) $4.4

Recu

rrin

g fre

e c

ash

flo

wa

a

On

e-t

ime

ite

ms

a

a

SECOND-QUARTER 2020 CASH FLOW SUMMARY

Appendix

22

SEGMENT FINANCIAL INFORMATION

23

SEGMENT FINANCIAL INFORMATION

24

GAAP TO NON-GAAP RECONCILIATIONS

25

GAAP TO NON-GAAP RECONCILIATIONS

26

2019 GAAP TO NON-GAAP RECONCILIATIONS

27

2019 GAAP TO NON-GAAP RECONCILIATIONS

28

DFIN INVESTOR RELATIONS

29

Justin Ritchie

SVP Investor Relations

Email: investors@dfinsolutions.com

Contact Information

137