Investor Presentation. Second Quarter 2018 NASDAQ: BECN BECN

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1 Investor Presentation Second Quarter 2018 BECN 1

2 Disclosures Forward Looking Statements and Non-GAAP Measures This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to, those set forth in the "Risk Factors" section of the Company's latest Form 10-K as well as the Company s subsequent filings with the U.S. Securities and Exchange Commission ( SEC ). In addition, the forward-looking statements included in this presentation represent the Company's views as of the date of this presentation and these views could change. However, while the Company may elect to update these forward-looking statements at some point, the Company specifically disclaims any obligation to do so, other than as required by federal securities laws. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of this presentation. This presentation includes EBITDA, Adjusted EBITDA, combined Adjusted EBITDA, combined net sales, combined net income and net debt of Beacon and EBITDA and Adjusted EBITDA of Allied, which are measures not presented in accordance with generally accepted accounting principles ( GAAP ). Beacon defines EBITDA as net income plus income tax expense, interest expense, net and depreciation and amortization. Beacon defines Adjusted EBITDA as EBITDA plus non-recurring acquisition costs and stock-based compensation. Beacon defines net debt as total debt less cash and cash equivalents. Allied defines EBITDA as net income plus income tax expense, interest expense, net and depreciation and amortization. Allied defines Adjusted EBITDA as EBITDA plus adjustments for certain one-time costs incurred by Allied. Combined Adjusted EBITDA is defined as combined net income plus combined interest expense (net of interest income), combined income taxes, combined depreciation and amortization expense, adjustments to contingent consideration, stock-based compensation, non-recurring acquisition costs, fiscal year 2017 year-to-date acquisition run-rate adjustments, other adjustments for certain one-time costs incurred by Allied and $120 million in anticipated annual run-rate synergies from the Allied acquisition. EBITDA is a measure commonly used in the distribution industry, and we present EBITDA, Adjusted EBITDA and combined Adjusted EBITDA to enhance your understanding of our operating performance. An Adjusted EBITDA-based metric is used in Beacon s financing covenants and we and Allied use EBITDA, Adjusted EBITDA and combined Adjusted EBITDA as internal performance measurements and as two criteria for evaluating our performance relative to that of our peers. We and Allied believe that the presentation of EBITDA, Adjusted EBITDA and combined Adjusted EBITDA provide investors and analysts with a measure of operating results unaffected by differences in capital structures, capital investment cycles and ages of related assets among otherwise comparable companies. Further, we and Allied believe that EBITDA, Adjusted EBITDA and combined Adjusted EBITDA are useful measures because they improve comparability of results of operations, since purchase accounting used for acquisitions can render depreciation and amortization non-comparable between periods. We present net debt to enhance your understanding of our financial position. While we believe these are useful measures for investors, non-gaap measures should not be considered in isolation or as a substitute for any items calculated in accordance with GAAP. In addition, this presentation includes projections regarding the expected accretive impact of the proposed transaction to Adjusted EPS, based on internal forecasts of Adjusted EPS, which forecasts are non-gaap financial measures and are derived by excluding non-recurring costs related to acquisitions and the amortization of intangibles. These accretion projections also should not be considered a substitute for GAAP measures. The determination of the amounts that are excluded in making the accretion calculations are a matter of management judgment. 2

3 Beacon Overview One of the largest building materials distributors in North America 563 branches¹ across all 50 states and 6 Canadian provinces and ~8,500 employees 2 nd largest roofing products distributor 4 th largest distributor of interior building products Pro-forma revenues of approximately $7 billion Multiple avenues for growth Expansion of same-branch growth initiatives New branch openings across product platforms Diverse acquisition strategy in terms of size, geographies and product niche Favorable end markets support continued cyclical recovery High percentage of sales (70-75%) from more consistent R&R market History of success IPO September 2004 with 66 branches, ~1,200 employees, $653 million sales and ~$50 million EBITDA Despite cyclical headwinds, Beacon has grown each metric greater than 7x on pro forma basis Sales CAGR of ~20%, inclusive of pro forma Allied revenue. ¹as of 05/08/18 3

4 A Multifaceted Growth Strategy Same-Branch Growth Initiatives New Branch Openings Acquisitions Market Growth Proven and New Drivers of Market Share Gains 45 Acquisitions Since IPO including Allied and RSG Stable R&R (70-75% of Sales), Favorable Economic and Inflation Trends 4

5 # of Branches Successful Acquisition History Acquisition Efforts 45 acquisitions Since IPO Attractive Valuation Multiples Proven Integration Track Record and Synergy Realization Substantial Growth in Market Share and Driver of Industry Consolidation Strategic Acquisition Types New/Emerging Product Platforms Strengthen Geographic Presence Localized Infill Opportunities Greenfield Driver Mega-Acquisitions Acquisitions ($ of sales) Acquisition Date 5

6 Cost Synergies ($ millions) Adjusted EBITDA ($millions) Adjusted EBITDA Margin (%) RSG Acquisition: Proven Success RSG Synergies Exceeded Expectations Pre- and Post- RSG EBITDA % % % Consistent Reduction in Net Debt Leverage Post- RSG % 7.0% 6.5% Total - 6.0% 0.0 Original Cost Synergy Goals Cost Synergy Actuals 6

7 Allied: Strategic Importance Creates combined roofing distribution presence representing ~20% of the market Unique geographic footprint with locations in all 50 states and 6 Canadian provinces Powerhouse exteriors franchise in key New York/New Jersey markets Strengthens presence in the Midwest, Pacific Northwest, California, Florida and Texas Establishes platform launching investment into interior products distribution Combines two early ecommerce adopters within exteriors products industry Adds one of the industry s leading private label offerings to Beacon Shared best practices adds to combined operational expertise and improved execution 7

8 $ millions Allied: Additive to our Results Attractive margin profile Allied reputation for strong product pricing discipline Significant value creation from realization of cost synergies Early synergy progress results in raised expectations Meaningfully accretive to adjusted EPS Free cash flow benefits from branch consolidations and hub-and-spoke branch network re-alignments Estimated Synergy Benefit by Year $40 million (prior: $35M) 2017 Adjusted Margin Profiles Legacy BEACON ALLIED Gross Margin % Adjusted Opex % Adj. Operating Income % Adjusted EBITDA % $120 million (prior: $110M) 2018E 2019E 2020E 8

9 Sales ($ in millions) Sales ($ in millions) Greenfield Activity and Performance Greenfield openings Beacon opened 51 since FY2012 Acquired RSG opened 22 from Acquired Allied opened 30 from New branches can feature any of our product platforms, or represent a combination of multiple product categories Greenfield activity is balanced with M&A effort $700 $600 $500 $400 $300 $200 $100 $- $10.0 $8.0 $6.0 $4.0 $2.0 $- Sales Contribution of Greenfields Avg. Sales per Greenfield Since IPO Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 ~$640mm of FY17 Sales Fiscal Year 9

10 Invest in our Personnel Specialized recruiting programs Talent development Employee training/new learning center Improving selling effectiveness Technology Investments Leading ecommerce solutions Use technology to help our customers win Expand Product Depth and Breadth Cross-selling across our platforms Building out private label lines Expansion of complementary products Support non-traditional customers Solar installation contractors Dealers Choice platform National accounts Same-Branch Growth Initiatives 10

11 Emphasis on Repair & Remodel The repair and remodel (R&R) market remains the key driver to Beacon demand Management estimates that our exteriors business is 75-80% driven by R&R activity, while interiors is at ~50% Exteriors R&R is comprised of both core re-roofing and weather/storm related demand. Commercial re-roofing represents more predictable R&R activity with limited deferrals Within interiors, wallboard has the largest exposure to new construction, while ceilings has a higher R&R mix Combined Beacon + Allied Exposure %R&R Residential Roofing ~80% Commercial Roofing ~80% Complementary Products Exteriors ~60% Interiors ~50% Total Company 70-75% 11

12 Substantial Market Opportunity Roofing Products Estimated market size of $26 billion 20% current share; 2 nd largest distributor Beacon is a leading consolidator Exterior Complementary Market size believed to be tens of billions Siding, windows, doors, waterproofing, gutters, insulation Fragmented with diverse markets and channels to customers Interior Complementary Estimated market size of greater than $10 billion 4 th largest, but a leader in served geographies New entry into market, but looking to grow franchise Long-Term Opportunity 700+ exteriors branches Materially expand interiors business Roofing Products Market Share ¹ Competitor A Competitor B ~7% ~24% ~49% ~20% Beacon Others ¹Company estimates 12

13 Recovery in Residential Roofing Re-Roofing Largest segment of market Consistent source of demand Substantial re-roofing deferrals Storm Demand Hail and hurricane related events Steady demand source when viewed over multi-year periods Hail and hurricanes (Matthew, Harvey, Irma) boosted recent years Winter weather impacts Northern market activity New Construction Demand strongly correlated with single-family housing starts Strong growth in new homes expected to continue 2018 Outlook Favorable re-roofing aided by solid housing market trends Single-family starts expected to support new construction gains Spillover demand from Harvey and Irma throughout FY2018 Hail demand expected to be below normal U.S. Asphalt Shingle Market (mm squares)¹ New Construction Re-Roofing Major Storms ¹Historical totals from ARMA; annual demand estimates by category are from Owens Corning 13

14 Economic Indicators Remain Positive 14

15 Key Balance Sheet Metrics Capital Expenditures as Percent of Sales Average Working Capital as Percent of Sales 2.0% 1.5% 1.0% 0.5% 0.0% 1.6% 0.8% 0.9% % 0.6% % E Long Term 19% 18% 18% 17% 17% 16% 16% 15% 18.1% 17.4% % 16.3% 16.5% ¹ 2017² Long Term Inventory Turns Q1 Q2 Q3 Q4 FY14 FY15 FY16 FY17 FY18 Acquired RSG Net Debt Leverage Acquired Allied 4.5 ~3.0 Oct-15 Sep-16 Mar-17 Sep-17² Dec-17² Mar-18³ 2020E ¹Includes opening working capital balances for RSG transaction; ²Excludes proceeds from September 2017 secondary common stock offering; ³Includes pro forma Allied EBITDA and expected synergies 15

16 ($Ms) Strong Free Cash Flow Profile 900 Free Cash Flow Cumulative FCF Net Sales change % Acquired RSG 70.0% % % % % % % % % % Strong, consistent Free Cash Flow Generation through all Sales Cycles 16

17 Key Messages from Q2 Results Revenues up 64% year over year Acquisitions added $565 million of revenue with the largest contributions from Allied and Lowry s Hurricane re-roofing activity drove significant volume gains in Florida Winter weather drove high single-digit organic declines in the North and Midwest Gross Margins improved 20 bps year over year Favorable acquisitions margins added over 100 bps to year over year GM Harsh winter weather made it difficult to pass through full manufacturers cost increases but selling prices improved every month during the quarter Adjusted SG&A as a percent of sales increased 190 bps year over year Allied acquisition added additional operating expense as integration efforts have just begun Hurricane volume drove $3M of incremental spending to serve robust demand but achieved significant favorable leverage Winter weather caused ~$4M of lost leverage due to unabsorbed fixed costs amid softer sales Allied synergy target raised $10M to $120M run-rate by year 2, and from $35M to $40M FY2018 Management reaffirmed its commitment to the following items Continue to drive price increases which fully offset manufacturer cost increases Continue to drive above market organic growth Successfully integrate Allied Work down our debt leverage ratio to 3.0x over the next three years 17

18 Appendix 18

19 Reconciliation: Adjusted Net Income /Adjusted EPS Quarter-To-Date (In millions) Three Months Ended March 31, 2018 Three Months Ended March 31, 2017 Reported Non-GAAP Adjustments Adjusted Reported Non-GAAP Adjustments Adjusted Net sales $ 1,425.6 $ - $ 1,425.6 $ $ - $ Cost of products sold 1, , Gross profit Operating expense (65.4) (21.9) Income from operations (57.4) (3.1) Interest expense, financing costs and other 39.6 (6.3) (1.6) 10.7 Income before provision for income taxes (97.0) 71.7 (25.3) (15.3) Provision for (benefit from) income taxes (30.3) 22.6 (7.7) (6.0) Net income $ (66.7) $ 49.1 $ (17.5) $ (9.4) $ 14.4 $ 5.0 Dividends on preferred shares, declared and undeclared (6.0) - (6.0) Net income (loss) attributable to common shareholders $ (72.7) $ 49.1 $ (23.5) $ (9.4) $ 14.4 $ 5.0 Reconciliation of EPS to Adjusted EPS: EPS $ (1.07) $ (0.16) Non-GAAP Adjustments per share impact Adjusted EPS $ (0.35) $ 0.08 Note: Adjusted Net Income (Loss) is defined as net income excluding non-recurring acquisition costs, the amortization of intangibles, business restructuring costs, and the non-recurring effects of tax reform. We believe that Adjusted Net Income (Loss) is an operating performance metric that is useful to investors because it permits investors to better understand year-over-year changes in underlying operating performance. Adjusted net income per share or "Adjusted EPS" is calculated by dividing the Adjusted Net Income (Loss) for the period by the weighted-average diluted shares outstanding for the period (see Consolidated Statements of Operations for amounts). While we believe Adjusted Net Income (Loss) and Adjusted EPS are useful measures for investors, these are not measurements presented in accordance with United States Generally Accepted Accounting Principles ( GAAP ). You should not consider Adjusted Net Income (Loss) or Adjusted EPS in isolation or as a substitute for net income and net loss per share or diluted earnings per share calculated in accordance with GAAP. 19

20 Reconciliation: Net Debt Leverage Ratio Reconciliation of Net Debt Leverage Ratio: (In millions) Gross total debt as of March 31, 2018 $ 3,052.7 Cash and cash equivalents as of March 31, 2018 (16.0) Net debt as of March 31, 2018 $ 3,036.7 Combined Adjusted EBITDA for the year ended September 30, 2017 $ Add: Combined Adjusted EBITDA for the six months ended March 31, Less: Combined Adjusted EBITDA for the six months ended March 31, 2017 (170.7) Add: Expected synergies remaining Combined Adjusted EBITDA for the trailing 4 quarters ended March 31, 2018 $ Net Debt Leverage Ratio as of March 31, x 20

21 Reconciliation: Combined Adjusted EBITDA Six Months Ended March 31, Year Ended September 30, Combined Financial Data: Net income $ 32,243 $ 35,966 $ 190,038 Acquisition costs 33,870 2,744 15,745 Interest expense, net 64,231 28,579 56,822 Income taxes (50,600) 22, ,285 Depreciation and amortization 88,842 72, ,787 Stock-based compensation 7,835 7,574 15,074 Combined Adjusted EBITDA $ 176,420 $ 170,651 $ 547,751 Combined Adjusted EBITDA as a % of net sales 5.5% 5.6% 7.8% Combined Adjusted EBITDA is defined as net income of Allied and Beacon for the historical periods plus interest expense (net of interest income), income taxes, depreciation and amortization, stock-based compensation and non-recurring acquisition costs. We believe that Combined Adjusted EBITDA is an operating performance measure that provides investors and analysts with a measure of operating results unaffected by differences in capital structures, capital investment cycles, and ages of related assets among otherwise comparable companies. Acquisition costs reflect all non-recurring charges related to acquisitions (excluding the impact of tax) that are not embedded in other balances of the table. Certain portions of the total acquisition costs incurred are included in interest expense, income taxes, depreciation and amortization, and stock-based compensation. For the periods six months ended March 31, 2018 and March 31, 2017 along with the year ended September 30, 2017, historical data for the Allied acquisition is included along with the historical Beacon data. While we believe Combined Adjusted EBITDA is a useful measure for investors, it is not a measurement presented in accordance GAAP. You should not consider Combined Adjusted EBITDA in isolation or as a substitute for net income, cash flows from operations, or any other items calculated in accordance with GAAP. In addition, Combined Adjusted EBITDA has inherent material limitations as a performance measure. It does not include interest expense. Because we have borrowed money, interest expense is a necessary element of our costs. In addition, Combined Adjusted EBITDA does not include depreciation and amortization expense. Because we have capital and intangible assets, depreciation and amortization expense is a necessary element of our costs. Combined Adjusted EBITDA also does not include stock-based compensation, which is a necessary element of our costs because we make stock awards to key members of management as an important incentive to maximize overall company performance and as a benefit. Moreover, Combined Adjusted EBITDA does not include taxes, and payment of taxes is a necessary element of our operations. Accordingly, since Adjusted EBITDA excludes these items, it has material limitations as a performance measure. We separately monitor capital expenditures, which impact depreciation expense, as well as amortization expense, interest expense, stock-based compensation expense, and income tax expense. Because not all companies use identical calculations, our presentation of Combined Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. 21

22 Reconciliation of Existing Markets Operating Expense to Adjusted Operating Expense: (In millions) Three Months Ended March 31, 2018 Three Months Ended March 31, 2017 Reported Non-GAAP Adjustments Adjusted Reported Non-GAAP Adjustments Adjusted Existing Markets Sales $ $ - $ $ $ - $ Existing Markets Operating Expense (44.5) (21.9) Adjusted OpEx as % of Sales 27.3% 22.1% 23.8% 21.3% Note: FY18 operating expense adjustments include: Acquisition costs of $28.2 million and Amortization of $16.3 million. FY17 operating expense adjustments include: Acquisition costs of $1.6 million and Amortization of $20.3 million 22

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