Q3 2019 Investor Presentation

November 2019

Disclaimer

This presentation is for informational purposes only. This presentation is not an offer to sell, or the solicitation of an offer to buy, any securities of IAA, Inc.

Forward-Looking Statements

Certain statements contained in this presentation include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. In particular, statements made

that are not historical facts may be forward-looking statements and can be identified by words such as “should,” “may,” “will,” “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,”

“estimates,” and similar expressions. In this presentation, such forward-looking statements include statements regarding our transition to a stand-alone public company, our financial outlook for

full-year fiscal 2019 and our growth strategy. Such statements are based on management’s current expectations, are not guarantees of future performance and are subject to risks and

uncertainties that could cause actual results to differ materially from the results projected, expressed or implied by these forward-looking statements. These risks and uncertainties include: the

loss of one or more significant customers; our ability to meet or exceed customers’ expectations, as well as develop and implement information systems responsive to customer needs;

significant current competition and the introduction of new competitors; the risk that our facilities lack the capacity to accept additional vehicles and our ability to obtain land or renew/enter into

new leases at commercially reasonable rates; our ability to effectively maintain or update information and technology systems and to implement and maintain measures to protect against

cyberattacks; our ability to successfully implement our business strategies or realize expected cost savings and revenue enhancements; business development activities, including acquisitions

and integration of acquired businesses; fluctuations in consumer demand for and in the supply of damaged and total loss vehicles and the resulting impact on auction sales volumes;

competitive pricing pressures; the ability of consumers to lease or finance the purchase of new and/or used vehicles; changes in the market value of vehicles auctioned, including changes in

the actual cash value of damaged and total loss vehicles; economic conditions, including fuel prices, commodity prices, foreign exchange rates and interest rate fluctuations; trends in new- and

used-vehicle sales and incentives; and other risks and uncertainties identified in our filings with the Securities and Exchange Commission (the “SEC”), including under "Risk Factors" in our

information statement filed as Exhibit 99.1 to our Registration Statement on Form 10 filed with the SEC on June 13, 2019. Additional information regarding risks and uncertainties will also be

contained in subsequent quarterly and annual reports we file with the SEC. The forward-looking statements included in this presentation are made as of the date hereof, and we undertake no

obligation to publicly update or revise any forward-looking statement to reflect new information or events, except as required by law.

Market & Industry Data

Projections, estimates, industry data and information contained in this presentation, including the company's general expectations and market position and market opportunity, are based on

information from third-party sources and management estimates. The company's management estimates are derived from third-party sources, publicly available information, the company's

knowledge of its industry and assumptions based on such information and knowledge. The company's management estimates have not been verified by any independent source. All of the

projections, estimates, market data and industry information used in this presentation involve a number of assumptions and limitations, and you are cautioned not to give undue weight to such

information. In addition, projections, estimates and assumptions relating to the company's and its industry's future performance are necessarily subject to a high degree of uncertainty and risk

due to a variety of factors, including, but not limited to, those described above, that could cause future performance to differ materially from the company's expressed projections, estimates and

assumptions or those provided by third parties.

Non-GAAP Financial Measures

We believe that our financial statements and other financial data contained in this presentation have been prepared in a manner that complies, in all material respects, with the regulations

published by the SEC and are consistent with current practice, except that the financial information presented (i) may not be consistent with what would be included in a registration statement

filed with the SEC and (ii) includes Organic revenue growth, EBITDA, Adjusted EBITDA, and Organic Adjusted EBITDA (each as described herein) which are financial measures that are not

presented in accordance with generally accepted accounting principles in the United States (“GAAP”). SEC rules regulate the use in filings with the SEC of non-GAAP financial measures such

as these, which are derived on the basis of methodologies other than in accordance with GAAP.

1

Company and Industry Overview

Key Investment Highlights

Leading omnichannel marketplace for total loss, damaged and low-value vehicles with

industry-leading technology and data analytics capabilities

Strong and consistent revenue growth, profitability and cash flow generation with

supportive market fundamentals

Asset-light business model supported by IAA’s vehicle consignment model and high

accounts receivable turnover

Consolidated industry with significant barriers to entry

Highly experienced executive leadership team and a deep bench with extensive

industry expertise

Resiliency through economic cycles

Profitable and growing salvage vehicle market with attractive tailwinds (increasing miles

driven, increasing age of vehicles, growing vehicle complexity, rising repair costs)

✓

✓

✓

✓

✓

✓

✓

3

Large North American Addressable Market

5mm+ UnitsSalvage Auctions

$22bn

~300mmVehicles in

Operation

~42mmUsed Retail Sales

~13mm UnitsRemoved from

Operation

~8mm UnitsRemaining Vehicles

• Vehicles out of service

• Vehicles not processed by

insurance

• Uninsured vehicles

~19mm UnitsNew Vehicle

Sales

4

Comprehensive, End-to-End Solutions

Creates Deeply Embedded

Customer Relationships

Insurance Auto Auctions (“IAA”) Overview

Leading omnichannel marketplace for total loss, damaged and low-value vehicles

$1.4bnLTM (3Q19) Revenue

~3,600Employees

$408mmLTM (3Q19)

Adjusted EBITDA(1)

193Locations

2.5mmVehicles Sold

~40%Share of North

American Market

$323mmLTM (3Q19) Adjusted

EBITDA less Capex(1)

100%Vehicles Offered Online

Consignment Model

Reduces Working Capital Requirements

Via an Asset-Light Business Model

Omnichannel Auctions

Optimizes Buyer Convenience, Enhances Buyer

Participation, Reduces Friction in the Process

Extensive Seller Base and

Global Buyer Base

Supports “Many-to-Many” Network Effects

Advanced Technology and

Data Analytics Capabilities

Enhances Customer Retention and Adoption

___________________________1. Please reference slides 29-32 for a notice regarding Non-GAAP financial measures, including a reconciliation to the most directly comparable GAAP measure.

5

Buyer

Transportation

Via IAA

Overview of the Auction Process

~40 days

(varies by state)

Assignment

to Storage

~2-3 days

Transportation

Via Buyer

InsuranceTitle Procurement |

InspectionImaging | Storage

Sold

Vehicle

Arrives at

IAA Location

Omnichannel

Bidding

$ $

Seller

Entire process takes 45-90 days

6

Diversified Customer Base With Longstanding Relationships

Sellers Buyers

Significant large insurance seller base with a

diverse set of non-insurance sellers, including

charitable organizations, dealer groups and

rental car companies

Long-term business partnerships with 80 of the

top 100 major U.S. insurers

Over 14,000 active sellers in 2018

Large and diverse global buyer base of over

150,000 active buyers across more than

130 countries

Total active buyer growth of nearly 40% and

active foreign buyer growth of over 50% from

2014 to 2018

Highly fragmented buyer base

7

● Enhances auctions through the use of

technology and a democratized marketplace

network model

● Revenue: ~$500-$550 / vehicle

IAA’s Omnichannel Marketplace

Omnichannel Marketplace

BuyersSellers

Dismantlers

Rebuilders

Scrap Dealers

Services

● Large, diverse and global

buyer network with limited

buyer concentration

● Establishes and maintains

deep relationships with over

80 of the top 100 major

national insurers

Services

Insurance Companies

Charitable Organizations

Dealerships

Rental Car Companies

Fleet Lease CompaniesSeller

Fee:

~30%

Buyer

Fee:

~70%

1 Assignment

2 Transportation

3 Check-In

4 Vehicle Protection

5 Title Procurement

6Web-Based

Management System

1 Registration

2 Vehicle Preview

3 Omnichannel Bidding

4 Mobile Buying App

5 AFC Financing

6 IAA Buy Now™

Omnichannel Flow Process

Timed Auctions

Live / Online / Proxy Bidding

IAA Buy NowTM

8

Comprehensive Coverage

Strong Presence and Scale Near Major Metro Areas

U.S. Locations Canada Locations UK Locations

UKNorth America

Presence in Every U.S. State #1 Coverage in Canada Growing Footprint in the UK

Estimated 40% Market Share and Co-Leader in North America

9

Strategic Plan

Expect to provide further details on margin expansion plan in early 2020

Short-Term

● Stand up new public company

● Optimize transition services and new public company costs

● Execute strategy and continue to deliver results for sellers and buyers

● Conduct margin improvement assessment

● De-lever (2.0x – 3.0x)

Long-Term

● Accelerate strategy and growth

● Implement margin expansion plan

● Pursue selective M&A opportunities

Disciplined approach

● Return value to shareholders through disciplined capital allocation

IAA Growth Strategy: Objectives Going Forward

11

IAA Growth Strategy

Employ Disciplined Capital Allocation Strategy

Drive long-term growth and deliver sustainable shareholder value

Broaden Service Offering to Deepen Strategic

Relationships

Add additional innovative services and capabilities

to our leading end-to-end solutions

Expand Internationally in Attractive Markets

Continue to expand existing international presence

and enter new strategically attractive geographic

markets

2

Continue to Innovate and Enhance Data

Analytics Capabilities

Invest in developing new innovative solutions and

capitalizing on data analytics expertise

Enhance International Buyer Network

Expand buyer base on the platform to yield better

outcomes for sellers

63

Enhance Existing Relationships and Expand

Market Share

Grow share of wallet with large insurance carriers

and increase penetration of smaller insurance

carriers and non-insurance sellers

Expand Margins Through Cost Reductions,

Operating Efficiencies and Ancillary Services

Deploy innovative processes and technology to

shorten cycle time and reduce costs to improve

operating margins

1 4

5

12

1 Enhance Existing Relationships and Expand Market Share

Grow volume in low value cars

(e.g. repossessions and high

mileage vehicles)

Align with the largest, fastest-

growing insurance companies

Increase penetration of

small carriers

13

2 Broaden Service Offering to Deepen Strategic Relationships

Comprehensive Platform to Process Auto Insurance Claims Efficiently, from the Loss Event to Asset Liquidation

First Notice of LossLoss

Determination

Vehicle Inspection

and Appraisal

Title

Management

Inventory

Management

Sale and

Settlement

Loan Payoff and

Title Procurement Services

Inspection Services,

Appraisal Optimization via

Data Analytics and Vehicle

Inspection Centers

Revenue growth

opportunity

✓

Deeper strategic dialogue

with customers

✓

Strengthened position of

leadership and trust

✓

Greater customer

stickiness through

increasing workflow

integration

✓

CSA Today and

Market Value

Digital Negotiation /

Approval and

Electronic Payment

14

3 Enhance International Buyer Network

International Buyer Network Expansion Approach

On-site,

in-person

recruiting

State-of-the-art

digital

platform

~30% of our U.S. volume

is exported

Buyer Portal Call Center

Supports

13Languages

~50% growth in the number of

international buyers in our

U.S. marketplace

(2014 to 2018)

Available in

6 Languages

Expanding the base of international buyers brings more bidders to our platform

and yields better outcomes for sellers in our marketplaces

15

4 Reduce Costs to Expand Margins

● Optimize stand-alone public company costs

● Organizational alignment

● Discipline on discretionary spend

Back Office

G&A

Strategic

Sourcing

● Source key categories

● Reduce costs and obtain volume discounts

● Improve terms

Branch

Costs

● Auction and related costs

● Vehicle storage configuration and costs

● Process improvement

● Discipline on discretionary spend

16

4 Drive Operating Efficiencies to Expand Margins

Margin ExpansionProcesses and Technology

Vehicle Check-in

Vehicle Sale

Title and Inventory

Reduced

Cycle Time

Improved Real

Estate

Utilization

$

Higher Buyer

Fees

Increased

Customer

Satisfaction

Reduced

Depreciation

of Vehicle

Value

17

4 Grow Ancillary Services to Expand Margins

Opportunity to monetize data in the future

Seller Services / Solutions Buyer Services / Solutions

IAA Inspection

Services® Data Services

IAA TransportTitle

Procurement

IAA 360˚ View™IAA Loan

Payoff™

18

Continue to Innovate and Enhance Data Analytics Capabilities5

Our culture of innovation and leading data analytics capabilities continues

to enhance economic benefits for both sellers and buyers

HCV PictureAdvanced Data

Analytics

Improve Decision Making

Increase Transparency

Reduce Friction

Sellers Buyers

Reserve Price Optimization

Total Loss Decision Making

Performance Metrics

Market Value Trends

Inventory Optimization

Buy Recommendations

19

6 Expand Internationally in Attractive Markets

Identify opportunities to expand throughout the world

Focus on geographies with a mature used car marketplace,

relatively stable economy and business friendly regulations

Leverage extensive international buyer base to facilitate global expansion

Adapt business models for different markets

20

Financial Overview

Organic Growth Driven by Supporting Fundamentals

___________________________Source: CCC Information Services, Hedges and Company, U.S. Department of Transportation, Autocare Association.

Increasing Industry Total Loss

14.1%

14.1%

15.6%

16.9%

18.0%

18.6% 18.7%

2013 2014 2015 2016 2017 2018 YTD3Q19

U.S. Light Vehicle Car Parc U.S. LTM Miles Driven

(Vehicles in Operation in millions) (Miles in trillions)

249

276

2013 2018

2.99 3.22

2013 2018

11.4

11.7

2013 2018

Key Drivers

(Years)

Key Drivers

Supportive macroeconomic

trends and low fuel prices as a

catalyst for vehicle use

Ride share and parcel delivery

increasing

Vehicle values decline as the

car parc ages

Increasing driver distractions

Multi-year increase in accident

rates

Collision repair cost increasing

due to vehicle complexity as

well as increasing labor and

parts costs

Substantial increase in total

loss rates over the past 10+

years

U.S. Average Vehicle Age Total Loss % of Total Claims

Growing U.S. Car Parc and Miles Driven Resulting in More Accidents

22

Revenue

Adjusted EBITDA less Capex(1)Adjusted EBITDA(1)

$280

$328

$383 $408

2016 2017 2018 LTM (3Q19)

Adjusted EBITDA Margin(1):

26% 27% 29% 29%

$1,098

$1,219

$1,327 $1,416

2016 2017 2018 LTM (3Q19)

$238

$274

$316 $323

2016 2017 2018 LTM (3Q19)

($ in millions)

($ in millions) ($ in millions)

___________________________1. See reconciliation on slide 31.2. Unaffected for estimated public company costs of $8-$10mm.

Financial Performance

(2)(2)(2)(2)

Commentary

● Strong cash flow generation sustained through low

maintenance capital expenditures and working capital

requirements

23

Q3 2019 Financial Results

24

($ in millions)

September 29, 2019 September 30, 2018 September 29, 2019 September 30, 2018

Revenue(1)

$357.3 $321.1 $1,080.9 $991.6

% Growth 11.3% 9.0%

% Organic Revenue Growth(2)

9.8% 8.9%

Adjusted EBITDA(1) (3)

$99.1 $87.6 $312.3 $287.3

Adjusted EBITDA Margin 27.7% 27.3% 28.9% 29.0%

Organic Adjusted EBITDA(4)

$96.0 $87.6 $310.1 $287.3

(3) See reconciliation on slide 31

(4) See reconciliation on slide 32

Quarter Ended Year-to-Date Ended

(2) See reconciliation on slide 30

(1) Revenue and Adjusted EBITDA includes $3.6 million related to a non-cash adjustment for certain revenue agreements

Fiscal 2019 Financial Outlook

Revenue Growth~7.0%-7.5% Organic*

Compared to fiscal 2018 consolidated revenues of $1.3 billion

Adjusted EBITDA

Growth

~6.0%-7.0% Organic*

Compared to fiscal 2018 Adjusted EBITDA of $383 million

25

*Includes the impact of known volume shifts

Long-Term Financial Outlook

Revenue Growth~5%-7% Organic

Upside from M&A and Ancillary Services

Adjusted EBITDA

Growth

~6%-8% Organic

Upside from Margin Expansion Plan and M&A

26

Preliminary view is for growth in revenue and Adjusted EBITDA in 2020 to potentially fall somewhat below the longer-term

targets

Capital Allocation Priorities

Initial use of excess cash generated by the business for debt reduction,

with target net leverage of ~2.0x-3.0x

A

Patient and disciplined investment in strategic growth

B

Evaluate initiatives to return capital to shareholders

C

27

Appendices

Non-GAAP Financial Measures

Organic revenue growth is growth in GAAP revenue adjusted to exclude (a) non-cash adjustments to certain revenue agreements, (b)

sales from acquired businesses recorded prior to the first anniversary of the acquisition, and (c) the impact of currency movements. We

believe that this measure helps investors analyze revenue on a comparable basis versus the prior year.

Adjusted earnings before interest, income taxes, depreciation and amortization (Adjusted EBITDA) is a non-GAAP measure calculated

as net income (loss) before income taxes, interest expense, and depreciation and amortization (EBITDA) and further adjusted for items

that are not representative of ongoing operations including, but not limited to, (a) transaction and other costs related to the spin-off from

KAR Auction Services in the second quarter of 2019, (b) severance, restructuring and other retention expenses, (c) the net loss or

gains on the sale of assets or associated with certain M&A, financing and other transactions, (d) other expenses that we do not believe

are indicative of our ongoing operations, as well as (e) gains and losses related to foreign currency exchange rates. Organic Adjusted

EBITDA is further adjusted to exclude (a) non-cash adjustments to certain revenue agreements, (b) sales from acquired businesses

recorded prior to the first anniversary of the acquisition, and (c) the impact of currency movements. We believe that these measures

provide useful information regarding our operational performance and helps lenders and investors compare our performance to prior

and future periods. We have made changes to our calculation of Adjusted EBITDA compared to what was previously reported for IAA

by KAR Auction Services, including in the Form 10. For Adjusted EBITDA, we no longer adjust for stock compensation and deferred

rent, but will continue to adjust for the other items defined above and noted in our reconciliation. We have conformed all prior period

amounts to this new presentation.

We have not provided a reconciliation of Adjusted EBITDA outlook for fiscal 2019 to net income, the most directly comparable GAAP

financial measure, because, without unreasonable efforts, it is unable to predict with reasonable certainty the amount or timing of non-

GAAP adjustments that are used to calculate Adjusted EBITDA, including, but not limited to, (a) transaction and other costs related to

the spin from KAR Auction Services in the second quarter of 2019, (b) severance, restructuring and other retention expenses, (c) the

net loss or gains on the sale of assets or associated with certain M&A, financing and other transactions, (d) other expenses that we do

not believe are indicative of our ongoing operations, as well as (e) gains and losses related to foreign exchange rates. These

adjustments are uncertain, depend on various factors that are beyond our control and could have a material impact on net income for

fiscal 2019.

29

Reconciliation of Organic Revenue Growth

30

Three Months Ended Nine Months Ended

Sept 29, 2019 vs. Sept 29, 2019 vs.

Three Months Ended Nine Months Ended

Sept 30, 2018 Sept 30, 2018

Revenue Growth 11.3% 9.0%

Less:

Revenue agreement adjustment -1.1% -0.4%

DDI acquisition revenue -0.6% -0.2%

Foreign currency impact 0.2% 0.5%

Organic Revenue Growth 9.8% 8.9%

Adjusted EBITDA Reconciliation

31

Organic Adjusted EBITDA Reconciliation

32

Quarter Ended Year-to-Date Ended

Sept 30, 2018 Sept 29, 2019 Sept 30, 2018 Sept 29, 2019

$ in millions

Statement of income data

Net income $39.0 $41.8 $137.1 $147.6

Add back:

Income taxes 14.0 15.7 47.4 54.7

Interest expense, net 9.6 17.5 28.9 39.1

Depreciation & amortization 24.3 22.1 73.1 66.0

Other financial data

EBITDA $86.9 $97.1 $286.5 $307.4

Spinoff costs 0.9 0.8 1.9 3.3

Retention / severance 0.0 1.1 0.1 1.5

Loss (gain) on sale of assets (0.1) 0.0 (0.4) (0.0)

Acquisition costs 0.0 0.1 0.0 0.2

Flood insurance reimbursement 0.0 0.0 (0.7) 0.0

Non-operating foreign exchange loss (gain) (0.0) (0.1) (0.0) (0.1)

Adjusted EBITDA $87.6 $99.1 $287.3 $312.3

Non-cash adjustment for certain revenue agreements $0.0 ($3.6) $0.0 ($3.6)

Currency movements $0.0 $0.1 $0.0 $1.0

DDI EBITDA $0.0 $0.4 $0.0 $0.4

Organic Adjusted EBITDA $87.6 $96.0 $287.3 $310.1

Note: Amounts will not always recalculate due to rounding