Goldman Sachs EMEA

Leveraged Finance ConferenceSeptember 3, 2019

General Disclosure

This presentation includes “forward-looking statements” within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities

Exchange Act of 1934, as amended. These forward-looking statements include statements concerning our plans, objectives, goals, strategies, future events, future revenue or

performance, capital expenditures, financing needs, plans or intentions relating to acquisitions, business trends and other information that is not historical information. When used in this

presentation, the words “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “forecasts,” or future or conditional verbs, such as “will,” “should,” “could,” or “may,”

and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements, including, without limitation, management’s

examination of historical operating trends and data, are based upon our current expectations of future events and various assumptions which may not be realized or accurate. Our

expectations, beliefs and projections are expressed in good faith, and we believe there is a reasonable basis for them. However, there can be no assurance that management’s

expectations, beliefs and projections will be achieved. We undertake no obligation to update or revise forward-looking statements which may be made to reflect events or circumstances

that arise after the date made or to reflect the occurrence of unanticipated events.

There are a number of risks and uncertainties that could cause our actual results to differ materially from the forward-looking statements contained in this presentation. Such risks,

uncertainties and other important factors include, among others: future global economic conditions, our ability to transfer production of certain specialty and differentiated products from

our Pori, Finland manufacturing facility to other sites in our manufacturing network, the costs associated with such transfer and the closure of our Pori facility, our ability to realize

financial and operational benefits from our business improvement plans and initiatives, impacts on TiO2 markets and the broader global economy from the imposition of tariffs by the

U.S. and other countries, changes in raw material and energy prices, access to capital markets, industry production capacity and operating rates, the supply demand balance for our

products and that of competing products, pricing pressures, technological developments, legal claims against us, changes in government regulations, geopolitical events, cyberattacks

and other risk factors as discussed in our annual report on Form 10-K filed on February 20, 2019 and our quarterly reports on Form 10-Q and current reports on Form 8-K filed thereafter.

This presentation contains financial measures that are not in accordance with generally accepted accounting principles in the U.S. ("GAAP"), including EBITDA, adjusted EBITDA,

adjusted EBITDA margin, free cash flow and net debt and certain ratios and other metrics derived therefrom. We have provided reconciliations of non-GAAP financial measures to the

most directly comparable GAAP financial measures in the Appendix to this presentation.

Venator Snapshot

3

En

d M

ark

ets

(1)

2Q19 LTM

Revenue (mm) $2,158

Adj. EBITDA (mm) $243

% margin 11%

2Q19 LTM

Revenue (mm) $1,618

Adj. EBITDA (mm) $243

% margin 15%

2Q19 LTM

Revenue (mm) $539

Adj. EBITDA (mm) $46

% margin 9%

Titanium Dioxide Performance Additives

Se

gm

en

tR

ep

rese

nta

tive

Cu

sto

me

rs

Architectural Coatings

28%

Industial Coatings14%

Construction1%

Plastics36%

Inks3%

Personal Care, Food, Pharmaceuticals & Active Materials

5%

Fibres & Films9%

Agriculture & Water2%

Other2%

(1) 2018 Revenues

Architectural Coatings

14%

Industrial Coatings

12%

Construction42%

Plastics16%

Fibres & Films3%

Agriculture & Water

4%

Other3%

Personal Care, Food,

Pharmaceuticals & Active

Materials

6%

Architectural Coatings

28%

Industial Coatings

14%

Construction1%

Plastics36%

Inks3%

Personal Care, Food, Pharmaceuticals & Active

Materials5%

Fibres & Films9%

Agriculture & Water

2%

Other2%

Pori EBITDA Adjustment

Titanium DioxideLonger-term industry fundamentals remain intact

4

Chemours17%

Tronox 18%

Venator9%

Lomon Billions9%

Kronos7%

Others41%

2018 Revenues Source: Management Estimates

Segment

Revenues

$1.6billion

Segment

Adjusted EBITDA

$243million

COATINGS

INKS

2018 Nameplate Capacity; based on management estimates

TiO2 Capacity

End Markets 2Q19 LTM

$ in millions

Annual Adjusted EBITDA History(1)

(1) Adjusted to include the Oct. 1, 2014 acquisition of the Performance Additives and Titanium Dioxide businesses of Rockwood Holdings, Inc. as if consummated at the beginning of the period, based upon their management’s representation; excludes

the related sale of our TR52 product line – used in printing inks – to Henan Billions Chemicals Co., Ltd. in December 2014; and excludes the allocation of general corporate overhead by Rockwood

(2) Proforma includes Cristal

Quarterly Adjusted EBITDA History$ in millions

Adj. EBITDA ex. Pori Adj. EBITDA Margin

Adj. EBITDA ex. Pori Adj. EBITDA MarginPori EBITDA Adjustment

243

572

349

84 84

-58 12

312 376

243

63

127

100

33 50 50

49

75 41

17%

30%

22%

6% 7%

(1%)

4%

24% 25%

15%

2010 2011 2012 2013 2014 2015 2016 2017 2018 2Q19LTM

24 41

78

107 86

125 124

75 52 61 5510

7

15

20

33

18 23

--

9%

12%

23%

29%31% 31% 32%

19%

14% 14%13%

(2)

Market Leader in High-Value Specialty TiO2

Favorable application mix

Source: Management estimates5

Venator has more than half of its sales volume in high value TiO2 categories

1,000 2,000 3,000 4,000 5,000 6,000

Pri

ce

Low QualityFunctional

Differentiated

Sp

ec

ialtie

s

9%17% 42% 32%

16%0% 40% 44%

Legend:

% Total global TiO2

industry demand

% Venator TiO2 sales

volume

Venator Focus

Estimated World Demand (kmt)Indicative EBITDA

margins1x 2x 3x+

Catalysts

Food

Pharma &

Cosmetics

Fibers &

Films

Solar

Specialty

Inks

Industrial coatings

Performance plastics

Differentiated Inks

Functional coatings (architectural)

Functional plastics

Paper

Applications

2014 2015 2016 2017 2018 YTD

Specialty TiO2

Margin stability supports strategic investment

6(1) Comparing variable contribution margin of specialty grades (excluding inks) and functional grades

Source: Management estimates

Demand for specialty grade TiO2 is more resilient

throughout a cycle

Specialty grades have an enhanced margin profile

compared to functional grades

Limited number of producers with high barriers to entry

Applications: Catalysts; Food; Pharma & Cosmetics;

Fibers & Films; Solar; Specialty Inks

Specialty Profile Outlook

Venator to strengthen its leading position in specialty

TiO2 products

Expect pricing and demand to remain stable globally

Investment to target higher margin and more stable

specialty TiO2 products

Margin Differential: Specialty vs. Functional(1)

Functional

TiO2

Specialty

TiO2

Performance AdditivesStable annual earnings and cash generative business

7

$ in millions

2018 Revenues

End Markets

Annual Adjusted EBITDA History(1)

Quarterly Adjusted EBITDA History

Segment

Revenues

$0.5billion

Segment

Adjusted EBITDA

$46million

CONSTRUCTION

COATINGS

2Q19 LTMSource: Management Estimates

(1) Adjusted to include the Oct. 1, 2014 acquisition of the Performance Additives and Titanium Dioxide businesses of Rockwood Holdings, Inc. as if consummated at the beginning of the period,

based upon their management’s representation; excludes the related sale of our TR52 product line – used in printing inks – to Henan Billions Chemicals Co., Ltd. in December 2014; and excludes

the allocation of general corporate overhead by Rockwood

$ in millions

103

119

8998

91

69 6972 62

46

15%16%

13%15%

14%

12%12% 12%

10%9%

2010 2011 2012 2013 2014 2015 2016 2017 2018 2Q19 LTM

Segment Adj. EBITDA Segment Adj. EBITDA Margin

Architectural Coatings

14%

Industial Coatings

12%

Construction42%

Plastics16%

Fibres & Films3%

Agriculture & Water

4%

Other3%

Personal Care, Food,

Pharmaceuticals &

Active Materials

6%

18

22

1613

22 21

15 15

24 23

12

3

15 16

12%13%

12%

9%

14%

13%

10%10%

14%13%

8%

3%

11%12%

Functional

Additives

Performance Additives

Source: Company filings8

Residential construction (ACQ,

ECOLIFETM and Copper Azole)

Protects wood from decay and

fungal or insect attack

Industrial construction

(Chromated Copper Arsenate)

Prolongs service life of wood

Polyaluminium chloride

based flocculants

Clarifies water by promoting the

sedimentation of particles

Highly durable red, yellow, black

and tan pigments

Colorants for paint, plastics and

concrete

Iron Oxides

Unique blue-shade pigments

Violet and pink variants

Ultramarines

Specialty Inorganics

Chemicals

Weather-resistant, chemically

stable pigments

Distinct color shades

Driers Controls the drying rate of a paint

or ink

Color

Pigments

Timber and

Water

Treatment

Barium and Zinc Additives Fillers that enhance the gloss and

flow of paints and the mechanical

properties of plastics

Specialty soft white pigments

Product Characteristics & Uses Competition Benefit

35%

29%

36%

2Q19 LTM EBITDA

% split

Product overview

Strong EBITDA margins

Complementary and common

process technology

Similar customer base to TiO2

High cash conversion margins

Good geographic balance

Similar customer base to TiO2

Common process technology

Limited number of major

competitors

Stable demand profile

High cash conversion

Target $40 million of annual adjusted EBITDA benefit

– $4 million of incremental EBITDA benefit in 2Q19

– $7 million of cumulative benefit captured through

2Q19

– Expect to exit 2020 at the targeted run-rate(1)

2019 2020

>$10

~$30

Delivery on Business Improvement Program

9

Areas of EBITDA Improvement

2019 Business Improvement Program Highlights

$ in millions

(1) Compared to year-end 2018 baseline

Expected Annual EBITDA Capture$ in millions

Expect to deliver ~$40mm annual EBITDA benefit

Benefits from:

– TiO2 manufacturing costs and efficiencies

– Performance Additives costs and improvements

– Reduction in SG&A

$40

TiO2 efficiencies PerformanceAdditives costs

and improvements

SG&A reduction EBITDAImprovement

Capital Resources

(1) Includes specialty technology transfer capital expenditures

(2) Includes Pori wind-down costs, closure costs and prior capital expenditures at Pori unrelated to the transfer program

(3) Defined as net debt divided by trailing 12 month adjusted EBITDA as of June 30, 2019

(4) Scheduled maturities of our debt, excluding debt to affiliates and excluding borrowings under the ABL

10

Cash Uses 2Q19 YTD 2019E

Adjusted EBITDA 61 121

Capital expenditures(1) (20) (48) (130)

Cash interest (5) (23) (40)-(45)

Primary working capital change (43) (91) 25-40

Restructuring (10) (17) (30)-(35)

Other (includes pension) (14) (18) (60)-(70)

Cash income taxes (2) (3) 10 - 15%

Pori cash expenses, net(2) (17) (53) (65)-(70)

Total free cash flow $(50) $(132)

$ in millions

Liquidity of $307mm as of June 30, 2019

– $50mm of cash and $257mm available under the

ABL

– Upsized the ABL capacity by $50mm in 2Q19 to

$350mm

Net debt leverage(3) of 3.0x

– No significant debt maturities until 2024(4)

Taxes

– 2019 expected adj. effective tax rate of ~35%; cash

tax rate of 10-15%

– Long-term adj. effective tax rate of 15-20%; cash tax

rate of 10-15%

– ~$1.1bn of Net Operating Losses

See Appendix for reconciliations and important explanatory notes

Sequential moderation in cash uses in the second quarter

Financial profileActual Estimate

Why Venator?

11

Well positioned to benefit from favorable long-term TiO2 industry fundamentals

Industry leader in specialty TiO2 applications

Complementary portfolio of Performance Additives businesses

Aggressive self-help through Business Improvement Program

Intense focus on free cash flow generation

Appendix

12

Pro Forma Adj. EBITDA Reconciliation

(1) Adjusted to include Rockwood pro forma

(2) Pro forma for unrealized benefit from the $60mm fixed cost reduction element of the 2017 Business Improvement Program and the $40mm cost reduction from the 2019 Business Improvement Program13

$ in millions 2010 2011 2012 2013 2014 2015 2016 2017 2018 2Q18 2Q19 2Q19LTM

Net (loss) Income $ (162) $ (352) $ (77) $ 144 $ (157) $ 198 $ 22 $ (415)

Net income attributable to noncontrolling interests (2) (7) (10) (10) (6) (2) (1) (4)

Net income of discontinued operations – (10) (8) (8) – – – –

Interest 2 30 44 40 40 10 10 41

Taxes (17) (34) (23) 50 (8) 45 (9) (81)

Depreciation and Amortization 93 100 114 127 132 35 29 118

EBITDA $ (86) $ (273) $ 40 $ 343 $ 1 $ 286 $ 51 $ (341)

Business acquisition and integration expenses (adjustments) 45 44 11 5 20 2 (1) 17

Separation expense, net – – – 7 2 – – 1

US income tax reform – – – (34) – – – –

Purchase accounting adjustments 13 – – – – – – –

(Gain) loss on disposition of businesses/assets (1) 1 (22) – 2 2 – –

Certain legal settlements and related expense 3 3 2 1 – – 1 1

Amortization of pension and postretirement actuarial losses 11 9 10 17 15 4 4 16

Net plant incident costs (credits) – 4 1 4 (232) (273) 6 54

Restructuring, impairment, and plant closing costs 62 220 35 52 628 136 0 495

Adjusted EBITDA $ 47 $ 8 $ 77 $ 395 $ 436 $ 157 $ 61 $ 243

Corporate and other 29 53 53 64 43 13 10 46

Operating Segment Adjusted EBITDA $ 76 $ 61 $ 130 $ 459 $ 479 $ 170 $ 71 $ 289

Titanium Dioxide Segment EBITDA(1) 306– 699– 449– 117 134 (8) 61 387 417 147 55 243

Performance Additives Segment EBITDA(1) 103– 119– 89– 98 91 69 69 72 62 23 16 46

Public company standalone costs (40) (40) (40) (40) (40) (40) (40) (40) (43) (13) (10) (46)

Business improvement program unrealized(2) – – – – – – – 37 20 6 6 42

1Q17 impact from Pori Fire – – – – – – – 15 – – – –

Pori related EBITDA adjustment (63) (127) (100) (33) (50) (50) (49) (75) (41) (23) – –

Pro forma Adjusted EBITDA $ 306 $ 651 $ 398 $ 142 $ 135 $ (29) $ 41 $ 396 $ 415 $ 140 $ 67 $ 285

Reconciliation of U.S. GAAP to Non-GAAP

Measures

14