Sealed Air : Q3 2019 Sealed Air Earnings Conference Call Presentation

SEEQ3 2019 Earnings

November 6, 2019

Conference Call Supplement

(Unaudited Results)

Sealed Air ®

Ted Doheny, President & CEO

Jim Sullivan, SVP & CFO

Lori Chaitman, VP Investor Relations

© 2019 Sealed Air

Safe Harbor and Regulation G Statement

This presentation contains "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 concerning our business, consolidated financial condition and results of operations. Forward-looking statements are subject to risks and uncertainties, many of which are outside our control, which could cause actual results to differ materially from these statements. Therefore, you should not rely on any of these forward-looking statements. Forward-looking statements can be identified by such words as "anticipate," "believe," "plan," "assume," "could," "should," "estimate," "expect," "intend," "potential," "seek," "predict," "may," "will" and similar references to future periods. All statements other than statements of historical facts included in this presentation regarding our strategies, prospects, financial condition, operations, costs, plans and objectives are forward-looking statements. Examples of forward-looking statements include, among others, statements we make regarding expected future operating results, expectations regarding the results of restructuring and other programs, anticipated levels of capital expenditures and expectations of the effect on our financial condition of claims, litigation, environmental costs, contingent liabilities and governmental and regulatory investigations and proceedings. The following are important factors that we believe could cause actual results to differ materially from those in our forward looking statements: global economic and political conditions, currency translation and devaluation effects, changes in raw material pricing and availability, competitive conditions, the success of new product offerings, consumer preferences, the effects of animal and food-related health issues, pandemics, changes in energy costs, environmental matters, the success of our restructuring activities, the success of our financial growth, profitability, cash generation and manufacturing strategies and our cost reduction and productivity efforts, changes in our credit ratings, the tax benefit associated with the Settlement agreement (as defined in our most recent Annual Report on Form 10-K), regulatory actions and legal matters, and the other information referenced in the "Risk Factors" section appearing in our most recent Annual Report on Form 10-K, and as revised and updated by our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Any forward-looking statement made by us is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

Our management uses non-U.S. GAAP financial measures to evaluate the Company's performance, which exclude items we consider unusual or special items. We believe the use of such financial measures and information may be useful to investors. We believe that the use of non-U.S. GAAP measures helps investors to gain a better understanding of core operating results and future prospects, consistent with how management measures and forecasts the Company's performance, especially when comparing such results to previous periods or forecasts. Please see Sealed Air's November 6, 2019 earnings press release and the appendix of this presentation for important information about the use of non-U.S. GAAP financial measures relevant to this presentation, including applicable reconciliations to U.S. GAAP financial measures. Information reconciling forward-looking U.S. GAAP measures to non-U.S. GAAP measures is not available without unreasonable effort.

Website Information

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

© 2019 Sealed Air | 2

Q3 2019 Financial Results

Reinvent SEE driving strong results, reaffirming 2019 outlook for Adj. EBITDA, Adj. EPS and FCF

Sales Growth:+3% as Reported, +5% constant dollar

Food Care +3% constant dollar, volume growth across all regions

Product Care +8% constant dollar, acquisition +12% offset by organic volume decline of 5%

Earnings Growth: Adj. EBITDA $241M; +10% as Reported, +12% constant dollar

EBITDA growth primarily driven by Reinvent SEE and favorable price / cost spread Margins expanded 130 bps to 19.8%

EPS Growth: Adj. EPS $0.64; +5% growth

Strengthening earnings power

© 2019 Sealed Air | 3

Vision

Strategies

Transforming Sealed Air from the best in packaging … to a world-class company servicing global packaging

Createprofitable growth

DriveSEE operational excellence Developa high performance culture

Deliversustainable long-term value to our shareholders and society

	Sales	Earnings	EPS	FCF / ROIC
2019	~ $4.8BNet Sales	$950 - $960M Adj. EBITDA	$2.70 - $2.80 Adj. EPS	$180M FCF/15%* ROIC
Outlook	~ 4.5% constant dollar growth	19.8 - 20.0% margin	8 - 12% as Reported growth	Invest capital > cost of capital

Tactics &	Reinvent SEE ... from Innovate to Solve ... with the power of One SEE
Actions

* Reflects Q3 2019 ROIC based on average trailing 12 months, calculated as net adj operating profit after tax / total capital, see slide 20 as a reference

© 2019 Sealed Air | 4

The 4P'SSMof Reinvent SEETM

Performance, People, Products, Processes & Sustainability

Grow faster than the markets we serve

Leading brands & packaging solutions for Fresh Food & e-Commerce

Grow market share, move into adjacent markets with greater speed & efficiency

Developing highly differentiated innovations: best products, right price, make them sustainableDriving customer solutions: automated equipment - service - materials

SEE Operational Excellence … reinventing how we innovate to solve

Double Speed to Market on Innovations

Channel Optimization

Take Service to World-Class

Product Cost Efficiency

SG&A Productivity

Drive Operational Leverage to accelerate earnings power

Target best-in-class operating leverage above 40%

Reinvent SEE transformation to drive total annualized benefits greater than $250 M by the end of 2021 Costs to implement $225 M to $255 M, less than three-year payback

© 2019 Sealed Air | 5

Leading Packaging Industry to Sustainable Future

Best products, right price, make them sustainable

SEE Operations Sustainability Metrics

25% Resource Intensity Reduction by 2020

Achieved goal two-years ahead of schedule 1

• Greenhouse gas emissions reduced by ~ 35%
• Energy intensity reduced by > 25%
• Water intensity reduced by > 25%

Waste Diversion

Diverted nearly 80% of waste from landfills 1

• 50% facilities achieving 100% waste diversion Goal to achieve 100% by 2020

Employee Safety

SEE 2025 Sustainability Pledge

100% Recyclable or Reusable

How2Recycle store drop-off label to eCommerce

• Qualified Recycled Bubble Wrap®and StealthWrap®Curbside recyclable food and thermal assurance packaging
• Cryovac®Trays and TempGuard ®

50% Recycled Content

Darfresh®PET material

• 90%post-consumer content, 60% lower carbon footprint
  Bubble Wrap ®& EarthAware ®
• 90%post-industrial recycled content

40% lower carbon footprint

TRIR 2down 10% YTD vs 2018	Cryovac plant-based Plantic TMmaterial
> 65% facilities achieving zero harm	> 60% renewable & post-consumer recycled content

Creating new growth with sustainability

1GHG Emissions, Energy, Water and Waste internal metrics are measured over the period of 2012 to 2018

2TRIR = Total Recordable Incident Rate

© 2019 Sealed Air | 6

Q3 2019 YoY Regional Sales Performance

Constant dollar growth across all regions

	*North		Europe,
		Middle East		Asia		South
	America		& Africa		Pacific		America
As Reported % Change	4 %	1 %	1 %	4 %
Constant Dollar % Change	4 %	5 %	3 %	21 %
% of Sales	60 %	20 %	15 %	5 %

Q3 2019 Net Sales: $1.2 B

As Reported % Change: + 3 %

Constant Dollar % Change: + 5 %

* North America includes U.S. Canada, Mexico and Central America

© 2019 Sealed Air | 7

2019 YoY Sales Trends

Food Care favorable volume trends across all regions; Product Care volume positive in EMEA

	Growth (%)		Growth (%)		Volume (%)	Price (%)
	As Reported			Constant $			Excluding Acquisitions	Excluding Acquisitions
	Q1	Q2	Q3		Q1	Q2	Q3		Q1	Q2	Q3	Q1	Q2	Q3
Food Care	(2)	(0.3)	0.3	3	4	3	0.4	2	2		3	1	0.4
Product Care	(0.5)	2	7	2	4	8	(4)	(3)	(5)		1	1	0.4
SEE	(2)	1	3	3	4	5	(1)	1	(1)		2	1	0.4

North America	2	4	4	3	4	4	(2)	2	(2)	1	(0.4)	(1)
EMEA	(9)	(6)	1	(1)	(0.3)	5	(1)	(1)	1	1	0.3	0.0
Asia Pacific	(3)	(4)	1	3	1	3	0.3	(4)	(0.2)	0.1	0.1	0.1
South America	(7)	2	4	25	30	21	(0.1)	5	3	25	25	18
SEE	(2)	1	3	3	4	5	(1)	1	(1)	2	1	0.4

© 2019 Sealed Air | 8

Total Company Q3 & YTD 2019 Net Sales & Adj. EBITDA

Reinvent SEE and favorable price/cost spread driving earnings power

($ millions)

+3% Net Sales

+1% Net Sales

			62		1,219				117
1,186							41			3,492
	5		-25		3,472			-118
	-9						-20
	Constant Dollar +4.8%				Constant Dollar +4.0%
		Organic -0.4%					Organic +0.6%
Q3 2018	Volume	Price	Acq.	FX	Q3 2019	YTD 2018	Volume	Price	Acq.	FX	YTD 2019

													+10% Adj. EBITDA																					+8% Adj. EBITDA
														21																								47		1
																					241
																																											694
																								156
										24						0						242													65													694
		219																				19.8% Margin				641													-29				19.9% Margin
															-14
															-4																			-21
																						18.5% Margin
		18.5%219Margin
																									641
							-		5				Constant Dollar +12%														-10					Constant Dollar +12%
			Q3	Volume		* P/C	* Restr.	Acq. * Oper.	FX			Q3					YTD Volume		* P/C	* Restr.	Acq. * Oper.	FX			YTD
2018						Spread	Savings		Costs			2019				2018					Spread	Savings			Costs			2019

* Q3 Reinvent SEE benefits of $49M include: $11 M P/C Spread, $21 M Restructuring Savings, $17 M Operating Costs	© 2019 Sealed Air | 9
* YTD Reinvent SEE benefits of $123 M include: $24 M P/C Spread, $47 M Restructuring Savings, $52 M Operating Costs

Food Care Q3 & YTD 2019 Net Sales & Adj. EBITDA

Adj. EBITDA growth driven by Reinvent SEE, favorable price / cost spread and higher volume

($ millions)

+0.3% Net Sales

-1% Net Sales

14

3

6

33

33

9

730

2,137

2,121

727

-20

Constant Dollar +3.0%

Constant Dollar +3.5%

-91

Organic +2.3%

Organic +3.1%

Q3 2018 Volume

Price

Acq.

FX

Q3 2019

YTD 2018 Volume

Price

Acq.

FX

YTD 2019

+10% Adj. EBITDA

+10% Adj. EBITDA

			14				56				28				458
				-0.1			160			34		-0.4
		8				21.9%160Margin						21.6% Margin
145	5		-8		416	11			-14	-17	457
			-4
20.0% Margin								19.4% Margin
145								416
		Constant Dollar +12%					Constant Dollar +14%
Q3	Volume	P/C	Restr.	Acq.	Oper.	FX	Q3	YTD	Volume	P/C	Restr.	Acq.	Oper.	FX	YTD
2018		Spread	Savings		Costs		2019	2018		Spread	Savings		Costs		2019
														© 2019 Sealed Air | 10

Product Care Q3 & YTD 2019 Net Sales & Adj. EBITDA

Adj. EBITDA growth driven by Reinvent SEE and favorable Price/Cost spread

($ millions)

+7% Net Sales

+3% Net Sales

			56		489	1,336			109		1,372
459				-5
	2				8		-27
	-23	Constant Dollar +7.6%				-54	Constant Dollar +4.7%
		Organic -4.7%					Organic -3.4%
Q3 2018	Volume	Price	Acq.	FX	Q3 2019	YTD 2018	Volume	Price	Acq.	FX	YTD 2019

+10% Adj. EBITDA

+4% Adj. EBITDA

		16	7	0.1			84	233			19	1			243
						17.2% Margin
76						84		31					17.7% Margin
16.6% Margin								17.5% Margin						243
				-5	-1		233					-15
76										-5
	-9								-21
		Constant Dollar +11%						Constant Dollar +6%
Q3	Volume	P/C	Restr.	Acq.	Oper.	FX	Q3	YTD	Volume	P/C	Restr.	Acq.	Oper.	FX	YTD
2018		Spread	Savings		Costs		2019	2018		Spread	Savings		Costs		2019
														© 2019 Sealed Air | 11

Free Cash Flow

Solid YTD cash generation led by Adjusted EBITDA growth

Nine Months Ended September 30,

($ millions)

Adjusted EBITDA Interest payments, net

Payments for Diversey and stranded costs Reinvent SEE, restructuring & assoc. payments Income tax payments

Change in working capital, net *Change in other assets/liabilities Cash flow provided by operations

Capital expenditures

2019	2018
694		641
(130)	(125)
-	(45)
(77)	(7)
(47)	(137)
(103)	(99)
(86)		(78)
251	150
(141)	(115)

Free Cash Flow

110

35

* Includes cash used in trade receivables, inventory, accounts payable (net)

© 2019 Sealed Air | 12

Reaffirming 2019 Outlook Adj. EBITDA, Adj. EPS and FCF

Higher Reinvent SEE benefits offsetting macro and currency headwinds

Net Sales

Adj. EBITDA

Adj. EPS

Free Cash Flow

~ $4.8 B

As Reported: ~ 1.5 % vs 2018

Unfavorable Currency: ~ ($145 M)

Acquisitions: $190 M

Product Care: $180 M

Food Care: $10 M +

Constant Dollar Growth: ~ 4.5 %

Product Care ~ 6 %

Food Care: ~ 3.5 %

$950 M - $960 M

As Reported: 7 - 8 % vs 2018

Unfavorable Currency: ~ ($30 M)

APS: $10 - $12 M, including a one-time inventory

purchase accounting charge of $7 M

$2.70 - $2.80	~ $180 M
As Reported: 8 - 12 % vs 2018	Capex: ~ ($210 M)
D&A: ~ ($185 M)	Restructuring: ~ ($115 M)
Int. Exp., Net: ~ ($190 M)	Novipax Settlement: ($59 M)
Adj. Tax Rate: ~ 26 %	APS Def. Incent. Comp: ~ ($20M)
APS: ~ ($0.07) per share
Diluted Shares: 155 M

Previous Guidance

~ $4.85 B

As Reported: ~ 2% vs 2018

Unfavorable Currency ~ ($130 M)

Unfavorable Currency ~ ($25 M)

Constant Dollar Growth: ~ 5%

Product Care ~ 7 %

Food Care: ~ 4 %

© 2019 Sealed Air | 13

The 4P'SSMof Reinvent SEETM

Increasing efficiency, unleashing growth, creating value

Performance: World-class

Drive growth above markets we serve

Industry leading margins with 40%+ operating leverage

ROIC 15%, invest capital > cost of capital

People:High performance culture

Power of acting as One SEE, align metrics with value creation

Strong service culture

Develop, retain and attract the best and brightest

Products:Best products, right price, make them sustainable

Double innovation rate

Driving customer solutions: automated equipment - service - materials

Processes:SEE Operational Excellence

Zero Harm, on-time every time, productivity > inflation, flawless quality Eliminate waste, simplify process, automate, remove people from harm Easy to do business with, make every customer a reference

Sustainability:Making our world better than we found it

SealedAir.Com

We are in business to protect, to solve critical packaging challenges, and to leave our world better than we found it

© 2019 Sealed Air | 14

We are in business to protect,

to solve critical packaging challenges, and to leave our world better than we found it.

© 2019 Sealed Air | 15

© 2019 Sealed Air | 16

YTD 2019 YoY Regional Sales Performance

Constant dollar growth across all regions

	*North		Europe,
		Middle East		Asia		South
	America		& Africa		Pacific		America
As Reported % Change	3 %	- 5 %	- 2 %	- 1 %
Constant Dollar % Change	4 %	1 %	2 %	25 %
% of Sales	59 %	21 %	15 %	5 %

YTD 2019 Net Sales: $3.5 B

As Reported % Change: + 1 %

Constant Dollar % Change: + 4 %

* North America includes U.S. Canada, Mexico and Central America

© 2019 Sealed Air | 17

U.S. GAAP Summary & Reconciliations

Net Sales

Pre-tax Earnings from Continuing Operations Net Earnings/(Loss) From Continuing Operations EPS From Continuing Operations

Effective Tax Rate Operating Cash Flow

($ millions)

Three Months Ended Sep. 30,

2019	2018
$1.2 billion	$1.2 billion
$102.3 million	$109.0 million
$79.5 million	$75.6 million
$0.51	$0.48
22.3%	30.6%
$81.9 million	$113.4 million

Three Months Ended Sep. 30,

20192018

Nine Months Ended Sep. 30,

2019	2018
$3.5 billion	$3.5 billion
$234.8 million	$339.3 million
$169.3 million	$(49.1) million
$1.09	$(0.31)
27.9%	114.5%
$251.2 million	$150.0 million

Nine Months Ended Sep. 30,

20192018

U.S. GAAP Net earnings (loss) from continuing operations

Interest expense, net Income tax provision

Depreciation and amortization, net of adjustments Special items

Restructuring and other charges Other restructuring associated costs

Foreign currency exchange loss due to highly inflationary economies Charges related to the Novipax Settlement Agreement

Charges related to acquisition and divestiture activity Loss (gain) from class-action litigation settlement Other Special Items

Pre-tax impact of Special Items

Non-U.S. GAAP Total Company Adj EBITDA from continuing operations

79.5	75.6	169.3	(49.1)
48.5	44.8	136.6	131.3
22.8	33.4	65.5	388.4
53.2	41.0	131.4	121.9
6.9	6.6	43.6	22.3
12.8	0.7	50.8	2.5
1.3	(0.4)	3.4	(0.4)
-		-	59.0		-
6.0	13.5	9.2	31.3
-		-	-	(12.6)
10.1	3.7	24.8	5.6
				190.8		48.7
37.1	24.1
241.1		218.9		693.6		641.2

© 2019 Sealed Air | 18

U.S. GAAP Summary & Reconciliations

($ millions, except per share data)

U.S. GAAP net earnings (loss) and diluted EPS from continuing operations

Special Items

Non-U.S. GAAP Adjusted net earnings and adjusted diluted EPS from continuing operations

Weighted average number of common shares outstanding - Diluted

	Three Months Ended Sep. 30,					Nine Months Ended Sep. 30,
	2019		2018				2019			2018
Net			Diluted		Net	Diluted			Net	Diluted		Net	Diluted
Earnings			EPS		Earnings		EPS			Earnings			EPS	(Loss)Earnings	EPS
$ 79.5	$ 0.51	$ 75.6			$ 0.48				$ 169.3			$ 1.09		$ (49.1)		$ (0.31)
20.2	0.13	20.5			0.13		147.9			0.95	333.0		2.07
$ 99.7	$ 0.64	$ 96.1			$ 0.61		$ 317.2			$ 2.04	$ 283.9		$ 1.76
	154.8					158.0							155.2				160.8

($ millions)	Sep. 30, 2019
(unaudited)
Total debt	$ 3,913.2
Less: cash and cash equivalents	(200.0)
Net Debt	$ 3,713.2

© 2019 Sealed Air | 19

ROIC Calculation

Q3 2019 Trailing Twelve Months
Adjusted EBITDA (Non-GAAP)	$ 942 M
Less: Depreciation and Amortization	(169 M)
Adjusted Operating Profit	773	M
Adjusted Tax Rate (Non-GAAP)	26%
Tax on Adjusted Operating Profit	(202 M)
Net Adjusted Operating Profit After Tax	$ 571M
One-year average (Q3 '19 and Q3 '18)
Book value of Equity	$ (374 M)
Current and Long-Term Debt	3,775	M
Other Long-Term Liabilities	680	M
Less: Non-Operating Assets *	(201 M)
Total Capital	$ 3,880	M
Return on Invested Capital	15%

* Primarily represents cash balance

© 2019 Sealed Air | 20