Ashland (ASH) 8-K Ashland completes sale of Composites business and butanediol facility in Marl, Germany to INEOS Enterprises for $1.015 billion

Exhibit 99.2

ASHLAND GLOBAL HOLDINGS INC. AND CONSOLIDATED SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED PRO FORMA FINANCIAL STATEMENTS

The following unaudited condensed consolidated pro forma financial statements are based upon the historical financial statements of Ashland Global Holdings Inc. and its consolidated subsidiaries (Ashland), adjusted to reflect the disposition of  the Composites segment (excluding maleic) and Intermediates and Solvents facility in Marl Germany (Marl facility).  The following unaudited condensed consolidated pro forma financial statements of Ashland should be read in conjunction with the related notes and with the historical consolidated financial statements of Ashland and the related notes included in previous filings with the Securities and Exchange Commission.  The unaudited condensed pro forma consolidated balance sheet reflects the separation of the Composites segment (excluding maleic) and Marl facility as if it occurred on June 30, 2019 while the unaudited condensed pro forma statements of consolidated income give effect to the disposition as if it occurred on October 1, 2015, the beginning of the earliest period presented.  The pro forma adjustments in the unaudited condensed pro forma statements of consolidated income include the maleic business.  The pro forma adjustments, described in the related notes, are based on the best available information and certain assumptions that Ashland management believe are reasonable.

The unaudited condensed consolidated pro forma financial statements are provided for illustrative purposes only and are not necessarily indicative of the operating results or financial position that would have occurred had the disposition of the Composites segment (excluding maleic) and Marl facility closed on June 30, 2019 for the unaudited condensed pro forma consolidated balance sheet or on October 1, 2015 for the unaudited condensed pro forma statements of consolidated income.  For example, these financial statements do not reflect any potential earnings or other impacts from the use of the proceeds from the disposition or cost reductions of previously allocated corporate costs and potential subsequent restructuring charges.  Readers should not rely on the unaudited condensed consolidated pro forma financial statements as being indicative of the historical operating results that Ashland would have achieved or any future operating results or financial position that it will experience after the transaction closes.

Ashland Global Holdings Inc. and Consolidated Subsidiaries
Unaudited Condensed Pro Forma Consolidated Balance Sheet
June 30, 2019
			(a)
(In millions)	Historical		Composites and Marl facility			Pro Forma
ASSETS
Current assets
Cash and cash equivalents	$	132	$	488		$	620
Accounts receivable		507					507
Inventories		595					595
Other assets		47					47
Held for sale		756		(702	)		54
Total current assets		2,037		(214	)		1,823
Noncurrent assets
Property, plant and equipment
Cost		3,196		-			3,196
Accumulated depreciation		1,616		-			1,616
Net property, plant and equipment		1,580		-			1,580
Goodwill		2,285					2,285
Intangibles		1,118					1,118
Restricted Investments		310					310
Asbestos insurance receivable		161					161
Deferred income taxes		28					28
Other assets		406					406
Held for sale		-					-
Total noncurrent assets		5,888		-			5,888
Total assets	$	7,925	$	(214	)	$	7,711
LIABILITIES AND EQUITY
Current liabilities
Short-term debt	$	332	$	(6	)	$	326
Trade and other payables		275					275
Accrued expenses and other liabilities		241		83			324
Held for sale		159		(155	)		4
Total current liabilities		1,007		(78	)		929
Noncurrent liabilities
Long-term debt		2,275		(506	)		1,769
Asbestos litigation reserve		576					576
Deferred income taxes		284		(15	)		269
Employee benefit obligations		147		4			151
Other liabilities		419		-			419
Held for sale		-					-
Total noncurrent liabilities		3,701		(517	)		3,184
Equity		3,217		381			3,598
Total liabilities and equity	$	7,925	$	(214	)	$	7,711
See Notes to Unaudited Condensed Consolidated Pro Forma Financial Statements.

Ashland Global Holdings Inc. and Consolidated Subsidiaries
Unaudited Condensed Pro Forma Statement of Consolidated Income
Nine months ended June 30, 2019
				(b)
(In millions except per share data)	Historical			Composites and Marl facility		Pro Forma
Sales	$	1,884				$	1,884
Cost of sales		1,327					1,327
Gross profit		557			-		557
Selling, general and administrative expense		429					429
Research and development expense		51					51
Equity and other income		3					3
Operating income		80			-		80
Net interest and other expense		73					73
Other net periodic benefit income		17					17
Net loss on divestitures		(3	)		-		(3	)
Income from continuing operations, before income taxes		21			-		21
Income tax expense		24					24
Income (loss) from continuing operations	$	(3	)	$	-	$	(3	)
Earnings per share from continuing operations
Basic	$	(0.05	)			$	(0.05	)
Diluted		(0.05	)				(0.05	)
Average common shares outstanding (in millions)
Basic		63					63
Diluted		63					63
See Notes to Unaudited Condensed Consolidated Pro Forma Financial Statements.

Ashland Global Holdings Inc. and Consolidated Subsidiaries
Unaudited Condensed Pro Forma Statement of Consolidated Income
Year ended September 30, 2018
				(c)
(In millions except per share data)	Historical			Composites and Marl facility			Pro Forma
Sales	$	3,743		$	(1,154	)	$	2,589
Cost of sales		2,668			(942	)		1,726
Gross profit		1,075			(212	)		863
Selling, general and administrative expense		771			(79	)		692
Research and development expense		85			(12	)		73
Equity and other income		8			(4	)		4
Operating income		227			(125	)		102
Net interest and other expense		122			(20	)		102
Other net periodic benefit income		13			2			15
Net loss on acquisitions and divestitures		(4	)					(4	)
Income from continuing operations, before income taxes		114			(103	)		11
Income tax expense		9			(17	)		(8	)
Income from continuing operations	$	105		$	(86	)	$	19
Earnings per share from continuing operations
Basic	$	1.68		$	(1.38	)	$	0.30
Diluted		1.66			(1.37	)		0.29
Average common shares outstanding (in millions)
Basic		63			-			63
Diluted		64			-			64
See Notes to Unaudited Condensed Consolidated Pro Forma Financial Statements.

Ashland Global Holdings Inc. and Consolidated Subsidiaries
Unaudited Condensed Pro Forma Statement of Consolidated Income
Year ended September 30, 2017
				(c)
(In millions except per share data)	Historical			Composites and Marl facility			Pro Forma
Sales	$	3,260		$	(951	)	$	2,309
Cost of sales		2,363			(783	)		1,580
Gross profit		897			(168	)		729
Selling, general and administrative expense		675			(65	)		610
Research and development expense		83			(10	)		73
Equity and other income		7			(4	)		3
Operating income (loss)		146			(97	)		49
Net interest and other expense		234			(5	)		229
Other net periodic benefit costs		(4	)		(2	)		(6	)
Net loss on acquisitions and divestitures		(6	)		(4	)		(10	)
Loss from continuing operations, before income taxes		(98	)		(98	)		(196	)
Income tax benefit		7			(23	)		(16	)
Loss from continuing operations	$	(105	)	$	(75	)	$	(180	)
Earnings per share from continuing operations
Basic	$	(1.69	)	$	(1.21	)	$	(2.90	)
Diluted		(1.69	)		(1.21	)		(2.90	)
Average common shares outstanding (in millions)
Basic		62			-			62
Diluted		62			-			62
See Notes to Unaudited Condensed Consolidated Pro Forma Financial Statements.

Ashland Global Holdings Inc. and Consolidated Subsidiaries
Unaudited Condensed Pro Forma Statement of Consolidated Income
Year ended September 30, 2016
				(c)
(In millions except per share data)	Historical			Composites and Marl facility			Pro Forma
Sales	$	3,019		$	(840	)	$	2,179
Cost of sales		2,132			(669	)		1,463
Gross profit		887			(171	)		716
Selling, general and administrative expense		858			(153	)		705
Research and development expense		87			(10	)		77
Equity and other income		8			(6	)		2
Operating loss		(50	)		(14	)		(64	)
Net interest and other expense		173						173
Other net periodic benefit costs		(77	)		15			(62	)
Net loss on acquisitions and divestitures		(8	)					(8	)
Loss from continuing operations, before income taxes		(308	)		1			(307	)
Income tax benefit		(25	)		(21	)		(46	)
Loss from continuing operations	$	(283	)	$	22		$	(261	)
Earnings per share from continuing operations
Basic	$	(4.51	)	$	0.35		$	(4.16	)
Diluted		(4.51	)		0.35			(4.16	)
Average common shares outstanding (in millions)
Basic		63			-			63
Diluted		63			-			63
See Notes to Unaudited Condensed Consolidated Pro Forma Financial Statements.

ASHLAND GLOBAL HOLDINGS INC. AND CONSOLIDATED SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED PRO FORMA FINANCIAL STATEMENTS

(a)  These adjustments reflect the disposition of the Composites segment and Marl facility (excluding the maleic business) assets and liabilities which had been reported as "held for sale" as of June 30, 2019 for approximately $1.0 billion in cash, less estimated purchase price adjustments for changes in specified balance sheet items (primarily working capital and retirement plan accounts) as compared to the amounts set forth in the definitive agreement to sell the Composites segment and Marl facility dated November 15, 2018, as well as the amendments to the agreement in July 2019 to exclude the maleic business, the final amount of which will be determined subsequent to closing.  The net increase to stockholders' equity of $381 million at June 30, 2019 approximates the estimated after-tax gain on the disposition of the Composites segment and Marl facility to be reported in the fourth quarter of 2019.  This amount includes the estimated gain on sale of $369 million and deferred translation adjustment of $20 million offset by loss on pension curtailment of $4 million and accelerated debt issuance cost of $4 million.

The adjustments also reflect the accrual of estimated income taxes payable of $71 million, transaction costs of $12 million, covenant debt repayments of $516 million ($6 million of which represented a current portion reduction of long-term debt), accelerated debt issuance cost reduction of $4 million, and a curtailment loss of $1 million on the retained pension plans (with the related loss on remeasurement of these plans of $3 million resulting in a net estimated $4 million increase in employee benefit obligations).

(b)  The direct operating results of the Composites segment (including the maleic business) and Marl facility were presented in discontinued operations for the nine months ended June 30, 2019 in Ashland's Form 10-Q for the fiscal third quarter ended June 30, 2019.  As a result, no pro forma adjustments were required.  

(c ) These adjustments eliminate the operating results of the Composites segment (including the maleic business) and Marl facility as if the transaction occurred on October 1, 2015.  The direct operating results of the Composites segment and Marl facility are reported in discontinued operations.  The amounts eliminated do not include allocations of corporate expenses included in Selling, General and Administrative Expense.  These corporate expenses were $46 million, $36 million and $35 million for fiscal years ended September 30, 2018, 2017 and 2016, respectively.  Allocations of corporate overhead remaining with Ashland may not be allocated to discontinued operations for financial statement presentation.  

For purposes of these unaudited condensed consolidated pro forma financial statements, estimated income tax rates of17%, 23% and benefit of 2100%  have been used for fiscal years ended September 30, 2018, 2017 and 2016, respectively.  The estimated income tax rates are based the application of the intraperiod tax allocation model in ASC 740, Income Taxes.