A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply

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A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
A Portfolio of Best-in-Class
  Industrial Distributors

       6th November, 2012
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
Disclaimer
This presentation includes forward-looking information. Forward-looking statements are subject to known and unknown risks
and uncertainties, many of which may be beyond our control. We caution you that the forward-looking information presented
in this presentation is not a guarantee of future performance and that our actual results of operations, financial condition and
liquidity, and the development of the industries in which we operate may differ materially from those made in or suggested by
the forward-looking information contained in this presentation. A number of important factors could cause actual results to
differ materially from those contained in or implied by the forward-looking statements, including those factors discussed in our
annual report on Form 10K filed March 23, 2012 and subsequent filings with the SEC. Any forward-looking information
presented herein is made only as of the date of this presentation, and we do not undertake any obligation to update or revise
any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, changes in future
operating results over time or otherwise. Comparisons of results for current and any prior periods are not intended to express
any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical
data.

In addition to disclosing financial results that are determined in accordance with U.S. generally accepted accounting principles
(“GAAP”), the Company also disclosed in this presentation certain non-GAAP financial information including Adjusted
EBITDA. These financial measures are not recognized measures under GAAP, and are not intended to be and should not be
considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance
with GAAP.

                                                                                                                                   2
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
Agenda
1. HD Supply Overview

2. Market Opportunity

3. Differentiated Growth

4. Financial Performance

5. Key Messages

                           3
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
At a Glance
 A Portfolio of Best-in-Class Industrial                                                                                                           Financial Summary
  Distributors Serving the Large and Highly                                                                                                                                 $582M
                                                                                                                                                        $508M
  Fragmented U.S. and Canadian Infrastructure,                                                                                         $411M
                                                                                                               Adj. EBITDA1
  MRO and Construction Sectors                                                                                                                                                          $251M
                                                                                                                                                                                                  $325M

 Diverse Portfolio of Distribution Businesses that
  Provide Approximately 1 Million SKUs to 440,000                                                                                        ’10A             ’11A              Q2’12        YTD      YTD
  Professional Customers, Including Contractors,                                                                                                                             LTM        Q2’11     Q2’12
  Government Entities, Maintenance                                                                            Sales                    $6.4B            $7.0B               $7.4B       $3.5B     $3.9B
                                                                                                              Sales % VPY                  2%              9%                12%           6%       12%
  Professionals, Home Builders and Industrial                                                                 Gross Profit             $1.8B            $2.0B               $2.1B       $1.0B     $1.1B
  Businesses                                                                                                  GM %              28.5%                   28.7%               28.7%        28.5%     28.7%
                                                                                                              Adj. EBITDA %      6.4%                    7.2%                7.8%         7.2%      8.3%
        – Operate Approximately 630 Locations Across 46                                                       Adj. EBITDA Growth 20%                      24%                 27%          24%       29%
          U.S. States and 9 Canadian Provinces                                                                Cash Flow                $0.7B            $0.1B               $0.2B       ($0.1B)   ($0.0B)

                                                                                                                                                     National Footprint
 Broad Diversity in Product Portfolio, Customer
  Base and Vendor Relationships Reduces the
  Company’s Exposure to Any Single Segment,
  Product or Customer

 Size, Scale and National Presence Drive
  Competitive Advantage in Large, Fragmented
  Markets

 Talent with Deep, Relevant Experience;
  Pervasive Training                                                                                                  Note: HD Supply Operates a Sourcing Office in China
1   See pg. 89 of 10-K Filed March 23, 2012 and pg. 21 of 10-Q Filed September 4, 2012 for a Discussion of Adj. EBITDA and Reconciliation to Income (Loss) From Continuing Operations

    Portfolio of Best-in-Class Industrial Distributors
                                                                                                                                                                                                            4
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
At a Glance
                                            Sales                Products                                Markets                     Market Size1
                                             (’11A)                                                                                    ($ in Billions)

                                            $1.9B  HVAC, Appliances, Janitorial and            Apartments, Hotels and Motels,               $48B
                                                      Cleaning Supplies, Faucets and             Assisted and Independent Living,
                                                      Showerheads, Kitchen and Bath,             Skilled Nursing Facilities,
               “Maintenance, Repair and               Hardware, Lamps and Ballasts,              Government Housing and Education
                    Improvement”                      Electrical, Lighting Fixtures,             Maintenance, Repair and
                                                      Hospitality Supplies, Tools, Textiles,     Improvement
                                                      Paint and Sundries

                                            $1.8B  Pipe (PVC, Ductile Iron, HDPE); Fittings,  Municipal, Residential, and Non-              $10B
                                                      Valves, Fire Protection, Metering         Residential Construction
                                                      Systems, Storm Drain, Hydrants;
                                                      Fusion Machine Rental, Valve Testing
                     “Infrastructure”
                                                      and Repair

                                            $1.6B  Wire, Hardware, Meters, Transformers,  Non-Residential Construction,                   $110B
                                                      Connectors, Tools, Protective             Electrical Consumption, and
                                                      Equipment, Molded Rubber, Lighting,       Residential Construction
                                                      Conduit; Smart Grid Solutions, Project
                                                      Services

                                            $1.0B  Concrete Related Products, Forming          Non-Residential and Residential              $19B
                                                      and Shoring Braces, Chemicals, Power       Construction
                                                      Tools and Accessories, Wood
                                                      Connectors; Equipment Rental, Rebar
                 “Specialty Construction”             and Rebar Fabrication

                                            $0.8B  Building Materials; Fasteners,              Repair and Remodel, Residential            $5B+2
                                                      Flooring, Countertops, Cabinets            Construction, and Non-Residential
                                                                                                 Construction

1   Per Leading Global Consultant           $7.0B                                                                                         ~$190B
2 Management    Estimates

    A LeadingofPortfolio
    Portfolio            of Distributors
                Best-in-Class  Industrial Distributors
                                                                                                                                                         5
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
Facilities Maintenance… At A Glance
    Products and                                             Customers and                                       “Go to Market”                                             Operating
Value-Added Services                                          End Markets                                          Execution                                                 Model
  150,000+ SKUs                                        244,000+ Property                                    Industry Specific                                   95% of U.S. Served
                                                         Management                                            Catalogs, Tabloids,                                  With Next-Day Delivery
  Proprietary Brands                                                                                          Product Guides and
                                                            – Multi-Family                                                                                         8 Call Centers
  Fabrication and                                                                                             e-Business Portal
   Installation Services                                    – Hospitality                                                                                          41 Distribution Centers
                                                                                                                                                                   600+ Dedicated
  Renovations Project                                      – Healthcare                                                                                            Delivery Trucks
   Management
                                                            – Institutional                                                                                        950+ Sales Associates
 – HVAC                                                 $48B Market Size1                                                                                          With Average of 6 Years
 – Appliances
                                                                                                                                                                    of Service
 – Janitorial and Cleaning                                                                                                                                                 EBITDA (Adj.2)
   Supplies
                                                                                                                                                                                                VPY
 – Faucets and
   Showerheads                                                                                                                                                                         $345M    +15%
 – Kitchen and Bath
   Hardware
 – Lamps and Ballasts
   Electrical
 – Lighting Fixtures
 – Hospitality Supplies
 – Tools                                                                                                                                                                         LTM Q2’12
                                                                                                                                                                   Revenue         $1,994M      +13%
 – Textiles
                                                                                                                                                                   Adj. EBITDA
 – Paint and Sundries                                                                                                                   36% of Sales               Margin %             17.3%   +25BPs
 1 Per Leading Global Consultant
 2 See pg. 89 of 10-K Filed March 23, 2012 and pg. 21 of 10-Q Filed September 4, 2012 for a Discussion of Adj. EBITDA and Reconciliation to Income (Loss) From Continuing Operations

     #1 Distributor to Multi-Family Properties
                                                                                                                                                                                                         6
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
Waterworks… At A Glance
    Products and                                             Customers and                                       “Go to Market”                                             Operating
Value-Added Services                                          End Markets                                          Execution                                                 Model
  300,000+ SKUs                                        45,000 Professional                                  Branch Based                                        96% Fill Rate
                                                         Contract Customers                                                                                        235 Locations
  Nation’s Largest
   Distributor of Water,                                    – Municipal                                                                                            44 States
   Sewer, Storm and Fire
   Protection Products
                                                            – Residential                                                                                          620+ Dedicated
                                                            – Non-Residential
                                                                                                                                                                    Delivery Trucks
                                                                                                                                                                   860+ Sales Associates;
 – Pipe                                                 $10B Market Size1                                                                                          With Average of 12
         PVC
                                                                                                                                                                    Years of Service
         Ductile Iron
         HDPE
                                                                                                                                                                           EBITDA (Adj.2)
 – Fittings
 – Valves                                                                                                     Customer Advantage
                                                                                                               Programs;
 – Fire Protection
                                                                                                               Powerscope… Since                                                                VPY
 – Metering Systems                                                                                            ’93                                                                     $125M    +26%
 – Storm Drain
 – Hydrants
 – Fusion Machine Rental                                                                                                                                                         LTM Q2’12
 – Valve Testing and Repair                                                                                                                                        Revenue         $1,877M      +11%
                                                                                                                                                                   Adj. EBITDA
                                                                                                                                                                   Margin %              6.7%   +78BPs
 1 Per Leading Global Consultant
 2 See pg. 89 of 10-K Filed March 23, 2012 and pg. 21 of 10-Q Filed September 4, 2012 for a Discussion of Adj. EBITDA and Reconciliation to Income (Loss) From Continuing Operations

     #1 National Industry Position
                                                                                                                                                                                                         7
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
Power Solutions… At A Glance
    Products and                                             Customers and                                       “Go to Market”                                             Operating
Value-Added Services                                          End Markets                                          Execution                                                 Model
  200,000+ SKUs                                        8,500+ Professional                                  Branch Based and                                    101 Locations
  North America’s                                       Contractor Customers                                  Customer Site
                                                                                                                                                                   25 States; 4 Canadian
   Largest Utilities                                        – Non-Residential                                                                                      Provinces
   Distributor and Full
   Line Electrical                                          – Utilities                                                                                            240 Dedicated Delivery
   Distributor of                                                                                                                                                   Trucks
                                                            – Residential
   Construction,                                                                                                                                                   550+ Sales Associates
   Industrial and                                           – Industrial
                                                                                                                                                                    With Average of 11
   Communications                                                                                                                                                   Years of Service
   Products
 –    Wire                                              $110B Market Size1                                   MRO and Safety                                              EBITDA (Adj.2)
 –    Hardware                                                                                                 Offering
 –    Meters
 –    Transformers
 –    Connectors
 –    Tools
                                                                                                                                                                                               VPY
 –    Protective Equipment
 –    Molded Rubber                                                                                                                                                                    $58M    +12%
 –    Lighting
 –    Conduit
                                                                                                                                                                                 LTM Q2’12
 –    Smart Grid Solutions
                                                                                                                                                                   Revenue         $1,670M      +7%
 –    Project Services                                                                                                                                             Adj. EBITDA
                                                                                                                                                                   Margin %             3.5%   +14BPs
 1 Per Leading Global Consultant
 2 See pg. 89 of 10-K Filed March 23, 2012 and pg. 21 of 10-Q Filed September 4, 2012 for a Discussion of Adj. EBITDA and Reconciliation to Income (Loss) From Continuing Operations

     #1 Leadership Position in U.S. and Canada for Utilities
                                                                                                                                                                                                        8
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
White Cap… At A Glance
    Products and                                             Customers and                                       “Go to Market”                                             Operating
Value-Added Services                                          End Markets                                          Execution                                                 Model
  200,000+ SKUs                                        53,000 Professional                                  Branch Based;                                       134 Locations
  Nation’s Leading                                      Contractor Customers                                  Open Warehouse
                                                                                                               Format                                              31 States
   Distributor of                                           – Residential
   Specialty Hardware,                                                                                                                                             620+ Dedicated
   Tools and Materials                                      – Non-Residential                                                                                       Delivery Trucks
                                                            – Industrial                                                                                           920+ Sales Associates
                                                                                                                                                                    With Average of 9 Years
                                                                                                                                                                    of Service

 – Concrete Related
   Products                                             $19B Market Size1                                    Catalog and                                                 EBITDA (Adj.2)
 – Forming and Shoring                                                                                         Regional Traders
   Braces
 – Chemicals
 – Power Tools and
   Accessories
 – Building Materials and                                                                                                                                                                      VPY
   Fasteners
 – Erosion and                                                                                                                                                                         $39M    +39x
   Waterproofing
 – Safety Products                                                                                                                                                               LTM Q2’12
 – Equipment Rental and                                                                                                                                            Revenue         $1,083M     +22%
   Tool Repair                                                                                                                                                     Adj. EBITDA
 – Rebar Fabrication                                                                                                                                               Margin %             3.6%   +349BPs
 1 Per Leading Global Consultant
 2 See pg. 89 of 10-K Filed March 23, 2012 and pg. 21 of 10-Q Filed September 4, 2012 for a Discussion of Adj. EBITDA and Reconciliation to Income (Loss) From Continuing Operations

     #1 National Industry Position
                                                                                                                                                                                                         9
A Portfolio of Best-in-Class Industrial Distributors - 6th November, 2012 - HD Supply
Agenda
1. HD Supply Overview

2. Market Opportunity

3. Differentiated Growth

4. Financial Performance

5. Key Messages

                           10
End Market Overview
                                           Infrastructure                    Maintenance & Repair                       Specialty Construction

Market
Opportunity1
                                                 $120B                                $48B+                                       $19B+

Demand                       Aging Overburdened Infrastructure        Maintenance Required for Existing          Single Family, Multifamily,
Drivers                      Coverage for Population Growth            Stock of U.S. Multifamily, Hospitality,     Commercial, Municipal and Repair
                                                                        Healthcare and Institutional                and Remodel Construction
                             Cost-Effective and Efficient              Structures
                              Distribution of Water and Electricity                                                Infrastructure Build Out for Growing
                                                                       Repair and Remodel Construction             Resource Base of Shale Gas
                             Infrastructure Build Out for Growing
                              Resource Base of Shale Gas

HD Supply
Businesses

HD Supply                    Scale, Information Technology and        Comprehensive Product Assortment,          Customer Service Differentiation
Competitive                   Pricing Rigor                             Superior Availability and Delivery          (i.e., Delivery Times, Sales Expertise,
Advantages                   Deep Customer and Vendor                  Time Differentiation                        Value-Added Product)
                              Relationships with Solution Selling      Superior National Distribution             Product Assortment and Knowledge
                              Capabilities                              Capabilities
                             Industry Leading Management              Lean Operating Cost Structure
                              Talent and Experience                     Leveraging ERP Technologies

                               “Endless, Critical Demand”                     “Continual Demand”                            “Niche Expertise”
 1   Per Leading Global Consultant; Management Estimates

     ~$190B Market Opportunity, Solid Growth Drivers
                                                                                                                                                              11
Addressable Opportunities
($ in billions)

                                                         Addressable Opportunity and HD Supply’s Position
                    Est. Market Size1                            $110B

                                                                                                          $48B

                                                                                                                                          $19B
                                                                                                                                                  $10B
                    HD Supply Sales2                                $1.6B                                 $1.9B                           $1.0B   $1.8B

                      Rank                                             #1       3
                                                                                                             #1       3
                                                                                                                                           #1     #1
                      Share1                                           2%                                   4%                             5%     18%
 1   Per Leading Global Consultants
 2   Sales for the Year Ending January 29, 2012
 3.Power    Solutions is the Largest Utilities Distributor; Facilities Maintenance is the Largest Distributor to Multifamily Properties

      ~$190B Opportunity…
      Leading Positions, Large Opportunities                                                                                                              12
End Market Diversity
                          HD Supply Sales
                          Estimated % of FYE Jan. ’12 Sales

                                            Construction, 39%

        Infrastructure                                          Non-Residential
        and Other                                               26%
        34%

                                      $7B

                                                                Residential
                                                                13%

                                     MRO
                                     27%

39% Construction, 27% MRO, 34% Infrastructure
                                                                                  13
End Market Outlook
                                                      Construction End Markets                                                                                   Apartment Outlook
       Non-Residential Construction (26%)                                           Residential Construction (13%)                                                       Multifamily
                   (Construction Spend Change, Index = '07)                                (SF Housing Starts Change, Index = '07)                                        (U.S. Apartments
                                                                                                                                                               Vacancy Rate; Rev. Per Occupied Stock)

 40%                                                                                                                                                                  8.0%

                                                                                                                                                     Vacancy
 20%                                                                                                                                                 Rate

                                                                                                                                                          5.7%                    5.2%
                                                                                                                                                                                                           4.9%
   '07A    '08A      '09A      '10A   '11A     '12F    '13F   '14F   '15F '07A      '08A    '09A    '10A     '11A    '12F     '13F    '14F '15F           4.8%

                                                                                                                                                     Rev. /                                                4.1%
 20%                                                                                                                                                 Occupied                     4.0%
                                                                                                                                                     Stock

 40%

                                                                                                                                                          '07A '08A '09A '10A '11A '12F '13F '14F '15F
-60%

Spend ($ in billions)                                                       Annual SF Starts (000s)
Actual
    $239    $243        $165   $156   $163                                  1,035    616      445     471     431
                                                                                                                                                                     (4.3%)
Forecast Range                                                                                                        535     695    1,224   1,467
    High                                       $164    $183   $206   $260
    Low                                        $154    $165   $187   $209                                             512     642      905 1,095

    Sources: Management Estimates Based on Industry Data                                                                                         Source: REIS (“United States Apartment 2Q 2012 MetroTrend Futures”)

      Growth Projected Going Forward
                                                                                                                                                                                                                14
Agenda
1. HD Supply Overview

2. Market Opportunity

3. Differentiated Growth

4. Financial Performance

5. Key Messages

                           15
Differentiated Growth Investments
                   1                           2                       3                        4                      5                     6                      7
                          Existing                     New                   New Products               New Value              Improve                                     New
                                                                                                                                                    Geographic
                          Customers                    Customers             and Services               Delivery               Industry                                    Competitive
                                                                                                                                                    Expansion
                                                                                                        System                 Structure                                   Arenas

                        Increase Share             Sell More          New Product and         Redesign the              Acquisitions         Enter New             Enter Entire New
                         of Wallet                   Products to New     Service                  Business System                                  Geographies            Business
                                                     Customers           Introduction             by Which a Product                                                      Segment
                                                                                                  or Service is
                                                                                                  Delivered

                            Sales Force              Talent…          +11K SKUs Added  e-Commerce                   Acquired Peachtree  3 Dist. Center
                             Effectiveness             Segment Leaders                                                   Business Products  5 Expansions

                           Sales Training            Talent…              +10K SKUs Added  Fusion                   Acquired RAMSCO          12 Greenfields        Oil & Gas
                                                       Product              Storm Drainage    Equipment                 to Enter NY State        1 Expansion
                                                       Specialist                              Rental
                                                       (HDPE) Leader

                           Sales Force               Talent… MRO          Project Services        Catalog                                     5 Greenfields         Industrial
                            Effectiveness              Specialist           Automation               Introduction                                1 Expansion           Oil & Gas

                           MSA                       Talent…              +3K SKUs Added  Catalog                                             2 Greenfields      Oil & Gas
                            Leadership                 Executive                              Introduction                                        2 Expansions
                                                       Leadership
                                                       (President),
                                                       Merchandising                                                                                             ~$400M Strategic
                                                       Experts                                                                                                     Investment1
                                                                                                                                                                     Since ’10
1   Includes SG&A, Capital and Net Working Capital

    Strategic Investments Through the Cycle
    to Drive ROIC and Scale Differentiation                                                                                                                                              16
Outpace Market Growth… LTM Q2’12
(Organic Sales Growth Versus Market)

                                                                                                                  +22%

                   +13%
                                                                +11%
                                +8 Pts                                                    +7%
  +5%                                                                                                                    +26 Pts
                                                                       +10 Pts
                                                          +1%                                   +9 Pts
                                                                                 Market                  Market
Market               FM                               Market    WW                        PS                      WC
                                                                                 (2%)
                                                                                                         (4%)

 Source: 3rd Party Market Sources, Management Estimates

  Total HD Supply… +10 Pts V Estimated Market Growth
                                                                                                                                   17
Agenda
1. HD Supply Overview

2. Market Opportunity

3. Differentiated Growth

4. Financial Performance

5. Key Messages

                           18
Financial Performance
($ in billions,
Except Adj. EBITDA)

                                                                                                       Adj. EBITDA1

                                                                                                                      $582M
                                                                                          $508M
                                                          $411M
                                                                                                                                                                              $325M
                                                                                                                                                    $251M

                                                             ’10A                           ’11A                        LTM                          YTD                         YTD
                                                                                                                        Q2’12                       Q2 ’11                      Q2 ’12
           Sales                                            $6.4B                         $7.0B                         $7.4B                         $3.5B                     $3.9B
           Sales Growth VPY                                     2%                             9%                          12%                             6%                      12%

           Gross Profit                                     $1.8B                         $2.0B                         $2.1B                         $1.0B                     $1.1B
           GM %                                             28.5%                          28.7%                         28.7%                        28.5%                     28.7%

           Adj. EBITDA %                                     6.4%                           7.2%                          7.8%                          7.2%                      8.3%
           Adj. EBITDA Growth VPY                            20%                            24%                            27%                          24%                       29%

           Cash Flow                                       $0.7B                          $0.1B                         $0.2B                      ($0.1B)                    ($0.0B)

           Net Debt                                        $5.0B                          $5.4B                         $5.7B                         $5.4B                     $5.7B
 1   See pg. 89 of 10-K Filed March 23, 2012 and pg. 21 of 10-Q Filed September 4, 2012 for a Discussion of Adj. EBITDA and Reconciliation to Income (Loss) From Continuing Operations

     Nine Consecutive Quarters
     of Year-Over-Year Sales Growth                                                                                                                                                      19
Agenda
1. HD Supply Overview

2. Market Opportunity

3. Differentiated Growth

4. Financial Performance

5. Key Messages

                           20
We Build Your City…

                           Pipe, Meters and Fire
                            Hydrants
                           Utility Cable, Transformers
                            and Switches

… and Keep it Running
                                                          21
We Build Your City…

                           Pipe, Meters and Fire
                            Hydrants
                           Utility Cable, Transformers
                            and Switches

                           Concrete, Masonry Tools and
                            Accessories
                           Specialty Power Tools
                           Specialty Hardware and Tools
                           Safety
                           Doors, Windows, Building
                            Materials
                           Flooring

… and Keep it Running
                                                           22
We Build Your City…

                           Pipe, Meters and Fire
                            Hydrants
                           Utility Cable, Transformers
                            and Switches

                           Concrete, Masonry Tools and
                            Accessories
                           Specialty Power Tools
                           Specialty Hardware and Tools
                           Safety
                           Doors, Windows, Building
                            Materials
                           Flooring

                           Cleaning and Hospitality
                            Products
                           Upgrade and Renovation
                            Services

… and Keep it Running
                                                           23
Key Messages
1.   We Had a Very Good Company in ’06 in Strong Markets… Great Company in ’12,
     Obsessed with Being the Best of the Best

2.   We are in the Early Innings of Our Amazing Full Potential

3.   Our Businesses are Market Leaders in Highly Fragmented Markets with Large Profit Pools… We
     Have Unique Capabilities to Consolidate Markets to Benefit Customers and Investors

4.   We Invested Heavily Throughout the Downturn to Extend Our Advantage and Barriers to
     Entry… Talent / Training, Technology Platforms, Processes, Products, Supplier Alignments,
     Facilities, Geographies and Fleet

5.   Our Initiative “Stack” Ensures We Always Grow Faster than Our Markets and Save as We Grow

6.   Costs are Down and Capabilities are Up... Q2’12 LTM Sales +12% with EBITDA +27%

7.   Distractions are Behind Us and We are Advantaged Together

Portfolio of Best-in-Class Industrial Distributors
                                                                                                  24
We Build Your City…

… and Keep it Running
                        25
Appendix
GAAP Reconciliation
($ in millions)

                                               Fiscal   Fiscal    LTM      YTD      YTD
                                                2010     2011    Q2’12    Q2’11    Q2’12

           Adjusted Cash Flow                   $658      $94     $214    ($140)    ($20)

              Reconciling Items:

                  Interest Paid                 (363)    (356)    (530)    (177)    (351)

                  Taxes (Paid) Received          216       (5)      (2)      (5)      (2)

                  Capital Expenditures            49      115      132       35       52

                  Proceeds from Sale of PPE       (4)      (4)      (2)      (4)      (2)

                  Management Fees & Expenses      (5)      (5)      (5)      (2)      (2)

                  Other                            -       (4)       -       (3)       1

           GAAP Operating Cash Flows            $551    ($165)   ($193)   ($296)   ($324)

                                                                                            27
GAAP Reconciliation
($ in millions)

                                                Fiscal   Fiscal    LTM      YTD      YTD
                                                 2010     2011    Q2’12    Q2’11    Q2’12

     Adjusted EBITDA                             $411     $508     $582     $251     $325
        Reconciling Items:
          Depreciation and Amortization          (343)    (329)    (331)    (165)    (167)
            Goodwill impairment                      -        -        -        -        -
            Restructuring                          (8)        -        -        -        -
            Stock Compensation                    (17)     (20)     (21)      (9)     (10)
            Management Fee                         (5)      (5)      (5)      (3)      (3)
            Other                                  (1)       1        2         -       1
     GAAP Operating Income (Loss)                   37     155      227       74      146

        Interest Expense, net                    (623)    (639)    (646)    (317)    (324)
        Gain (loss) on extinguishment of debt        -        -    (220)        -    (220)
        Other Income (Expense)                       1        -      (1)       1         -
     GAAP Pre-Tax Income (Loss)                  (585)    (484)    (640)    (242)    (398)
        Tax Benefit (Expense)                     (28)     (79)     (78)     (35)     (34)
     GAAP Net Income (Loss) Cont Ops            ($613)   ($563)   ($718)   ($277)   ($432)

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Capital Structure Summary1
    ($ in millions,
    other than Funded Debt and Net Debt)
                                                                                                      Maturity                        S&P
                                                                                                       Date                          Rating                                   Notes
Secured Debt:                                                          $1,500M
Senior ABL Facility2                                                     ($315M)
                                                                                                     4/12/2017                            BB-
                                                                          Drawn

Senior Term Loan3                                                        $971M                     10/12/2017                               B+

Sr. Secured 1st Lien Notes3                                            $1,273M                       4/15/2019                              B+

Sr. Secured 2nd Lien Notes                                               $675M                       4/15/2020                        CCC+
Unsecured Notes:
Sr. Notes                                                              $1,000M                       7/15/2020                        CCC+

Senior Notes3 – Sponsor Owned                                            $728M                     10/12/2020                         CCC+                     PIK for min. 5½ years

Senior Sub. Notes – Public Owned4                                        $541M
                  – Sponsor Owned4                                       $348M                         9/1/2015                       CCC+

     Funded Debt                                                        $5.9B
     Net Debt                                                           $5.8B
1 As of 7/29/12; Pro Forma for Aug. $300M 1st Lien Add-on and Oct. $1B Senior Note Offering
2 Drawn  ABL as at 7/29/2012 was $632M. $315M reflects the use of Sr. Sec. 1st Lien Add-on proceeds to pay down ABL
3 Including Applicable Premiums and Net of Applicable Discounts
4 Net of $1B of proceeds from issuance of Senior Notes less initial purchasers’ commissions and accrued interest and redemption premium on Senior Sub. Notes

    Earliest Maturing Debt... September 2015
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