Item2.02...

UNITEDSTATESSECURITIESANDEXCHANGECOMMISSION

Washington,D.C.20549

FORM8-K

CURRENTREPORTPURSUANTTOSECTION13OR15(d)

OFTHESECURITIESEXCHANGEACTOF1934

DateofReport(Dateofearliesteventreported):February28,2018

UnivarInc.(Exactnameofregistrantasspecifiedinitscharter)

Delaware 001-37443 26-1251958

(Stateorotherjurisdictionofincorporation)

(CommissionFileNumber)

(I.R.SEmployerIdentificationNo.)

3075HighlandParkway,Suite200

DownersGrove,IL60515(Addressofprincipalexecutiveoffices,includingzipcode)

Registrant’stelephonenumber,includingareacode:(331)777-6000

NotApplicable(Formernameorformeraddress,ifchangedsincelastreport.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

¨Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) orRule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item2.02 ResultsofOperationsandFinancialCondition

On February 28, 2018 , Univar Inc. (the “Company”) announced its consolidated financial results for the fourth quarter and year ended December 31, 2017 . A copy of theCompany’s press release and related presentation are furnished herewith on Form 8-K as Exhibits 99.1 and 99.2, respectively. The information contained in Item 2.02, includingExhibit 99.1 and Exhibit 99.2, of this report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the“Exchange Act”), or otherwise subject to the liability of that section, and it will not be incorporated by reference into any registration statement or other document filed by theCompany under the Securities Act of 1933, as amended, or the Exchange Act except as expressly set forth by specific reference in such a filing.

Item9.01 FinancialStatementsandExhibits

(d) Exhibits

ExhibitNumber Description 99.1 Univar Inc. Press Release dated February 28, 201899.2 Univar Inc. Fiscal Fourth Quarter 2017 Earnings Presentation dated February 28, 2018

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersignedhereunto duly authorized.

Date: February 28, 2018 UnivarInc.

By: /s/ Jeffrey W. Carr Name: Jeffrey W. Carr Title: Senior Vice President, General Counsel and Secretary

PRESS RELEASE

FOR ADDITIONAL INFORMATION:Investor Relations

David Lim+1 844-632-1060

[email protected]

Media Relations+1 331-777-6187

[email protected]

Univar Reports 2017 Fourth Quarter and Full Year Financial Results

Fourth Quarter 2017 Highlights

• Univar reported net income of $27.0 million , or $0.19 per share, compared to a net loss of $59.2 million , or ($0.43) per share in the prior year fourth quarter.

• Adjusted earnings per share grew 36.0 percent to $0.34 per share from $0.25 per share in the prior year fourth quarter.

• Consolidated sales increased 8.1 percent, and USA segment sales grew 4.2 percent, the first quarter of USA sales growth in three years.

• Adjusted EBITDA grew 10.4 percent to $148.5 million , the Company’s fifth consecutive quarter of Adjusted EBITDA growth, and first quarter of double digitgrowth since early 2014, driven by double digit Adjusted EBITDA growth in the USA, Canada, and EMEA segments.

• Adjusted EBITDA margin expanded 20 basis points to 7.6 percent as a result of improved sales force execution and productivity initiatives.

• Univar's leverage ratio improved to 4.0x from 4.7x in the prior year fourth quarter reflecting growth in Adjusted EBITDA and a $215 million reduction in net debt.

Full Year 2017 Highlights

• Univar reported net income of $119.8 million , or $0.85 per share, compared to a net loss of $68.4 million , or ($0.50) per share in the prior year.

• Adjusted earnings per share increased 35.0 percent to $1.39 from $1.03 per share in the prior year.

• Adjusted EBITDA grew 7.3 percent to $603.7 million , and Adjusted EBITDA margin expanded 30 basis points to 7.3 percent from the prior year.

DOWNERS GROVE, Ill. – February 28, 2018 – Univar Inc. (NYSE: UNVR) (“Univar”), a global chemical and ingredients distributor and provider of value-addedservices, announced today its financial results for the fourth quarter and fiscal year ended December 31, 2017 .

For the fourth quarter, Univar reported net income of $27.0 million , or $0.19 per share, compared to a net loss of $59.2 million , or ($0.43) per share in the prioryear fourth quarter. Earnings per share was adversely impacted by a $36.6 million, or ($0.26) per share charge, related to the U.S. Tax Cuts and Jobs Act enactedon December 22, 2017.

Adjusted earnings per share for the fourth quarter increased 36.0 percent to $0.34 per share from $0.25 per share in the prior year fourth quarter, driven by higheraverage selling prices, improved sales force execution, and mix enrichment. Adjusted EBITDA grew 10.4 percent to $148.5 million from $134.5 million in the fourthquarter of last year as a result of higher gross profit and operating expense productivity gains that funded investments in people and digital technologies.

For the full year, Univar reported net income of $119.8 million , or $0.85 per share, compared to a net loss of $68.4 million , or ($0.50) per share in the prior year.

Adjusted earnings per share for the full year increased 35.0 percent to $1.39 per share from $1.03 per share in the prior year. Gross margin expanded 50 basispoints to 21.9 percent as a result of the Company's initiatives to improve sales force execution, capture higher value business opportunities, and higher averageselling prices. Adjusted EBITDA grew 7.3 percent to $603.7 million and Adjusted EBITDA margin increased 30 basis points to 7.3 percent.

In 2017, the Company:

• Expanded consolidated gross margin and Adjusted EBITDA margin• Grew Adjusted EBITDA and Adjusted EBITDA margin in all operating segments• Successfully realigned its USA commercial organization and supply chain to better meet the needs of customers and supplier partners• Advanced its digitization initiatives with the launch of MyUnivar.com• Strengthened its management team and unveiled its CEO succession plan

“2017 was a pivotal year as we significantly advanced our transformation. We considerably improved our execution and returned Univar to growth, increasing ourmomentum with each quarter of the year," said Steve Newlin, chairman and chief executive officer. "Our strategic initiatives of Commercial Greatness, OperationalExcellence and One Univar are strengthening our organization, and I am confident that David Jukes is the best leader to advance Univar's transformation toachieve our 2019 and 2021 growth targets."

Addressing the Company's results, Univar executive vice president and chief financial officer, Carl Lukach said, "We exited 2017 with higher profitability, solid cashflow, and a much stronger balance sheet. This enables us to deploy capital to targeted growth investments in our people, operations and technology, whilecontinuing to reduce our leverage and earn a superior return on capital for our shareholders."

Company Performance

The results of Univar’s operating performance are described below and, unless otherwise indicated, are a comparison of fourth quarter 2017 results with fourthquarter 2016 results, including Adjusted EBITDA, which is reconciled to reported net income in the accompanying supplemental financial information.

UnivarInc.AdjustedEBITDA

(Unaudited)

ThreemonthsendedDecember31,

(inmillions) 2017 2016 $change %change %changeexcl.

currency

ExternalNetSales

USA $ 1,130.1 $ 1,084.3 $ 45.8 4.2 % 4.2 %Canada 271.9 242.1 29.8 12.3 % 5.8 %EMEA 460.9 394.4 66.5 16.9 % 7.8 %Rest of World 96.3 91.7 4.6 5.0 % 0.5 %

TotalConsolidatedNetSales $ 1,959.2 $ 1,812.5 $ 146.7 8.1% 5.0%

GrossProfit USA $ 260.2 $ 246.1 $ 14.1 5.7 % 5.7 %Canada 58.1 55.1 3.0 5.4 % 0.4 %EMEA 104.6 92.0 12.6 13.7 % 4.7 %Rest of World 22.0 20.1 1.9 9.5 % 6.0 %

TotalConsolidatedGrossProfit $ 444.9 $ 413.3 $ 31.6 7.6% 4.8%

AdjustedEBITDA USA $ 86.7 $ 78.3 $ 8.4 10.7 % 10.7 %Canada 28.1 24.8 3.3 13.3 % 7.7 %EMEA 32.7 28.9 3.8 13.1 % 1.4 %Rest of World 7.8 7.8 — — % (2.6)%Other* (6.8) (5.3) (1.5) (28.3)% (28.3)%

TotalConsolidatedAdjustedEBITDA $ 148.5 $ 134.5 $ 14.0 10.4% 6.7%* Other represents unallocated corporate costs that do not directly benefit segments.

Segment Highlights for the Fourth Quarter 2017

USA – Adjusted EBITDA increased 10.7 percent to $86.7 million , marking the fourth consecutive quarter of growth. USA segment sales increased 4.2 percent, thefirst quarter of sales growth in three years, and gross margin expanded 30 basis points to 23.0 percent. Adjusted EBITDA margin increased 50 basis points to 7.7percent, reflecting higher gross margins and strong operating expense management.

Canada – Adjusted EBITDA increased 13.3 percent to $28.1 million , and Adjusted EBITDA margin increased 10 basis points to 10.3 percent, as a result of higheraverage selling prices, improved sales force execution, strong operating expense management and the benefit of a stronger Canadian dollar. Gross margindecreased 140 basis points to 21.4 percent driven largely by product and market mix, including effects of the drought-impacted agricultural season.

EMEA – Adjusted EBITDA increased 13.1 percent to $32.7 million due to improvements in sales force execution, growth in Focused Industries and IndustrialSpecialties, higher average selling prices, as well as a stronger Euro. Operating expenses declined 40 basis points as a percentage of sales due to strong expensemanagement. Gross margin decreased 60 basis points to 22.7 percent, largely due to a slight change in product and market mix compared to the prior year.

Rest of World – Adjusted EBITDA of $7.8 million was equal to last year as growth in Brazil and increased profitability in Asia Pacific was offset by softness inMexico. Higher average selling prices and mix improvement were offset by lower volume, which was the result of continued shortages of certain products in LatinAmerica and softness in local economic conditions. Gross margin increased 90 basis points to 22.8 percent. Supply and demand conditions continued to stabilize,and the Company expects business conditions to normalize in the first half of 2018.

Adoption of New Accounting Pronouncements

As required, beginning with its first quarter 2018 earnings release, Univar will adopt the FASB retirement benefits pronouncement. Under this new standard, theCompany will continue to report the service component of pension and other postretirement benefit cost in its operating costs. The non-service components ofpension and other postretirement benefit cost will be reported below operating income. Univar will apply the new pronouncement retrospectively, and restate its2016 and 2017 financial statements. Adoption and restatement of the retirement benefits pronouncement will not impact net income, but will retrospectively reduceAdjusted EBITDA by approximately $10 million in 2017 and $15 million in 2016.

Also as required, Univar’s 2018 financial statements will reflect the Company's adoption of the FASB revenue recognition standard. This new standard redefineswhen and how revenue is recognized from our contracts with customers. While Univar's 2018 financial statements will be prepared under the new standard, the netimpact on prior years will be recorded as an adjustment to retained earnings, reflecting the Company's election of the modified retrospective approach. TheCompany anticipates this adjustment to not be material and will include additional disclosures under the new standard in its future reporting.

Outlook

In 2018, Univar expects to capitalize on the positive growth momentum it created in 2017 and further advance its key initiatives of Commercial Greatness,Operational Excellence and One Univar, towards achievement of its 2019 and 2021 financial targets. For the full year 2018, the Company expects mid-single digitrevenue growth reflecting improvements in sales force execution, higher win/loss ratios, and new supplier authorizations. The Company also expects to continuedelivering operating cost productivity gains that will help fund targeted investments in digital technologies and in its sales force. As a result, the Company expects todeliver low double digit percent growth in Adjusted EBITDA and Adjusted earnings per share between $1.60 and $1.80 for the full year. For the first quarter of 2018,the Company expects Adjusted EBITDA growth of around 10 percent.

Univar to Host Webcast on Feb. 28 at 9:00 a.m. EDT

The Company will host a webcast with investors to discuss the fourth -quarter results at 9:00 a.m. EDT on Feb. 28, which can be accessed on the InvestorRelations section of its website at http://investor.univar.com . Following the event, an archived version of the webcast and supporting materials will be available onthe same website.

Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income, Adjusted earnings per share

The Company monitors the results of its operating segments separately for the purposes of making decisions about resource allocation and performanceassessment. The Company evaluates performance on the basis of Adjusted EBITDA, which it defines as its consolidated net income (loss), plus the sum of interestexpense, net of interest income, income tax expense (benefit), depreciation, amortization, other operating expenses, net (which primarily consists of pension markto market adjustments, acquisition and integration related expenses, employee stock-based compensation expense, restructuring charges, business optimization,and other unusual or non-recurring expenses), impairment charges, loss on extinguishment of debt and other income (expense), net (which consists of gains andlosses on foreign currency transactions and undesignated derivative instruments, debt refinancing costs, and other non-operating activity). Adjusted EBITDAmargin is Adjusted EBITDA as a percentage of net sales. The Company believes that Adjusted EBITDA is an important indicator of operating performancebecause:

• The Company reports Adjusted EBITDA to its lenders as required under the covenants of its credit agreements;• Adjusted EBITDA excludes the effects of income taxes, as well as the effects of financing and investing activities by eliminating the effects of interest,

depreciation and amortization expenses;• The Company uses Adjusted EBITDA in setting performance incentive targets;• The Company considers gains (losses) on the acquisition, disposal and impairment of assets as resulting from investing decisions rather than ongoing

operations; and• Other significant items, while periodically affecting the Company’s results, may vary significantly from period to period and have a disproportionate effect in

a given period, which affects comparability of its results.

The Company has incorporated an Adjusted net income and Adjusted earnings per share metric as a complementary metric to GAAP earnings per share to provideadditional transparency to ongoing performance. Adjusted net income excludes the same items as Adjusted EBITDA, except for stock-based compensationexpense.

Use of Non-GAAP Measures

The Company’s management believes that certain financial measures that do not comply with accounting principles generally accepted in the United States(“GAAP”) provide relevant and meaningful information concerning the ongoing operating results of the Company. Such non-GAAP financial measures are usedfrom time to time herein but should not be viewed as a substitute for GAAP measures of performance. Reconciliations of non-GAAP measures to GAAP areprovided in Schedules B and E.

About Univar Founded in 1924, Univar (NYSE: UNVR) is a global chemical and ingredients distributor and provider of value-added services, working with leading suppliersworldwide. Supported by a comprehensive team of sales and technical professionals with deep specialty and market expertise, Univar operates hundreds ofdistribution facilities throughout North America, Western Europe, Asia-Pacific and Latin America. Univar delivers tailored customer solutions through

a broad product and services portfolio sustained by one of the most extensive industry distribution networks in the world. For more information, visitwww.univar.com.

Forward-Looking Statements This press release includes certain statements relating to future events and our intentions, beliefs, expectations, and predictions for the future which are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended.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 press release is not a guarantee of future events or results, and that actual events or results may differ materially from thosemade in or suggested by the forward-looking information contained in this press release. In addition, forward-looking statements generally can be identified by theuse of forward-looking terminology such as “may,” “plan,” “seek,” “comfortable with,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe” or “continue” or thenegative thereof or variations thereon or similar terminology. Any forward-looking information presented herein is made only as of the date of this press release,and we do not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipatedevents, or otherwise.

###

UnivarInc.

ConsolidatedStatementsofOperations(Unaudited)

ThreemonthsendedDecember31, YearendedDecember31,

(inmillions,exceptpersharedata) 2017 2016 2017 2016

Net sales $ 1,959.2 $ 1,812.5 $ 8,253.7 $ 8,073.7Cost of goods sold (exclusive of depreciation) 1,514.3 1,399.2 6,448.2 6,346.6Gross profit $ 444.9 $ 413.3 $ 1,805.5 $ 1,727.1Operating expenses:

Outbound freight and handling 74.3 65.8 292.0 286.6Warehousing, selling and administrative 222.1 213.0 909.8 877.8Other operating expenses, net (6.3) 75.4 49.5 104.5Depreciation 32.5 38.4 135.0 152.3Amortization 15.4 17.8 65.4 85.6Impairment charges — — — 133.9

Total operating expenses $ 338.0 $ 410.4 $ 1,451.7 $ 1,640.7Operating income $ 106.9 $ 2.9 $ 353.8 $ 86.4Other (expense) income:

Interest income 1.4 0.9 4.0 3.9Interest expense (39.4) (40.3) (152.0) (163.8)Loss on extinguishment of debt (3.0) — (3.8) —Other (expense) income, net (5.3) 4.7 (33.2) (6.1)

Total other expense $ (46.3) $ (34.7) $ (185.0) $ (166.0)Income (loss) before income taxes 60.6 (31.8) 168.8 (79.6)Income tax expense (benefit) 33.6 27.4 49.0 (11.2)

Net income (loss) $ 27.0 $ (59.2) $ 119.8 $ (68.4)

Income (loss) per common share: Basic $ 0.19 $ (0.43) $ 0.85 $ (0.50)Diluted 0.19 (0.43) 0.85 (0.50)

Weighted average common shares outstanding: Basic 140.7 138.1 140.2 137.8Diluted 141.8 138.1 141.4 137.8

UnivarInc.

ConsolidatedBalanceSheets(Unaudited)

(inmillions,exceptpersharedata) December31,

2017 December31,

2016

Assets Current assets:

Cash and cash equivalents $ 467.0 $ 336.4Trade accounts receivable, net 1,062.4 950.3Inventories 839.5 756.6Prepaid expenses and other current assets 149.6 134.8

Total current assets $ 2,518.5 $ 2,178.1Property, plant and equipment, net 1,003.0 1,019.5Goodwill 1,818.4 1,784.4Intangible assets, net 287.7 339.2Deferred tax assets 22.8 18.2Other assets 82.3 50.5

Total assets $ 5,732.7 $ 5,389.9Liabilitiesandstockholders’equity Current liabilities:

Short-term financing $ 13.4 $ 25.3Trade accounts payable 941.7 852.3Current portion of long-term debt 62.0 109.0Accrued compensation 100.7 65.6Other accrued expenses 301.6 287.3

Total current liabilities $ 1,419.4 $ 1,339.5Long-term debt 2,820.0 2,845.0Pension and other postretirement benefit liabilities 257.1 268.6Deferred tax liabilities 35.4 17.2Other long-term liabilities 110.7 109.7

Total liabilities $ 4,642.6 $ 4,580.0Stockholders’ equity:

Preferred stock, 200.0 million shares authorized at $0.01 par value with no shares issued or outstanding as of December 31, 2017and 2016 — —Common stock, 2.0 billion shares authorized at $0.01 par value with 141.1 million and 138.8 million shares issued and outstandingat December 31, 2017 and December 31, 2016, respectively 1.4 1.4Additional paid-in capital 2,301.3 2,251.8Accumulated deficit (934.1) (1,053.4)Accumulated other comprehensive loss (278.5) (389.9)

Total stockholders’ equity $ 1,090.1 $ 809.9Total liabilities and stockholders’ equity $ 5,732.7 $ 5,389.9

UnivarInc.

ConsolidatedStatementsofCashFlows

(Unaudited)


(inmillions) 2017 2016 2017 2016

Operatingactivities: Net income (loss) $ 27.0 $ (59.2) $ 119.8 $ (68.4)Adjustments to reconcile net (loss) income to net cash provided by operating activities:

Depreciation and amortization 47.9 56.2 200.4 237.9Impairment charges — — — 133.9Amortization of deferred financing fees and debt discount 2.0 1.9 7.9 7.9Amortization of pension credit from accumulated other comprehensive loss — — (0.2) (4.5)Loss on extinguishment of debt 3.0 — 3.8 —Gain on sale of property, plant and equipment (11.3) — (11.3) (0.7)Deferred income taxes 15.7 25.6 11.7 (31.6)Stock-based compensation expense 3.7 3.3 19.7 10.4Other (0.5) 0.1 (0.7) (0.2)Changes in operating assets and liabilities:

Trade accounts receivable, net 139.8 153.4 (58.5) 70.2Inventories (49.2) (18.2) (47.7) 42.0Prepaid expenses and other current assets 6.7 9.9 (8.7) 40.1Trade accounts payable (4.5) (28.8) 53.6 12.0Pensions and other postretirement benefit liabilities (17.2) 57.7 (51.8) 26.9Other, net 83.2 23.5 40.9 (26.3)

Net cash provided by operating activities $ 246.3 $ 225.4 $ 278.9 $ 449.6Investingactivities:

Purchases of property, plant and equipment $ (24.7) $ (24.2) $ (82.7) $ (90.1)Proceeds from sale of property, plant and equipment 26.0 5.3 29.2 9.4Purchases of businesses, net of cash acquired — 1.2 (24.4) (53.6)Other — (0.1) (1.2) (1.7)

Net cash provided (used) by investing activities $ 1.3 $ (17.8) $ (79.1) $ (136.0)Financingactivities:

Proceeds from issuance of long-term debt 2,243.8 — 4,477.8 —Payments on long-term debt and capital lease obligations (2,318.1) (137.6) (4,585.7) (178.2)Short-term financing, net (3.3) 6.4 (22.2) (4.6)Financing fees paid (3.3) — (7.7) —Taxes paid related to net share settlements of share-based compensation awards (0.5) — (8.5) —Stock option exercises 4.4 12.2 36.5 16.9Other 0.6 (0.5) 1.1 (0.2)

Net cash used by financing activities $ (76.4) $ (119.5) $ (108.7) $ (166.1)Effect of exchange rate changes on cash and cash equivalents $ 1.9 $ (18.8) $ 39.5 $ 0.8Net increase in cash and cash equivalents $ 173.1 $ 69.3 $ 130.6 $ 148.3Cash and cash equivalents at beginning of period 293.9 267.1 336.4 188.1

Cash and cash equivalents at end of period $ 467.0 $ 336.4 $ 467.0 $ 336.4

ScheduleA

UnivarInc.FullYear2017SegmentDetail

(Unaudited) YearendedDecember31,

(inmillions) 2017 2016 $change %change %changeexcl.

currency

ExternalNetSales

USA $ 4,657.1 $ 4,706.7 $ (49.6) (1.1)% (1.1)%Canada 1,371.5 1,261.0 110.5 8.8 % 6.6 %EMEA 1,821.2 1,704.2 117.0 6.9 % 6.6 %Rest of World 403.9 401.8 2.1 0.5 % (1.4)%

TotalConsolidatedNetSales $ 8,253.7 $ 8,073.7 $ 180.0 2.2% 1.7%

GrossProfit USA $ 1,072.2 $ 1,041.4 $ 30.8 3.0 % 3.0 %Canada 237.6 221.9 15.7 7.1 % 4.9 %EMEA 414.0 384.1 29.9 7.8 % 7.1 %Rest of World 81.7 79.7 2.0 2.5 % (0.5)%

TotalConsolidatedGrossProfit $ 1,805.5 $ 1,727.1 $ 78.4 4.5% 3.9%

AdjustedEBITDA USA $ 351.1 $ 332.4 $ 18.7 5.6 % 5.6 %Canada 115.3 104.0 11.3 10.9 % 8.7 %EMEA 138.1 118.7 19.4 16.3 % 16.8 %Rest of World 28.7 26.8 1.9 7.1 % 3.4 %Other* (29.5) (19.2) (10.3) 53.6 % 53.6 %

TotalConsolidatedAdjustedEBITDA $ 603.7 $ 562.7 $ 41.0 7.3% 6.8%* Other represents unallocated corporate costs that do not directly benefit segments.

ScheduleBUnivarInc.

QuarterReconciliationofAdjustedEBITDAtoReportedNetIncome(Unaudited)

(inmillions) USA Canada EMEA RestofWorld

Other/Eliminations Consolidated

Three Months Ended December 31, 2017 Net sales:

External customers $ 1,130.1 $ 271.9 $ 460.9 $ 96.3 $ — $ 1,959.2

Inter-segment 29.8 2.5 0.9 0.2 (33.4) —

Total net sales $ 1,159.9 $ 274.4 $ 461.8 $ 96.5 $ (33.4) $ 1,959.2

Cost of goods sold (exclusive of depreciation) 899.7 216.3 357.2 74.5 (33.4) 1,514.3

Gross profit $ 260.2 $ 58.1 $ 104.6 $ 22.0 $ — $ 444.9

Outbound freight and handling 48.4 9.8 14.7 1.4 — 74.3

Warehousing, selling and administrative 125.1 20.2 57.2 12.8 6.8 222.1

Adjusted EBITDA $ 86.7 $ 28.1 $ 32.7 $ 7.8 $ (6.8) $ 148.5

Other operating expenses, net (6.3)

Depreciation 32.5

Amortization 15.4

Interest expense, net 38.0

Loss on extinguishment of debt 3.0

Other expense, net 5.3

Income tax expense 33.6

Net income $ 27.0

Total assets $ 3,526.8 $ 2,091.3 $ 935.1 $ 237.5 $ (1,058.0) $ 5,732.7

(inmillions) USA Canada EMEA RestofWorld

Other/Eliminations Consolidated

Three Months Ended December 31, 2016 Net sales:

External customers $ 1,084.3 $ 242.1 $ 394.4 $ 91.7 $ — $ 1,812.5

Inter-segment 31.3 2.2 1.0 — (34.5) —

Total net sales $ 1,115.6 $ 244.3 $ 395.4 $ 91.7 $ (34.5) $ 1,812.5

Cost of goods sold (exclusive of depreciation) 869.5 189.2 303.4 71.6 (34.5) 1,399.2

Gross profit $ 246.1 $ 55.1 $ 92.0 $ 20.1 $ — $ 413.3

Outbound freight and handling 43.3 8.9 13.0 0.6 — 65.8

Warehousing, selling and administrative 124.5 21.4 50.1 11.7 5.3 213.0

Adjusted EBITDA $ 78.3 $ 24.8 $ 28.9 $ 7.8 $ (5.3) $ 134.5

Other operating expenses, net 75.4

Depreciation 38.4

Amortization 17.8

Interest expense, net 39.4

Other income, net (4.7)

Income tax expense 27.4

Net loss $ (59.2)

Total assets $ 3,676.8 $ 1,856.2 $ 857.4 $ 211.3 $ (1,211.8) $ 5,389.9

ScheduleC

UnivarInc.Otheroperatingexpenses,net

(Unaudited)


(inmillions) 2017 2016 2017 2016

Pension mark to market loss $ 3.8 $ 68.6 $ 3.8 $ 68.6Pension curtailment and settlement gains (9.7) (1.3) (9.7) (1.3)Stock-based compensation expense 3.7 3.3 19.7 10.4Business transformation costs (0.2) 2.4 23.4 5.4Restructuring charges 1.1 (1.7) 5.5 6.5Other employee termination costs 2.2 1.4 8.1 1.5Gain on sale of property, plant and equipment (11.3) — (11.3) (0.7)Acquisition and integration related expenses 1.1 — 3.1 5.5Other 3.0 2.7 6.9 8.6

Total other operating (income) expenses, net $ (6.3) $ 75.4 $ 49.5 $ 104.5

ScheduleD

UnivarInc.Other(expense)income,net

(Unaudited)


(inmillions) 2017 2016 2017 2016

Foreign currency transactions $ (0.3) $ 2.1 $ (4.6) $ (0.6)Foreign currency denominated loans revaluation (2.7) — (17.9) (13.7)Undesignated foreign currency derivative instruments (1.3) (2.6) 0.3 (1.8)

Undesignated interest rate swap contracts 0.8 5.9 (2.2) 10.1Debt refinancing costs (1.1) — (5.3) —Other (0.7) (0.7) (3.5) (0.1)

Total other (expense) income, net $ (5.3) $ 4.7 $ (33.2) $ (6.1)

ScheduleEUnivarInc.

GAAPNetIncome(Loss)toAdjustedNetIncomeandAdjustedEBITDATabularreconciliations(Unaudited)


2017 2016 2017 2016

(inmillions,exceptpersharedata) Amount pershare(1) Amount pershare(1) Amount pershare(1) Amount pershare(1)

Net income (loss) $ 27.0 $ 0.19 $ (59.2) $ (0.43) $ 119.8 $ 0.85 $ (68.4) $ (0.50)Pension mark to market loss (2) 3.8 0.03 68.6 0.50 3.8 0.03 68.6 0.50Pension curtailment and settlement gains (2) (9.7) (0.07) (1.3) (0.01) (9.7) (0.07) (1.3) (0.01)Exchange loss (gain) (2) 3.0 0.02 (2.1) (0.02) 22.5 0.16 14.3 0.10Derivative loss (gain) (2) 0.5 — (3.3) (0.02) 1.9 0.01 (8.3) (0.06)Impairment charges — — — — — — 133.9 0.97Transformation costs (2) (0.2) — 2.4 0.02 23.4 0.17 5.4 0.04Gain on sale of property, plant and equipment (2)(4) (11.3) (0.08) — — (11.3) (0.08) (0.7) —Restructuring charges (2) 1.1 0.01 (1.8) (0.01) 5.5 0.04 6.5 0.05Other employee termination costs (2) 2.2 0.02 1.4 0.01 8.1 0.06 1.5 0.01Debt refinancing costs (2) 1.1 0.01 — — 5.3 0.04 — —Loss on extinguishment of debt 3.0 0.02 — — 3.8 0.03 — —Acquisition and integration related costs (2) 1.1 0.01 — — 3.1 0.02 5.5 0.04Other (2)(4) 3.7 0.02 3.5 0.02 10.4 0.07 8.7 0.06Provision for (benefit from) income taxes relatedto reconciling items (3)(4) 0.2 — (21.6) (0.16) (12.1) (0.10) (71.6) (0.52)US tax legislation (3)(4) 36.6 0.26 47.3 0.35 36.6 0.26 47.3 0.35Other non-recurring tax items (14.0) (0.10) — — (14.0) (0.10) — —

Adjusted net income $ 48.1 $ 0.34 $ 33.9 $ 0.25 $ 197.1 $ 1.39 $ 141.4 $ 1.03

Stock-based compensation 3.7 3.3 19.7 10.4 Interest expense, net 38.0 39.4 148.0 159.9 Depreciation 32.5 38.4 135.0 152.3 Amortization 15.4 17.8 65.4 85.6 All remaining provision for income taxes (3) 10.8 1.7 38.5 13.1

Adjusted EBITDA $ 148.5 $ 134.5 $ 603.7 $ 562.7

Weighted average common shares outstanding: Basic 140.7 138.1 140.2 137.8 Diluted (5) 141.8 138.1 141.4 137.8

(1) Calculation based on dilutive share count.(2) Reconciling items represent items disclosed in Schedule C and Schedule D included in this document, excluding stock-based compensation.(3) Total provision for (benefit from) income taxes reconciles to the amount reported in the Condensed Consolidated Statement of Operations for each respective period. Tax on reconciling items is calculated

using the effective tax rate adjusted for discrete and similar tax items.(4) Immaterial differences may exist in summation of per share amounts due to rounding.(5) Diluted earnings (loss) per share is calculated using net income (loss) or adjusted net income (loss) available to common shareholders divided by diluted weighted average shares outstanding during each

period, which includes unvested restricted shares. Diluted earnings per share considers the impact of potential dilutive securities except in periods in which there is a loss because the inclusion of the potentialcommon shares would have an anti-dilutive effect.

Fourth Quarter 2017 Earnings Call February 28, 2018

Forward-Looking Statements This presentation includes certain statements relating to future events and our intentions, beliefs, expectations, and predictions for the future which are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. 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 events or results, and that actual events or results may differ materially from those made in or suggested by the forward-looking information contained in this presentation. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as "outlook," "guidance," “may,” “plan,” “seek,” “comfortable with,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe” or “continue” or the negatives or variations of these terms. Forward-looking information contained in this presentation 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, or otherwise. Regulation G: Non-GAAP Measures The information presented herein regarding certain unaudited non-GAAP measures does not conform to generally accepted accounting principles in the United States (U.S. GAAP) and should not be construed as an alternative to the reported results determined in accordance with U.S. GAAP. Univar has included this non- GAAP information to assist in understanding the operating performance of the company and its operating segments. The non-GAAP information provided may not be consistent with the methodologies used by other companies. All non-GAAP information related to previous Univar filings with the SEC has been reconciled with reported U.S. GAAP results. 2

Fourth Quarter 2017 Highlights Strong 2017 Finish (1) Variances to Q4 2016. (2) Adjusted Net Income / Diluted Weighted Average Shares Outstanding. Adjusted net income excludes the same items as Adjusted EBITDA, except for stock-based compensation expense. (3) Adjusted EBITDA plus cash flows from changes in accounts receivable, inventory, and accounts payable, less capital expenditures. (4) Adjusted Operating Cash Flow / Adjusted EBITDA. (5) Adjusted Operating Cash Flow / Sales. 3 Q4 GAAP EPS(1) Q4 Adjusted EBITDA(1) Ÿ Reported net income of $27.0 million vs. net loss of $59.2 million in the prior year $0.19 Ÿ 10.4% Adjusted EBITDA growth driven by double digit growth in USA, EMEA and Canada Ÿ Fifth consecutive quarter of Adjusted EBITDA growth; first quarter of double digit growth since 2014 vs. Adjusted Operating Cash Flow(1)(3) Ÿ Cash conversion ratio of 141.3% (4) Ÿ Cash operating margin of 10.7% (5) ($0.43) prior year $148.5 million vs. $134.5 million in 2016 $209.9 million vs. $216.7 million in 2016 Q4 Adjusted EPS(1)(2) $0.34 vs. $0.25 prior year Ÿ Adjusted EPS growth of 36% Ÿ Reported adjusted net income of $48.1 million vs. $33.9 million in the prior year

Univar – Consolidated Highlights Profitability growth from solid execution of strategic initiatives • Higher average selling prices and productivity gains drive 10% Adjusted EBITDA growth • Investments in sales force and digital initiatives • EBITDA margin and conversion ratios increased KEY METRICS ($ in millions) (1) Conversion Ratio defined as Adjusted EBITDA / Gross Profit. Three months ended December 31, 2017 2016 Y/Y Net Sales $1,959.2 $1,812.5 8.1% Currency Neutral -- -- 5.0% Gross Profit $444.9 $413.3 7.6% Currency Neutral -- -- 4.8% Gross Margin 22.7% 22.8% -10 bps Adjusted EBITDA $148.5 $134.5 10.4% Currency Neutral -- -- 6.7% Adjusted EBITDA Margin 7.6% 7.4% +20 bps Conversion Ratio (1) 33.4% 32.5% +90 bps 4

USA – Highlights Sales force execution and mix improvement drive profitability growth • 11% Adjusted EBITDA growth driven by sales force execution, mix improvement and strong operating expense management • Gross margin, Adjusted EBITDA margin and conversion ratio all increased • First quarter of sales growth in 3 years 5 Three months ended December 31, 2017 2016 Y/Y Net Sales $1,130.1 $1,084.3 4.2% Gross Profit $260.2 $246.1 5.7% Gross Margin 23.0% 22.7% +30 bps Adjusted EBITDA $86.7 $78.3 10.7% Adjusted EBITDA Margin 7.7% 7.2% +50 bps KEY METRICS ($ in millions)

CANADA – Highlights Market gains and strong cost management boosts profit • 13% Adjusted EBITDA growth driven by strong operating expense management and FX • Win-loss ratio improving • Adjusted EBITDA margin and conversion ratio expanded 6 Three months ended December 31, 2017 2016 Y/Y Net Sales $271.9 $242.1 12.3% Currency Neutral -- -- 5.8% Gross Profit $58.1 $55.1 5.4% Currency Neutral -- -- 0.4% Gross Margin 21.4% 22.8% -140 bps Adjusted EBITDA $28.1 $24.8 13.3% Currency Neutral -- -- 7.7% Adjusted EBITDA Margin 10.3% 10.2% +10 bps KEY METRICS ($ in millions)

EMEA – Highlights Strong execution and favorable FX • Adjusted EBITDA growth driven by favorable FX rates and Focused Industries • Win-loss ratio continuing to improve • Strong operating expense management 7 Three months ended December 31, 2017 2016 Y/Y Net Sales $460.9 $394.4 16.9% Currency Neutral -- -- 7.8% Gross Profit $104.6 $92.0 13.7% Currency Neutral -- -- 4.7% Gross Margin 22.7% 23.3% -60 bps Adjusted EBITDA $32.7 $28.9 13.1% Currency Neutral -- -- 1.4% Adjusted EBITDA Margin 7.1% 7.3% -20 bps KEY METRICS ($ in millions)

REST OF WORLD – Highlights Solid performance in challenging environment • Growth in Brazil and Asia Pacific partly offset by softness in Mexico • Product shortages from Q3 weather events continued in the quarter • Supply and demand conditions stabilizing 8 Three months ended December 31, 2017 2016 Y/Y Net Sales $96.3 $91.7 5.0% Currency Neutral -- -- 0.5% Gross Profit $22.0 $20.1 9.5% Currency Neutral -- -- 6.0% Gross Margin 22.8% 21.9% +90 bps Adjusted EBITDA $7.8 $7.8 —% Currency Neutral -- -- (2.6)% Adjusted EBITDA Margin 8.1% 8.5% -40 bps KEY METRICS ($ in millions)

Cash Flow Highlights 9 (1) Adjusted Operating Cash Flow equals Adjusted EBITDA plus cash flows from changes in accounts receivable, inventory, and accounts payable, less capital expenditures. (2) Excludes additions from capital leases. Three months ended December 31, 2017 2016 Y/Y Adj. Operating Cash Flow (1) $209.9 $216.7 (3.1)% Net Working Capital $86.1 $106.4 (19.1)% Capital Expenditures (2) ($24.7) ($24.2) 2.1% Cash Taxes ($4.2) ($4.1) 2.4% Cash Interest (net) ($25.8) ($28.1) (8.2)% Pension Contribution ($9.3) ($7.7) 20.8% Other $2.4 ($2.2) NM ($ in millions)

Balance Sheet Highlights 10 (1) Net Debt defined as Total Debt (Long term debt, inclusive of debt discount and unamortized debt issuance costs, plus short term financing) less cash and cash equivalents. (2) Net Debt divided by last 12 months (LTM) of Adjusted EBITDA. (3) Interest coverage defined as LTM Adjusted EBITDA / LTM Cash Interest (net of interest income). (4) LTM Earnings before Interest, Taxes and Amortization (EBITA) divided by trailing 13 month average of net PP&E plus net working capital (accounts receivable plus inventory less accounts payable). LTM ended December 31, 2017 2016 Y/Y Net Debt (1) $2,428.4 $2,642.9 ($214.5) Leverage (2) 4.0x 4.7x -0.7x Interest Coverage (3) 4.4x 3.9x 0.5x Return on Assets Deployed (4) 23.3% 19.9% 340 bps • Re-priced $2.2 billion of Term Loans in November 2017, lowering annual interest costs by 25 bps ◦ Additional 25 bps reduction when leverage falls below 4.0x ($ in millions)

11 Full Year 2018 Adjusted EBITDA Low double-digit % growth Adjusted EPS $1.60 - 1.80 Q1 2018 Adjusted EBITDA ~10% growth Momentum building; tracking towards 2019 and 2021 goals Advance Commercial Greatness, Operational Excellence and One Univar initiatives Selective commercial and technology investments Q1 2018 & Full Year 2018 OUTLOOK 2018 EXPECTATIONS

Full Year 2018 Guidance 12 Year ended December 31, 2017 2018 Adjusted EPS $1.39 $1.60 - 1.80 Adjusted EBITDA $603.7 low double-digit% growth (1) Cash Interest (net) ($136.3) ~($125) Tax Rate on Adjusted EPS 16.3% ~20-25% Pension Contribution ($38.2) ~($42) Change in Net Working Capital ($52.6) ~($50-100) Capital Expenditures ($82.7) ~($115) Debt Amortization ($89.2) ~($17) (1) Assumes growth of 2017 Adjusted EBITDA of $603.7 million, restated for change in retirement benefits or $593.8 million. Note: Cash inflow +/ Cash outflow - ($ in millions, except per share data)

Appendix A - Q4 2017 Adjusted Net Income and Adjusted EBITDA Reconciliation 13 Three months ended December 31, 2017 2016 Amount per share Amount per share Net Income (loss) $27.0 $0.19 ($59.2) ($0.43) Other operating expenses, net (excluding stock-based compensation) ($10.0) ($0.07) $72.1 $0.52 Other expense, net $5.3 $0.04 ($4.7) ($0.03) Loss on extinguishment of debt $3.0 $0.02 — — Provision for (benefit from) income taxes related to reconciling items $0.2 — ($21.6) ($0.16) US tax legislation $36.6 $0.26 $47.3 $0.35 Other non-recurring tax items ($14.0) ($0.10) — — Adjusted net income $48.1 $0.34 $33.9 $0.25 Stock-based compensation $3.7 $3.3 Interest expense, net $38.0 $39.4 Depreciation $32.5 $38.4 Amortization $15.4 $17.8 All remaining provision for income taxes $10.8 $1.7 Adjusted EBITDA $148.5 $134.5 ($ in millions, except per share data)

Appendix B - Adjusted Operating Cash Flow 14 Three months ended December 31, 2017 2016 Adjusted EBITDA $148.5 $134.5 Change in: Trade accounts receivable, net $139.8 $153.4 Inventories ($49.2) ($18.2) Trade accounts payable ($4.5) ($28.8) Capital expenditures ($24.7) ($24.2) Adjusted operating cash flow $209.9 $216.7 ($ in millions)

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