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Ashland Inc. Reports Fiscal First-Quarter EPS from Continuing Operations of 97 Cents

January 26, 2010
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COVINGTON, Ky., Jan. 26 /PRNewswire-FirstCall/ — Ashland Inc. (NYSE: ASH) today announced preliminary(1) results for the quarter ended Dec. 31, 2009, the first quarter of its 2010 fiscal year.

(Logo: http://www.newscom.com/cgi-bin/prnh/20040113/ASHLANDLOGO )

First Quarter Highlights


    (in millions except per-share amounts)    Quarter Ended  Quarter Ended
                                              Dec. 31, 2009  Dec. 31, 2008
    ---------------------------------------   -------------  -------------

    Operating income (loss)                           $ 146         $   (7)
    Adjusted pro forma EBITDA*                          226            147

    Diluted earnings (loss) per share
     (EPS)
       From continuing operations                     $0.97         $(1.73)
       Less: key items*                                0.08          (1.98)
       Add: Hercules' results prior to
        acquisition                                                   0.11
                                              -------------  -------------
          Adjusted*                                   $0.89         $ 0.36

    Cash flows provided by operating
     activities                                       $  35         $   74
       from continuing operations
    Free cash flow*                                       8             30

    * See Tables 5, 6 and 7 for definitions and U.S. GAAP reconciliations.

Fiscal First-Quarter Results

For its 2010 first quarter, Ashland reported sales of $2,020 million, operating income of $146 million and net income of $86 million ($1.10 per share). Net income benefited by $10 million aftertax (13 cents per share) from discontinued operations. Cash flows provided by operating activities from continuing operations amounted to $35 million and included a $163 million use of cash for operating assets and liabilities, primarily working capital. On Nov. 13, 2008, Ashland completed the acquisition of Hercules Incorporated, affecting the comparability of reported results versus the same prior-year period.

Adjusted Pro Forma Results

Adjusting for the impact of key items in both the current and prior year and including Hercules’ results as if the acquisition had been completed on Oct. 1, 2008, Ashland’s results for the December 2009 quarter versus the December 2008 quarter would have been as follows:

  • pro forma sales declined 10 percent from $2,233 million to $2,020 million;
  • adjusted pro forma operating income increased 97 percent from $74 million to $146 million; and
  • adjusted pro forma earnings before interest, taxes, depreciation and amortization (EBITDA) increased 54 percent from $147 million to $226 million.

Key Items

For the December 2009 quarter, discrete income tax effects resulted in a net benefit to earnings of $6 million, or 8 cents per share. In the year-ago quarter, key items negatively affected EPS by $1.98. Refer to Table 5 of the accompanying financial statements for details of key items in both periods.

Results also included noncash intangible amortization expense of $18 million pretax (15 cents negative EPS impact) in the December 2009 quarter and $13 million pretax (12 cents negative EPS impact) in the December 2008 quarter. Amounts in both periods primarily reflect the addition of intangible assets from the Hercules acquisition.

Performance Summary

Commenting on Ashland’s adjusted pro forma results for the December quarter, Chairman and Chief Executive Officer James J. O’Brien said, “I continue to be encouraged by Ashland’s delivery of profit improvement in the face of a challenging demand environment. We increased EBITDA by more than 50 percent versus the year-ago December quarter. Modest growth in underlying demand, gross margin increases in all of our commercial units, and our continued focus on cost reductions contributed to this improved performance.”

O’Brien continued, “Through our aggressive cost-cutting efforts initiated early in the recession, we have positioned Ashland to perform well in an improving demand environment. I am pleased that, during the December quarter, we achieved $405 million of run-rate cost reductions, exceeding the $400 million target for our program.”

Commenting on the performance of Ashland’s commercial units, O’Brien said, “Record first-quarter EBITDA from Ashland Consumer Markets, which is our Valvoline business, and Ashland Hercules Water Technologies highlighted the quarter. Ashland Aqualon Functional Ingredients is also demonstrating improved profitability despite the mixed global demand environment. We are also seeing early volume improvements in Ashland Performance Materials and Ashland Distribution, which are starting to drive sequential earnings improvements in both of these businesses.”

Business Performance

In order to aid understanding of Ashland’s ongoing business performance, the results of Ashland’s business segments are presented on an adjusted pro forma basis as described under the heading “Adjusted Pro Forma Results” and reconciled to GAAP in Table 6 of this news release.

Ashland Aqualon Functional Ingredients recorded sales of $210 million in the December 2009 quarter, 9 percent below the year-ago quarter. Metric tons sold declined 16 percent. Excluding the volume associated with a renegotiated supply contract in the oil-field sector from the prior-year period, the decline would have been 6 percent on a comparable basis. The construction and energy markets continued to be weak, with Functional Ingredients’ volumes in both markets down 20 percent versus the year-ago quarter. Both regulated industries and the coatings additives business achieved solid growth, with volume increases of 8 percent and 13 percent, respectively. Growth in regulated industries was driven by the personal care sector, while new products continued to generate growth for the coatings additives business. Regionally, Functional Ingredients had greater than 30-percent volume growth in Asia Pacific and Latin America, while the more mature markets in Europe and North America declined 13 percent and 20 percent, respectively, on a comparable basis. Gross profit as a percent of sales of 33.7 percent showed a 470-basis-point improvement over the December 2008 quarter. Selling, general and administrative and research and development (SG&A) expenses were 5 percent above the prior-year quarter. In total, Functional Ingredients’ EBITDA in the December 2009 quarter increased 10 percent versus the prior December quarter, to $54 million, and represented 25.7 percent of sales.

Ashland Hercules Water Technologies’ sales declined 6 percent to $443 million for the December 2009 quarter as compared with the same year-ago quarter, while volumes were flat. Excluding the marine business sold in August 2009, sales in Latin America and Asia Pacific increased greater than 10 percent versus the December 2008 quarter, while Europe grew at 6 percent, and North American sales declined 5 percent. Gross profit as a percent of sales was 36.6 percent, a 660-basis-point improvement over the December 2008 quarter, primarily the result of lower manufacturing and raw material costs. The growth in gross profit percentage was broad-based and included significant increases in nearly all markets and regions. SG&A expenses declined 5 percent. EBITDA of $63 million was 85 percent above the prior-year quarter and represented 14.2 percent of sales, a 700-basis-point improvement.

Ashland Performance Materials’ sales of $271 million declined 16 percent versus the same prior-year quarter, and volume per day declined 7 percent. Sequentially, volume improved 3 percent despite seasonal trends, as volumes sold into the marine and transportation markets grew 7 percent to 8 percent. Gross profit as a percent of sales increased 250 basis points over the prior-year quarter to 18.4 percent, due to lower manufacturing costs resulting from several previously announced plant shutdowns. A 9-percent reduction in SG&A expenses represents the cumulative effect of cost reductions taken during 2009. As a result, EBITDA was $21 million in the December 2009 quarter, up 17 percent over the year-ago December quarter, and EBITDA as a percent of sales increased 210 basis points to 7.7 percent.

Ashland Consumer Markets’ sales were $400 million, 3 percent above the December 2008 quarter. Total lubricant volume increased by 22 percent versus an unusually weak prior-year quarter. Same-store sales at Valvoline Instant Oil Change increased 4 percent over the prior year. Gross profit was 33.9 percent of sales in the December 2009 quarter versus 21.8 percent in the year-ago quarter and 35.5 percent in the September 2009 quarter. The sequential reduction was primarily due to higher raw material costs and lower private-label margins, partially offset by higher selling prices beginning in November. While SG&A expenses rose 10 percent over the year-ago quarter, largely the result of higher advertising expenses, SG&A declined 8 percent sequentially. Overall, Consumer Markets’ quarterly EBITDA was $76 million, as compared with $28 million in the year-ago quarter, and was slightly less than the $79 million earned in the seasonally stronger September 2009 quarter. EBITDA margins were 19.0 percent and 7.2 percent of sales in the December 2009 and 2008 quarters, respectively. The December 2009 quarter marks the fourth consecutive quarter with EBITDA margins above 18 percent.

Ashland Distribution’s sales for the December 2009 quarter declined 15 percent to $729 million. Volume per day decreased 8 percent versus the prior-year quarter. Sequentially, Distribution’s volume was down only 4 percent despite typical December-quarter seasonality. Gross profit as a percent of sales was 9.2 percent versus 8.6 percent in the prior December quarter. SG&A expenses declined 5 percent versus the prior-year quarter, as previously announced cost-reduction initiatives were partially offset by increased bad debt expense and currency translation. Margin improvements and SG&A expense reductions did not fully offset the impact of volume reductions. As a result, EBITDA declined 28 percent versus the prior-year December quarter, to $13 million, and was 1.8 percent of sales.

Outlook

Commenting on Ashland’s outlook, O’Brien said, “We believe we are starting to demonstrate our ability to generate the consistent earnings, gross margins and cash flows indicative of specialty chemicals companies. Each of our businesses is currently showing some signs of demand improvement and stable or improving margins. Although raw material cost increases may well occur during the fiscal year, our continued emphasis on pricing and cost management should support both increased profitability and growth as the economy recovers.”

Conference Call Webcast

Today at 9 a.m. EST, Ashland will provide a live webcast of its first-quarter conference call with securities analysts. The webcast will be accessible through Ashland’s website, www.ashland.com. Following the live event, an archived version of the webcast will be available for 12 months at http://investor.ashland.com.

Use of Non-GAAP Measures

This news release includes certain non-GAAP measures. Such measurements are not prepared in accordance with generally accepted accounting principles (GAAP) and should not be construed as an alternative to reported results determined in accordance with GAAP. Management believes the use of such non-GAAP measures assists investors in understanding the ongoing operating performance of the company and its segments. The non-GAAP information provided may not be consistent with the methodologies used by other companies. All non-GAAP information is reconciled with reported GAAP results in Tables 5, 6 and 7 of the financial statements provided below.

About Ashland

Ashland Inc. (NYSE: ASH) provides specialty chemical products, services and solutions for many of the world’s most essential industries. Serving customers in more than 100 countries, it operates through five commercial units: Ashland Aqualon Functional Ingredients, Ashland Hercules Water Technologies, Ashland Performance Materials, Ashland Consumer Markets (Valvoline) and Ashland Distribution. To learn more about Ashland, visit www.ashland.com.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are based upon a number of assumptions, including those mentioned within this news release. Performance estimates are also based upon internal forecasts and analyses of current and future market conditions and trends; management plans and strategies; operating efficiencies and economic conditions; and legal proceedings and claims (including environmental and asbestos matters). Other risks and uncertainties include those associated with Ashland’s integration of Hercules Incorporated businesses; Ashland’s substantial indebtedness; the restrictive covenants under Ashland’s debt instruments; Ashland’s ability to repay the debt with future cash flow; and other risks and uncertainties that are described in filings made by Ashland with the Securities and Exchange Commission, including its most recent Form 10-K, which are available on Ashland’s website at http://investor.ashland.com or at www.sec.gov. Ashland believes its expectations are reasonable, but cannot assure they will be achieved. Forward-looking information may prove to be inaccurate, and actual results may differ significantly from those anticipated. Ashland is not obligated to subsequently update or revise the forward-looking statements made in this news release.

(1) Preliminary Results

Financial results are preliminary until Ashland’s quarterly report on Form 10-Q is filed with the U.S. Securities and Exchange Commission.


    Ashland Inc. and Consolidated Subsidiaries                   Table 1
    STATEMENTS OF CONSOLIDATED INCOME
    (In millions except per share data - preliminary and unaudited)

                                                    Three months ended
                                                       December 31
                                                 ------------------------
                                                   2009            2008  (d)
                                                 --------        --------

    SALES                                         $2,020          $1,966

    COSTS AND EXPENSES
      Cost of sales (a)                            1,534           1,641
      Selling, general and
       administrative expenses (a)                   334             317
      Research and development expenses (b)           20              27
                                                 --------        --------
                                                   1,888           1,985
    EQUITY AND OTHER INCOME                           14              12
                                                 --------        --------

    OPERATING INCOME (LOSS)                          146              (7)
      Net interest and other financing expense       (41)            (28)
      Net gain on divestitures                         -               1
      Other expenses (c)                               -             (86)
                                                 --------        --------
    INCOME (LOSS) FROM CONTINUING OPERATIONS
     BEFORE INCOME TAXES                             105            (120)
      Income tax expense (benefit)                    29              (1)
                                                 --------        --------
    INCOME (LOSS) FROM CONTINUING OPERATIONS          76            (119)
      Income from discontinued operations
      (net of income taxes)                           10               -
                                                 --------        --------
    NET INCOME (LOSS)                             $   86          $ (119)
                                                 ========        ========

    DILUTED EARNINGS PER SHARE
      Income (loss) from continuing operations    $  .97          $(1.73)
      Income from discontinued operations            .13               -
                                                 --------        --------
      Net income (loss)                           $ 1.10          $(1.73)
                                                 ========        ========

    AVERAGE COMMON SHARES AND ASSUMED CONVERSIONS     78              69

    SALES
      Functional Ingredients                      $  210          $  119
      Water Technologies                             443             318
      Performance Materials                          271             324
      Consumer Markets                               400             388
      Distribution                                   729             853
      Intersegment sales                             (33)            (36)
                                                 --------        --------
                                                  $2,020          $1,966
                                                 ========        ========
    OPERATING INCOME (LOSS)
      Functional Ingredients                      $   27          $   (7)
      Water Technologies                              39              (6)
      Performance Materials                            8               5
      Consumer Markets                                67              19
      Distribution                                     6              10
      Unallocated and other                           (1)            (28)
                                                 --------        --------
                                                  $  146          $   (7)
                                                 ========        ========

    (a) The three months ended December 31, 2009 includes $2 million within
        the selling, general and administrative expenses caption for
        restructuring charges.  The three months ended December 31, 2008
        includes a $26 million severance charge within the selling, general
        and administrative expenses caption for the ongoing integration and
        reorganization from the Hercules acquisition and other cost reduction
        programs and a $21 million charge recorded within the cost of sales
        caption for a one-time fair value assessment of Hercules inventory as
        of the date of the transaction.
    (b) The three months ended December 31, 2008 includes a $10 million charge
        related to the valuation of the ongoing research and
        development projects at Hercules as of the merger date.  In accordance
        with applicable U.S. GAAP and SEC accounting regulations, these
        purchased in-process research and development costs should be expensed
        upon acquisition.
    (c) The three months ended December 31, 2008 includes a $54 million loss
        on currency swaps related to the Hercules acquisition and a $32
        million loss on auction rate securities.
    (d) Results from November 14, 2008 forward include operations acquired
        from Hercules Incorporated.


    Ashland Inc. and Consolidated Subsidiaries                   Table 2
    CONDENSED CONSOLIDATED BALANCE SHEETS
    (In millions - preliminary and unaudited)

                                                        December 31
                                                 ------------------------
                                                   2009            2008
                                                 --------        --------
    ASSETS
      Current assets
        Cash and cash equivalents                 $  406          $  222
        Accounts receivable                        1,289           1,499
        Inventories                                  593             688
        Deferred income taxes                        101             103
        Other current assets                          32             121
        Current assets held for sale                  46              88
                                                 --------        --------
                                                   2,467           2,721

      Noncurrent assets
        Auction rate securities                      126             225
        Goodwill                                   2,213           2,100
        Intangibles                                1,182           1,328
        Asbestos insurance receivable (noncurrent
         portion)                                    484             447
        Deferred income taxes                        100               -
        Other noncurrent assets                      585             639
        Noncurrent assets held for sale               60              91
                                                 --------        --------
                                                   4,750           4,830

      Property, plant and equipment
        Cost                                       3,451           3,428
        Accumulated depreciation and amortization (1,438)         (1,238)
                                                 --------        --------
                                                   2,013           2,190
                                                 --------        --------

      Total assets                                $9,230          $9,742
                                                 ========        ========

    LIABILITIES AND STOCKHOLDERS' EQUITY
      Current liabilities
        Short-term debt                           $   28          $  246
        Current portion of long-term debt             50              94
        Trade and other payables                     834             871
        Accrued expenses and other liabilities       439             505
        Current liabilities held for sale              6              23
                                                 --------        --------
                                                   1,357           1,739

      Noncurrent liabilities
        Long-term debt (noncurrent portion)        1,516           2,128
        Employee benefit obligations               1,118             663
        Asbestos litigation reserve (noncurrent
         portion)                                    906             807
        Deferred income taxes                          -             236
        Other noncurrent liabilities                 579             569
                                                 --------        --------
                                                   4,119           4,403
                                                 --------        --------

      Stockholders' equity                         3,754           3,600
                                                 --------        --------

      Total liabilities and stockholders' equity  $9,230          $9,742
                                                 ========        ========


    Ashland Inc. and Consolidated Subsidiaries                   Table 3
    STATEMENTS OF CONSOLIDATED CASH FLOWS
    (In millions - preliminary and unaudited)

                                                   Three months ended
                                                       December 31
                                                 ------------------------
                                                   2009            2008
                                                 --------        --------
    CASH FLOWS PROVIDED BY OPERATING
     ACTIVITIES FROM CONTINUING OPERATIONS
      Net income (loss)                           $   86          $ (119)
      Income from discontinued operations (net
       of income taxes)                              (10)              -
      Adjustments to reconcile income (loss)
       from continuing operations to
       cash flows from operating activities
        Depreciation and amortization                 80              62
        Debt issuance cost amortization                6               6
        Purchased in-process research and
         development amortization                      -              10
        Deferred income taxes                         26              13
        Equity income from affiliates                 (6)             (5)
        Distributions from equity affiliates           5               2
        Gain from sale of property and
         equipment                                    (2)              -
        Stock based compensation expense               4               2
        Stock contributions to qualified savings
         plans                                         9               -
        Net gain on divestitures                       -              (1)
        Inventory fair value adjustment related
         to Hercules acquisition                       -              21
        Loss on currency swaps related to
         Hercules acquisition                          -              54
        Loss on auction rate securities                -              32
        Change in operating assets and
         liabilities (a)                            (163)             (3)
                                                 --------        --------
                                                      35              74
    CASH FLOWS PROVIDED (USED) BY INVESTING
     ACTIVITIES FROM CONTINUING OPERATIONS
      Additions to property, plant and
       equipment                                     (21)            (38)
      Proceeds from disposal of property,
       plant and equipment                             3               2
      Purchase of operations -net of cash
       acquired                                        -          (2,082)
      Proceeds from sale of operations                 -               7
      Settlement of currency swaps related to
       Hercules acquisition                            -             (95)
      Proceeds from sales and maturities of
       available-for-sale securities                  44              18
                                                 --------        --------
                                                      26          (2,188)
    CASH FLOWS PROVIDED (USED) BY FINANCING
     ACTIVITIES FROM CONTINUING OPERATIONS
      Proceeds from issuance of long-term debt         -           2,000
      Repayment of long-term debt                    (25)           (601)
      Proceeds from/repayments of issuance of
       short-term debt                                 6             205
      Debt issuance costs                              -            (138)
      Cash dividends paid                             (6)             (6)
      Proceeds from exercise of stock
       options                                         1               -
                                                 --------        --------
                                                     (24)          1,460
                                                 --------        --------
                                                      37            (654)

    CASH PROVIDED (USED) BY CONTINUING OPERATIONS
      Cash provided by discontinued operations
        Operating cash flows                          13               5
      Effect of currency exchange rate changes
       on cash and cash equivalents                    4             (15)
                                                 --------        --------
    INCREASE (DECREASE) IN CASH AND CASH
     EQUIVALENTS                                      54            (664)
    Cash and cash equivalents -beginning of
     year                                            352             886
                                                 --------        --------
    CASH AND CASH EQUIVALENTS - END OF PERIOD     $  406          $  222
                                                 ========        ========

    DEPRECIATION AND AMORTIZATION
      Functional Ingredients                      $   27          $   16
      Water Technologies                              24              16
      Performance Materials                           13              13
      Consumer Markets                                 9               9
      Distribution                                     7               8
                                                 --------        --------
                                                  $   80          $   62
                                                 ========        ========
    ADDITIONS TO PROPERTY, PLANT AND EQUIPMENT
      Functional Ingredients                      $   10          $   14
      Water Technologies                               3               5
      Performance Materials                            3               4
      Consumer Markets                                 3               8
      Distribution                                     -               1
      Unallocated and other                            3               6
                                                 --------        --------
                                                  $   21          $   38
                                                 ========        ========

    (a)  Excludes changes resulting from operations acquired or sold.


    Ashland Inc. and Consolidated Subsidiaries                   Table 4
    INFORMATION BY INDUSTRY SEGMENT
    (In millions - preliminary and unaudited)

                                                    Three months ended
                                                        December 31
                                                 ------------------------
                                                   2009            2008
                                                 --------        --------
    FUNCTIONAL INGREDIENTS (a) (b)
      Sales per shipping day                      $  3.4          $  4.0
      Metric tons sold (thousands)                  37.4            24.4
      Gross profit as a percent of sales            33.7%           15.7%
    WATER TECHNOLOGIES (a) (b)
      Sales per shipping day                      $  7.2          $  5.1
      Gross profit as a percent of sales            36.6%           30.3%
    PERFORMANCE MATERIALS (a)
      Sales per shipping day                      $  4.4          $  5.2
      Pounds sold per shipping day                   4.0             4.3
      Gross profit as a percent of sales            18.4%           15.9%
    CONSUMER MARKETS (a)
      Lubricant sales (gallons)                     40.3            33.0
      Premium lubricants (percent of U.S.
       branded volumes)                             28.3%           27.1%
      Gross profit as a percent of sales            33.9%           21.8%
    DISTRIBUTION (a)
      Sales per shipping day                       $11.8          $ 13.8
      Pounds sold per shipping day                  14.3            15.5
      Gross profit as a percent of sales             9.2%            8.6%

    (a) Sales are defined as net sales.  Gross profit as a percent of sales
        is defined as sales, less cost of sales divided by sales.
    (b) Industry segment results from November 14, 2008 forward include
        operations acquired from Hercules Incorporated.


    Ashland Inc. and Consolidated Subsidiaries                        Table 5
    RECONCILIATION OF NON-GAAP DATA - INCOME (LOSS) FROM CONTINUING OPERATIONS
    (In millions - preliminary and unaudited)

                                 Three Months Ended December 31, 2009

                        Functional        Water     Performance    Consumer
                        Ingredients   Technologies   Materials     Markets
                        ------------  ------------  -----------  ------------
    OPERATING INCOME (LOSS)
      All other
       operating
       income (loss)         $   27        $   39       $    8         $  67

    NET INTEREST AND
     OTHER FINANCING
     EXPENSE

    INCOME TAX
     EXPENSE (BENEFIT)
      Discrete tax matters
      All other income
       tax expense

    INCOME (LOSS)
     FROM CONTINUING
     OPERATIONS             $   27        $   39       $    8         $  67
                        ============  ============  ===========  ============

                       Three Months Ended December 31, 2009
                                       Unallocated
                        Distribution     & Other       Total
                        ------------  ------------  -----------
    OPERATING INCOME (LOSS)
      All other
       operating
       income (loss)         $    6        $   (1)      $  146

    NET INTEREST
     AND OTHER
     FINANCING
     EXPENSE                                 (41)         (41)

    INCOME TAX
     EXPENSE
     (BENEFIT)
      Discrete tax matters                    (6)          (6)
      All other
       income tax
       expense                                35           35
                        ------------  ------------  -----------
                                              29           29

    INCOME (LOSS)
     FROM CONTINUING
     OPERATIONS             $    6        $  (71)      $   76
                        ============  ============  ===========


                              Three Months Ended December 31, 2008

                         Functional      Water      Performance    Consumer
                        Ingredients   Technologies   Materials     Markets
                        ------------  ------------  -----------  ------------
    OPERATING INCOME (LOSS)
      Severance             $    -        $   (2)      $    -         $   -
      Inventory fair
       value adjustment        (14)           (7)           -             -
      Purchased in-
       process research
       and development
       expense                  (5)           (5)           -             -
      All other
       operating income
       (loss)                   12             8            5            19
                        ------------  ------------  -----------  ------------
      Operating income          (7)           (6)           5            19
                        ------------  ------------  -----------  ------------

    NET GAIN ON
     DIVESTITURES

    NET INTEREST AND
     OTHER FINANCING
     EXPENSE

    OTHER EXPENSES
      Loss on currency
       swaps related to
       Hercules
       acquisition
      Loss on auction
       rate securities

    INCOME TAX
     EXPENSE
     (BENEFIT)
      Discrete tax matters
      All other income
       tax expense

    INCOME (LOSS) FROM
     CONTINUING
     OPERATIONS             $   (7)       $   (6)      $    5        $   19
                        ============  ============  ===========  ============

                         Three Months Ended December 31, 2008
                                       Unallocated
                        Distribution     & Other        Total
                        ------------  ------------  -----------
    OPERATING INCOME (LOSS)
      Severance             $    -        $  (24)      $  (26)
      Inventory fair
       value adjustment          -             -          (21)
      Purchased
       in-process
       research and
       development
       expense                   -             -          (10)
      All other
       operating income
       (loss)                   10            (4)          50
                        ------------  ------------  -----------
      Operating income          10           (28)          (7)
                        ------------  ------------  -----------

    NET GAIN ON
     DIVESTITURES                              1            1

    NET INTEREST AND
     OTHER FINANCING
     EXPENSE                                 (28)         (28)

    OTHER EXPENSES
      Loss on currency
       swaps related to
       Hercules
       acquisition                           (54)         (54)
      Loss on auction
       rate securities                       (32)         (32)
                        ------------  ------------  -----------
                                             (86)         (86)
    INCOME TAX EXPENSE
     (BENEFIT)
      Discrete tax
       matters                                25           25
      All other income
       tax expense                           (26)         (26)
                                             ---          ---
                                              (1)          (1)

    INCOME (LOSS) FROM
     CONTINUING
     OPERATIONS              $  10        $ (140)      $ (119)
                        ============  ============  ===========


    Ashland Inc. and Consolidated Subsidiaries                        Table 6
    RECONCILIATION OF NON-GAAP DATA - EBITDA
    (In millions - preliminary and unaudited)

                   RECONCILIATION OF 2010 FISCAL FIRST QUARTER
                            ADJUSTED PRO FORMA RESULTS
                   -------------------------------------------
    ($ millions, except percentages)

    Preliminary

    ASHLAND AQUALON                        Ashland    Eliminate    Adjusted
    FUNCTIONAL INGREDIENTS                  GAAP      Key Items    Pro Forma
    Three Months Ended December 31, 2009   Results    (Table 5)     Results
    -------------------------------------------------------------------------

    Sales                                 $  210                   $  210
    Cost of sales
                                             139                      139
    Gross profit as a percent of sales      33.7%                    33.7%
                                                                      0.0%
    SG&A expenses (includes research and
     development)                             44                       44
    Equity and other income                    -                        -
    Operating income                          27                       27
    Operating income as a percent of
     sales                                  12.9%                    12.9%
    Depreciation and amortization             27                       27
    -------------------------------------------------------------------------
    Earnings before interest, taxes,
     depreciation and amortization        $   54       $    -      $   54
    =========================================================================
    EBITDA as a percent of sales            25.7%                    25.7%
    -------------------------------------------------------------------------


                                                                      Table 6
                   RECONCILIATION OF 2010 FISCAL FIRST QUARTER
                           ADJUSTED PRO FORMA RESULTS
                   -------------------------------------------
    ($ millions, except percentages)

    Preliminary
    ASHLAND HERCULES                       Ashland    Eliminate    Adjusted
    WATER TECHNOLOGIES                      GAAP      Key Items    Pro Forma
    Three Months Ended December 31, 2009   Results    (Table 5)     Results
    -------------------------------------------------------------------------

    Sales                                 $  443                   $  443
    Cost of sales                            281                      281
    Gross profit as a percent of sales      36.6%                    36.6%
    SG&A expenses (includes research
     and development)                        123                      123
    Equity and other income                    -                        -
    Operating income                          39                       39
    Operating income as a percent of
     sales                                   8.8%                     8.8%
    Depreciation and amortization             24                       24
    -------------------------------------------------------------------------
    Earnings before interest, taxes,
     depreciation and amortization        $   63       $    -      $   63
    =========================================================================
    EBITDA as a percent of sales            14.2%                    14.2%
    -------------------------------------------------------------------------


    Ashland Inc. and Consolidated Subsidiaries                        Table 6
    RECONCILIATION OF NON-GAAP DATA - EBITDA
    (In millions - preliminary and unaudited)

                    RECONCILIATION OF 2010 FISCAL FIRST QUARTER
                            ADJUSTED PRO FORMA RESULTS
                    -------------------------------------------
    ($ millions, except percentages)
    Preliminary
    ASHLAND PERFORMANCE                    Ashland    Eliminate    Adjusted
    MATERIALS                               GAAP      Key Items    Pro Forma
    Three Months Ended December 31, 2009   Results    (Table 5)     Results
    -------------------------------------------------------------------------
    Sales                                 $  271                   $  271
    Cost of sales                            221                      221
    Gross profit as a percent of sales      18.4%                    18.4%
    SG&A expenses (includes research and
     development)                             48                       48
    Equity and other income                    6                        6
    Operating income                           8                        8
    Operating income as a percent of
     sales                                   3.0%                     3.0%
    Depreciation and amortization             13                       13
    -------------------------------------------------------------------------
    Earnings before interest, taxes,
     depreciation and amortization        $   21       $    -      $   21
    =========================================================================
    EBITDA as a percent of sales             7.7%                     7.7%
    -------------------------------------------------------------------------


                                                                      Table 6                RECONCILIATION OF 2010 FISCAL FIRST QUARTER
                            ADJUSTED PRO FORMA RESULTS
                    -------------------------------------------

    ($ millions, except percentages)
    Preliminary
    ASHLAND CONSUMER                       Ashland    Eliminate    Adjusted
    MARKETS                                 GAAP      Key Items    Pro Forma
    Three Months Ended December 31, 2009   Results    (Table 5)     Results
    -------------------------------------------------------------------------
    Sales                                 $  400                   $  400
    Cost of sales                            264                      264
    Gross profit as a percent of sales      33.9%                    33.9%
    SG&A expenses (includes research
     and development)                         76                       76
    Equity and other income                    7                        7
    Operating income                          67                      67
    Operating income as a percent of
     sales                                  16.8%                    16.8%
    Depreciation and amortization              9                        9
    -------------------------------------------------------------------------
    Earnings before interest, taxes,
     depreciation and amortization        $   76       $    -      $   76
    =========================================================================
    EBITDA as a percent of sales            19.0%                    19.0%
    -------------------------------------------------------------------------


    Ashland Inc. and Consolidated Subsidiaries                        Table 6
    RECONCILIATION OF NON-GAAP DATA - EBITDA
    (In millions - preliminary and unaudited)

                    RECONCILIATION OF 2010 FISCAL FIRST QUARTER
                            ADJUSTED PRO FORMA RESULTS
                    -------------------------------------------

    ($ millions, except percentages)
    Preliminary                            Ashland    Eliminate    Adjusted
    ASHLAND DISTRIBUTION                    GAAP      Key Items    Pro Forma
    Three Months Ended December 31, 2009   Results    (Table 5)     Results
    -------------------------------------------------------------------------
    Sales                                 $  729                   $  729
    Cost of sales                            662                      662
    Gross profit as a percent of sales       9.2%                     9.2%
    SG&A expenses (includes research
     and development)                         62                       62
    Equity and other income                    1                        1
    Operating income                           6                        6
    Operating income as a percent of
     sales                                   0.8%                    0.8%
    Depreciation and amortization              7                        7
    -------------------------------------------------------------------------
    Earnings before interest, taxes,
     depreciation and amortization        $   13       $           $   13
    =========================================================================
    EBITDA as a percent of sales             1.8%                     1.8%
    -------------------------------------------------------------------------


                                                                      Table 6
                    RECONCILIATION OF 2010 FISCAL FIRST QUARTER
                            ADJUSTED PRO FORMA RESULTS
                    -------------------------------------------
    ($ millions, except percentages)

    Preliminary
    INTERSEGMENT SALES/                    Ashland    Eliminate    Adjusted
    UNALLOCATED AND OTHER                   GAAP      Key Items    Pro Forma
    Three Months Ended December 31, 2009   Results    (Table 5)     Results
    -------------------------------------------------------------------------
    Sales                                 $  (33)                  $  (33)
    Cost of sales                            (33)                     (33)
    SG&A expenses (includes
     research and development)                 1                        1
    Equity and other income                    -                        -
    Operating income                          (1)           -          (1)
    Depreciation and amortization
    -------------------------------------------------------------------------
    Earnings before interest, taxes,
     depreciation and amortization        $   (1)      $    -      $   (1)
    =========================================================================


    Ashland Inc. and Consolidated Subsidiaries                        Table 6
    RECONCILIATION OF NON-GAAP DATA - EBITDA
    (In millions - preliminary and unaudited)

                    RECONCILIATION OF 2010 FISCAL FIRST QUARTER
                            ADJUSTED PRO FORMA RESULTS
                    -------------------------------------------
    ($ millions, except percentages)

    Preliminary                            Ashland    Eliminate    Adjusted
    ASHLAND INC.                            GAAP      Key Items    Pro Forma
    Three Months Ended December 31, 2009   Results    (Table 5)     Results
    -------------------------------------------------------------------------
    Sales                                 $2,020                   $2,020
    Cost of sales                          1,534                    1,534
    Gross profit as a percent of sales      24.1%                    24.1%
    SG&A expenses (includes research
     and development)                        354                      354
    Equity and other income                   14                       14
    Operating income                         146                      146
    Operating income as a percent of
     sales                                   7.2%                     7.2%
    Depreciation and amortization             80                       80
    -------------------------------------------------------------------------
    Earnings before interest, taxes,
     depreciation and amortization        $  226        $    -      $  226
    =========================================================================
    EBITDA as a percent of sales            11.2%                    11.2%
    -------------------------------------------------------------------------


                                                                      Table 6
      RECONCILIATION OF 2009 FISCAL FIRST QUARTER ADJUSTED PRO FORMA RESULTS
      ----------------------------------------------------------------------
    ($ millions, except percentages)

    Preliminary
    ASHLAND AQUALON
    FUNCTIONAL INGREDIENTS
    Three Months Ended December 31, 2008

                                    Pro Forma Adjustments
                                    ---------------------
                                            Nonrecurring
                       Ashland   Hercules    Purchase    Eliminate  Adjusted
                        GAAP     Ongoing     Accounting  Key Items Pro Forma
                       Results   Results(a)  Adjustments (Table 5)  Results
                                 ----------------------------------

    Sales              $  119    $  112                              $  231
    Cost of sales         101        77        $  (14)                  164
    Gross profit as a
     percent of sales    15.7%     31.3%                               29.0%
    SG&A expenses
     (includes research
      and development)     27        20            (5)                   42
    Equity and other
     income                 2         -                                   2
    Operating income       (7)       15            19                    27
    Operating income as
     a percent of sales  -5.9%     13.4%                               11.7%
    Depreciation and
     amortization          21         6            (5)                   22
    -------------------------------------------------------------------------
    Earnings before
     interest, taxes,
     depreciation and
      amortization     $   14    $   21        $   14                $   49
    =========================================================================
    EBITDA as a
     percent of sales    11.8%     18.8%                               21.2%
    -------------------------------------------------------------------------
     (a) Certain nonrecurring, noncash or key items have been removed.


    Ashland Inc. and Consolidated Subsidiaries                        Table 6
    RECONCILIATION OF NON-GAAP DATA - EBITDA
    (In millions - preliminary and unaudited)

      RECONCILIATION OF 2009 FISCAL FIRST QUARTER ADJUSTED PRO FORMA RESULTS
    -------------------------------------------------------------------------
    ($ millions, except percentages)
    Preliminary
    ASHLAND HERCULES
    WATER TECHNOLOGIES
    Three Months Ended December 31, 2008

                                     Pro Forma Adjustments
                                     ---------------------
                                            Nonrecurring
                       Ashland   Hercules    Purchase    Eliminate  Adjusted
                        GAAP     Ongoing     Accounting  Key Items Pro Forma
                       Results   Results(a)  Adjustments (Table 5)  Results
                                -----------------------------------
    Sales              $  318    $  155                              $  473
    Cost of sales         222       116        $   (7)                  331
    Gross profit as a
     percent of sales    30.3%     25.2%                               30.0%
    SG&A expenses
     (includes research
     and development)     102        34            (5)    $    (2)      129
    Equity and other
     income                 -         -                                   -
    Operating income       (6)        5            12           2        13
    Operating income as
     a percent of sales  -1.9%      3.2%                                2.7%
    Depreciation and
     amortization          21         5            (5)          -        21
    -------------------------------------------------------------------------
    Earnings before
     interest, taxes,
     depreciation and
     amortization      $   15    $   10        $    7     $     2    $   34
    =========================================================================
    EBITDA as a percent
     of sales             4.7%      6.5%                                7.2%
    -------------------------------------------------------------------------


                                                                      Table 6
      RECONCILIATION OF 2009 FISCAL FIRST QUARTER ADJUSTED PRO FORMA RESULTS
    -------------------------------------------------------------------------
    ($ millions, except percentages)
    Preliminary
    ASHLAND PERFORMANCE MATERIALS
    Three Months Ended December 31, 2008

                                     Pro Forma Adjustments
                                     ---------------------
                                            Nonrecurring
                       Ashland   Hercules    Purchase    Eliminate  Adjusted
                        GAAP     Ongoing     Accounting  Key Items Pro Forma
                       Results   Results(a)  Adjustments (Table 5)  Results
                                 ---------------------------------
    Sales              $  324                                        $  324
    Cost of sales         272                                           272
    Gross profit as a
     percent of sales    15.9%                                         15.9%
    SG&A expenses
     (includes research
     and development)      53                                            53
    Equity and other
     income                 6                                             6
    Operating income        5                                             5
    Operating income as
     a percent of sales   1.5%                                          1.5%
    Depreciation and
     amortization          13                                            13
    -------------------------------------------------------------------------
    Earnings before
     interest, taxes,
     depreciation and
     amortization      $   18                                        $   18
    =========================================================================
    EBITDA as a
     percent of sales     5.6%                                          5.6%
    -------------------------------------------------------------------------
    (a) Certain nonrecurring, noncash or key items have been removed.


    Ashland Inc. and Consolidated Subsidiaries                        Table 6
    RECONCILIATION OF NON-GAAP DATA - EBITDA
    (In millions - preliminary and unaudited)

      RECONCILIATION OF 2009 FISCAL FIRST QUARTER ADJUSTED PRO FORMA RESULTS
    -------------------------------------------------------------------------
    ($ millions, except percentages)
    Preliminary
    ASHLAND CONSUMER MARKETS (Valvoline)
    Three Months Ended December 31, 2008

                                     Pro Forma Adjustments
                                     ---------------------
                                            Nonrecurring
                       Ashland   Hercules    Purchase    Eliminate  Adjusted
                        GAAP     Ongoing     Accounting  Key Items Pro Forma
                       Results   Results(a)  Adjustments (Table 5)  Results
                                 ---------------------------------
    Sales              $  388                                        $  388
    Cost of sales         303                                           303
    Gross profit as a
     percent of sales    21.8%                                         21.8%
    SG&A expenses
     (includes research
     and development)      69                                            69
    Equity and other
     income                 3                                             3
    Operating income       19                                            19
    Operating income as
     a percent of sales   4.9%                                          4.9%
    Depreciation and
     amortization           9                                             9
    -------------------------------------------------------------------------
    Earnings before
     interest, taxes,
     depreciation and
     amortization      $   28                                        $   28
    =========================================================================
    EBITDA as a
     percent of sales     7.2%                                          7.2%
    -------------------------------------------------------------------------


                                                                      Table 6
      RECONCILIATION OF 2009 FISCAL FIRST QUARTER ADJUSTED PRO FORMA RESULTS
    -------------------------------------------------------------------------

    ($ millions, except percentages)

    Preliminary
    ASHLAND DISTRIBUTION
    Three Months Ended December 31, 2008

                                     Pro Forma Adjustments
                                     ---------------------
                                            Nonrecurring
                       Ashland   Hercules    Purchase    Eliminate  Adjusted
                        GAAP     Ongoing     Accounting  Key Items Pro Forma
                       Results   Results(a)  Adjustments (Table 5)  Results
                                -----------------------------------
    Sales              $  853                                        $  853
    Cost of sales         779                                           779
    Gross profit as a
     percent of sales     8.6%                                          8.6%
    SG&A expenses
     (includes research
     and development)      65                                            65
    Equity and other
     income                 1                                             1
    Operating income       10                                            10
    Operating income as
     a percent of sales   1.2%                                          1.2%
    Depreciation and
     amortization           8                                             8
    -------------------------------------------------------------------------
    Earnings before
     interest, taxes,
     depreciation and
     amortization      $   18                                        $   18
    =========================================================================
    EBITDA as a
     percent of sales     2.1%                                          2.1%
     -------------------------------------------------------------------------
    (a) Certain nonrecurring, noncash or key items have been removed.


    Ashland Inc. and Consolidated Subsidiaries                        Table 6
    RECONCILIATION OF NON-GAAP DATA - EBITDA
    (In millions - preliminary and unaudited)

     RECONCILIATION OF 2009 FISCAL FIRST QUARTER ADJUSTED PRO FORMA RESULTS
    -------------------------------------------------------------------------
    ($ millions, except percentages)
    Preliminary
    INTERSEGMENT SALES/
    UNALLOCATED AND OTHER
    Three Months Ended December 31, 2008

                                     Pro Forma Adjustments
                                     ---------------------
                                            Nonrecurring
                       Ashland   Hercules    Purchase    Eliminate  Adjusted
                        GAAP     Ongoing     Accounting  Key Items Pro Forma
                       Results   Results(a)  Adjustments (Table 5)  Results
                                -----------------------------------
    Sales              $  (36)                                       $  (36)
    Cost of sales         (36)                                          (36)
    SG&A expenses
     (includes research
     and development)      28                             $   (24)        4
    Equity and other
     income                 -    $    4                                   4
    Operating income      (28)        4                        24         -
    Depreciation and
     amortization           -                                             -
    -------------------------------------------------------------------------
    Earnings before
     interest, taxes,
     depreciation and
     amortization      $  (28)   $    4                   $    24    $    -
    =========================================================================


                                                                      Table 6 RECONCILIATION OF 2009 FISCAL FIRST QUARTER ADJUSTED PRO FORMA RESULTS
    -------------------------------------------------------------------------
    ($ millions, except percentages)
    Preliminary
    ASHLAND INC.
    Three Months Ended December 31, 2008

                                     Pro Forma Adjustments
                                     ---------------------
                                            Nonrecurring
                       Ashland   Hercules    Purchase    Eliminate  Adjusted
                        GAAP     Ongoing     Accounting  Key Items Pro Forma
                       Results   Results(a)  Adjustments (Table 5)  Results
                                -----------------------------------
    Sales              $1,966    $  267                              $2,233
    Cost of sales       1,641       193        $  (21)    $     -     1,813
    Gross profit as a
     percent of sales    16.5%     27.7%                               18.8%
    SG&A expenses
     (includes research
     and development)     344        54           (10)        (26)      362
    Equity and other
     income                12         4                                  16
    Operating income       (7)       24            31          26        74
    Operating income as
     a percent of sales  -0.4%      9.0%                                3.3%
    Depreciation and
     amortization          72        11           (10)          -        73
    -------------------------------------------------------------------------
    Earnings before
     interest, taxes,
     depreciation and
     amortization      $   65    $   35       $    21     $    26    $  147
    =========================================================================
    EBITDA as a
     percent of sales     3.3%     13.1%                                6.6%
    -------------------------------------------------------------------------
    (a) Certain nonrecurring, noncash or key items have been removed.


    Ashland Inc. and Consolidated Subsidiaries                        Table 7
    RECONCILIATION OF NON-GAAP DATA - FREE CASH FLOW
    (In millions - preliminary and unaudited)
                                                       Three months ended
                                                          December 31
                                                     ----------------------
                                                      2009            2008
                                                     ------          ------
    Total: cash flows provided by operating
     activities from continuing operations             $35            $74
    Less:
      Additions to property, plant and equipment       (21)           (38)
      Cash dividends paid                               (6)            (6)
                                                     ------          ------
    Free cash flows                                     $8            $30
                                                     ======          ======

SOURCE Ashland Inc.


Source: newswire