Advanced Drainage Systems, Inc. · NYSE:WMS
Advanced Drainage Systems — Merger or Acquisition (September 2025)
22 slides from Advanced Drainage Systems's merger presentation, Sep 23, 2025
Slide 1: ADS Acquisition of NDS
ADS Acquisition of NDS A Compelling and Strategic Transaction Aligned with the ADS Water Management Strategy September 23, 2025 Exhibit 99.2
Slide 2: Today's Speakers
Scott Barbour President and Chief Executive Officer Scott Cottrill Executive Vice President, Chief Financial Officer Mike Higgins Vice President, Corporate Strategy & Investor Relations Today’s Speakers
Slide 3: Disclaimers
Disclaimers Certain statements in this presentation may be deemed to be forward-looking statements. These statements are not historical facts but rather are based on the current expectations, estimates and projections of Advanced Drainage Systems, Inc. (the “Company”) regarding the Company’s busines
Slide 4: Agenda
Agenda 3 Financial Benefits 4 Closing Remarks 1 Transaction Overview 2 Strategic Benefits 5 Appendix
Slide 5: Transaction Overview
Transaction Overview
Slide 6: Transaction Overview
Transaction Overview Purchase Price ADS will acquire the water management business of Norma Group SE (DAX: NOEJ), known as National Diversified Sales (“NDS”), for approximately $1.0 billion, or approximately $875 million when adjusted for the present value of expected tax benefits The transaction va
Slide 7: A Leader in Residential Stormwater Management, Landscape Irrigation and Flow Management
A Leader in Residential Stormwater Management, Landscape Irrigation and Flow Management NDS Overview NDS Financials1 Revenue Adj. EBITDA Company Overview National Diversified Sales (“NDS”), founded in 1972, is a leading U.S. supplier of residential stormwater management, landscape irrigation and con
Slide 8: Accelerating transformation into a comprehensive water management solutions provider
Accelerating transformation into a comprehensive water management solutions provider, enhancing resiliency, growth and profitability Highly Complementary Transaction Diversifies Revenue Base Toward Higher Growth and Margin Products and Segments Note: NDS financial information is estimated and presen
Slide 9: Transaction Adds to ADS' Track Record of Investing in Growth
Transaction Adds to ADS’ Track Record of Investing in Growth >60% of Capital Allocated Towards Growth over Past 10 Years M&A 41% Capital Expenditures 25% Dividends 9% Repurchases 25% FY’14 – ’25: >$3bn in capital allocated Disciplined capital allocation framework and strong balance sheet provides fl
Slide 10: History of Creating Value Through Strategic Acquisitions
History of Creating Value Through Strategic Acquisitions XX Key Integration Factors Results SYNERGIES ~$60 million PERFORMANCE Sales (+2x) and profitability (>600bps) INVESTMENT ~$225 million Doubled Infiltrator Revenue Under ADS Ownership ~2x | +17% CAGR Highly Successful Combination of Two Complem
Slide 11: Strategic Benefits
Strategic Benefits
Slide 12: Key Takeaways
Key Takeaways Adds Complementary New Offerings in Attractive Allied Products Segment Unlocks Significant Value Creation Potential with Over $25 Million in Expected Annual Cost Synergies Enhances Go-to-Market Capabilities and Scale in Both Retail and Distributor Channels Expands Addressable Markets w
Slide 13: NDS Offers a Complementary Portfolio of Products in Growing Markets
NDS Offers a Complementary Portfolio of Products in Growing Markets Pro Span Flow Management (15% of NDS revenue) Ad Check Valves Saddles ADS NDS Landscape Irrigation (30% of NDS revenue) Timers Driplines Tubing Outlets Valves Adapters Drip Zone Kits Control Zone Valves & Filters Fittings Access Box
Slide 14: Enhances Go-to-Market Capabilities in both Retail and Distributor Channels
Enhances Go-to-Market Capabilities in both Retail and Distributor Channels Enhances relationships in customer base, with enhanced exposure to e-commerce and repair and remodel markets Wholesalers and Distributors Retail and E-Commerce Complementary manufacturing and distribution footprint improves c
Slide 15: Significant Value Creation Fueled by Over $25 Million in Expected Annual Cost Synergies
Offers Significant Value Creation Fueled by Over $25 Million in Expected Annual Cost Synergies COST SYNERGIES Revenue SYNERGIES Proven integration expertise will drive operational efficiency, margin improvement, and enhanced customer value Direct to Consumer Sales Expand Market Opportunities Cross S
Slide 16: Financial Benefits
Financial Benefits
Slide 17: Strong Combined Pro-Forma Financial Profile
Product Mix2 Flow Management ~15% Strong Combined Pro-Forma Financial Profile1 Note: NDS financial information is estimated and presented inclusive of estimated due diligence adjustments to approximate a normalized US GAAP basis. 1Represents pro-forma financial information for the TTM period ended 6
Slide 18: Key Takeaways
Key Takeaways Adds Complementary New Offerings in Attractive Allied Products Segment Highly complementary product solutions in water capture Supplementary distribution approaches, enhancing a broad set of solutions for residential, non-residential, turf and irrigation applications Unlocks Significan
Slide 19: Appendix
Appendix
Slide 20: Reconciliations - ADS
Reconciliations - ADS /IDDS. Net income Depreciation and amortization Interest expense Income tax expense EBITDA Restructuring and realignment expense” Stock-based compensation expense Transaction costs” Interest income Other adjustments” ‘Adjusted EBITDA Adjusted EBITDA Margin ‘Twelve Months Ended
Slide 21: Reconciliations - ADS
Reconciliations - ADS Twelve Months Ended Three Months Ended Three Months Ended Twelve Months Ended (Amounts in March 31, 2025°) June 30, 2024 June 30, 2025 June 30, 2025 Pipe $ 1,486,325 S (426,388) $ 415,538 $ 1,475,475 Infittrator 877,876 (147,302) 178,353 608,927 International International - Pi
Slide 22: Reconciliations - ADS
Reconciliations - ADS The leverage ratio is calculated as net debt divided by the trailing twelve months Adjusted EBITDA: (Amounts in thousands) June 30, 2025 Total debt (debt and finance lease obligations) $ 1,430,243 Cash 638,268 Net debt (total debt less cash) $ 791,975 Leverage Ratio 0.9 JINDS
Advanced Drainage Systems — Merger or Acquisition (September 2025) on 6ix