Specialty pharma meets M&A competence INVESTOR RELATIONS Investor Presentation per May 2019
Jan 20, 2021
Specialty pharma meets M&A competence
INVESTOR RELATIONSInvestor Presentation per May 2019
AT A GLANCE
Company Snapshot Profitable Growth
Recently Closed Acquisitions Brand diversification by area
Family‐owned company with > 25 years of pharma sector expertise
Buy and Build strategy
M&A know‐how and track record with > 90 products acquired
Branded specialty pharma / niche products in over 120 countries
Value creation via scalable platform and Life‐Cycle‐Management
Asset light business model with strong scientific backbone
Revenue growth < € 1m in 1998 to c. € 292m in 2018
80122
228292
38 68134
167
2015A 2016A 2017A 2018A
Sales EBITDA
56% 59%47%
Gastroenterology
Adiposity
Cardiology
Infection Medicine
Haematooncology
Other Therapeutic Areas
OphthalmologyHaematology
Oncology
Addiction Medicine
57%
07/201809/2018 04/2018
Average age: c. 25 years
09/2018
09/2018
01/2019 09/201801/2019
% EBITDA margin
2
29%
15%
13%8%
7%
7%
7%
5%
2%2% 2% 3%
2018 PF¹
Sleeping Disorder
Emergency Medicine
1) Pro Forma, including Net sales and TSA related sales
15%
9%
7%
5%
2%2%14%
7%3%
3%2%1%
9%
6%
6%
5%4%
15%
15%
12%
8%7%6%
5%
5%4%
1%11% Atacand/Plus Xenical
Dilatrend Cymevene
Visudyne Deursil/Ursolvan
Fungizone Konakion
Vesanoid/Tretinoin Questran
Distraneurin Anexate
VePesid Rohypnol
Sotalex Etopophos
Lexotan Dormicum
All other
ea. 2%
3
PORTFOLIO OVERVIEW
TOP 3 = 42% Legacy
Niche
EuropeJapanKorea
China
Taiwan
Hong Kong
Rest of Asia
Asia & Oceania (30%)
Other Regions (16%)
Italy
France
Germany
Spain
Switzerland
UK
Europe (54%)
Rest of Europe Oceania
Latin America and Caribbean
North America
AfricaAsia & Oceania
Other Regions
Sales by Products
Sales by Geography
CHEPLAPHARM is well diversified across products and geographies, providing global reach to Big Pharma
47%
31%
22%
Niche vs. Legacy
Business Footprint
• Business in more than 120 countries
• Vast network of distribution partners globally
• Secured supply and production network
1) Pro Forma, including Net sales and TSA related sales
2018 PF¹
2018 PF¹
2018 PF¹
4
FIGURES AS PER 12/2018
> 85Products
> 10Therapeutic
Areas
> 900AcquiredMarketing
Authorisations
> 24mPacks of
pharmaceuticalproducts p.a.
> 250Employees
from15 Nationalities
> 130Distribution
partners globally
167m€EBITDA*
*Exceptional items not considered
30Yrs of experience
within themanagement
292m€Sales*
*Mix of Net sales and TSA related sales
Deal Sourcing & Due Diligence
Life‐Cycle ManagementKey value levers: (i) overhead cost and complexity reduction, (ii)
optimization of production costs, (iii) active pricing strategy and (iv) well‐established partners for production / D&M
ProductionResearch & Development
5
Distribution & Marketing
BUY – INTEGRATE – BUILD / OPTIMIZEDisciplined identification of right acquisition targets, integration into outsourced supply chain
and optimization via professional Life‐Cycle Management
No R&D activities & associated risks
Focus on inorganic growth acquiring branded original off‐patented niche or legacy products from Big Pharma
CHEPLAPHARM is principally shifting distribution & marketing to its own external exclusive distribution network or taking over agreements by assignmentCHEPLAPHARM’s clear focus and key competence is Life‐Cycle Management creating added value vs Big Pharma
Lean set‐up given outsourced manufacturing and distribution activities to trusted, qualified and long‐standing 3rd parties
BUSINESS MODEL
UNIQUE, LOW RISK BUSINESS MODEL
6
Acquisition of “tried and tested” pharmaceuticals with sticky customer base, long‐phase out periods and high brand awareness requiring no / less marketing
Post‐Patent Phase Management ofproduct Life‐Cycle
Optimization ofcost structure
• Limited competition,no relevant generics
• Unlikely to be replacedby new treatment guidelines
• Stable to little growing sales and cash flows
TimeCash
Development Phase Patent Phase
CHEPLAPHARM’s Business Model
Niche product ‐ Lower volume – typically no or limited competition (solid and stable sales)Legacy product ‐ Higher volume – generic competition (price competitive)
CHEPLAPHARM advantages:• Limited or no competition• 10+ years out of patent• Stable sales• Low risk due to “tried & tested” pharmaceuticals
• Stable market share following generics competition
• High brand loyalty being able to retain customers
• Stable to slightly declining sales and cash flows
1
2
Key characteristics
Nicheproducts
Legacy products
2
1
LIMITED COMPETITION MARKET SEGMENT / BARRIERS TO ENTRY
7
Strong relationships to big pharmas and reliability being key for any upcoming transaction representing a significant barrier to entry for potential new market players
M&Atrack record and regulatory competence
Fast ‐ Flexible ‐Reliable
Package Deals
Global distribution
And many more…!
FROM SIGNING TO TRANSITION
Signing of the Asset Purchase Agreement (APA) and ancillary contracts like TSA, PVA and MSQA/ TMA
8
Payment of the purchase price when APA becomes effective
Immediate start of integration process
Start of preparing Business Transfer Plan
Transfer of all IP and know‐how Transition to exclusive CP
cooperation partner network (in terms of distribution and CMO)
Transition period lasts according to agreement with seller
Signing Closing Transition
0
200
400
600
800
1000
1200
1 2 3 4 5 6 7
CREATING VALUE FROMLIFE‐CYCLE MANAGEMENT
Life‐Cycle Value of
Big Pharma
Life‐Cycle Value of
CHEPLAPHARM
Overhead Reduction
Reduction ofProduction Costs
Active Price Strategy
Reduction ofcomplexity
Others
Schematic presentation for illustration purposes only
9
Life‐Cycle Management comprises several measures with regular optimization of production costs being the most important value lever
Life‐Cycle Management provides additional upside, i.e. neither included in investment decision nor in
CHEPLAPHARM’s business plan
Basis for investment decision (ROI calculation)
SUMMARY ‐ KEY CREDIT HIGHLIGHTS
10
Unique, low risk business model with easy scalability
Strong acquisition track record and global distribution
Limited competition market segment
Diversified sales base and high revenue visibility
Limited capex requirements resulting in significant cash generation
Highly qualified management with proven operational and M&A track record
1
2
3
4
5
6
Specialty pharma meets M&A competence
APPENDIX
ORGANISATIONAL STRUCTURE
12
100%
RubiePharmArzneimittel GmbHSanavita GmbH
CHEPLAPHARM Arzneimittel GmbHMoody´s B1 / S&P B
RubiePharmVertriebs GmbH
Glenwood LLCCHEPLAPHARMFrance SAS
Walter RitterGmbH & Co KG
WR Pharmaceuticals Vertriebs GmbH
COMMENTS FROM THE RATING AGENCIES
13
“ CHEPLAPHARM runs a profitable and cash flow generative business model
…. good therapeutic and geographic diversity
…. successful track record and established relationships with leading global pharma companies ”
“ CHEPLAPHARM will be able maintain its profitability metrics, supported by management's focus on lifecycle management activities
The main strengths of the company is its established track record of careful productselection ….
…. the company has been able to generate average EBITDA margins of about 55% ”
CONTACT
14
Request further information
HEADQUARTER
CHEPLAPHARM Arzneimittel GmbH
Ziegelhof 24
17489 Greifswald
Internet: www.cheplapharm.com
Jens Remmers
Head of Investor Relations
Tel.: +49 (0) 3834 8539‐145
Email: investor‐[email protected]
Jens Rothstein
Chief Financial Officer
Tel.: +49 (0) 3834 8539‐122
DISCLAIMER
15
These materials (the “Document”) contain confidential information regarding Cheplapharm Arzneimittel GmbH (the "Company"). This Document issubject to the terms of the Confidentiality Agreement entered into between the Company and the recipient. Therefore, by accepting this Document,the recipient agrees that recipient will return this Document together with any copies thereof to the Company upon request.
The information contained in this Document does not purport to be all‐inclusive or to contain all information that is required to properly evaluate apotential transaction. Any recipient of this Document should therefore conduct its own independent analysis of the Company and the data containedor referred to in this Document. The Company, does not intend to update or otherwise revise this Document or other materials supplied herewith.
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The recipient of this Document must not construe any of the contents of this Document as legal, business, or tax advice. Each recipient shouldtherefore consult its own attorney, business advisor and tax advisor as to legal, business, tax and related matters concerning this Document.