Molson Coors Beverage Company · NYSE:TAP
Molson Coors Beverage — Coors Adolph — Merger or Acquisition (December 2004)
23 slides from Molson Coors Beverage's merger presentation, Dec 21, 2004
Slide 1: Molson Coors Brewing Company: Outlook for MergeCo
Molson Coors Brewing Company Outlook for MergeCo Leo Kiely Tim Welt President & Chief Executive Officer Chief Financial Officer Adolph Coors Company Adolph Coors Company MOLSON @) December 2004
Slide 2: Forward Looking Statements
Forward Looking Statements ‘This presentatenindudes “oraard ooking statement wihin fe messing of he US. federal sacuiies lave, Fonvardloshing statement are commeely dented by such teims and phases as "woul may’, wd, "expect of “expected to” and othe teens wih suat meaning indicat posible tute vents
Slide 3: A Good Deal for Molson & Coors Shareholders
A Good Deal for Molson & Coors Shareholders Strong and Stable Platform for Development Creates Significant Identified Synergies Secures Coors Light Brand - Most significant growing brand in Molson’s portfolio Significant Revenue Growth Opportunities for MergeCo Coors Management Team's Strong Track R
Slide 4: Merger Establishes Balanced Platform in Developed and Emerging Markets
Merger Establishes Balanced Platform in Developed and Emerging Markets * Strong positions in world’s highest-margin beer markets + Growth opportunities through underdeveloped regions/brands in mature markets and Brazil 2003 Volume 60M hi LTM Net Sales US$6.2B LTM EBITDA US$1B Ci Bus) Micanaaa Oui (2
Slide 5: With Leading Positions in Key Markets
With Leading Positions in Key Market: S Top Brand Canada United States Brazil ‘Source Datamontor and Brenets of Canada @e02) Strong brands in some of the world’s lar¢ MOLSON @ All Brands eer markets
Slide 6: Ability to Focus Investments on Highest-Margin Sectors: Canada and UK
Ability to Focus Investments on Highest- Margin Sectors: Canada and UK Coors Canada impact $50 $40 Investments $30 | | Balance ad $20 t $0 Canada UK us WEBITDA/hI MI Mktg/hl n of incremental marketing spend behind growth in hii marg arkets and channels
Slide 7: Coors Americas Leverage: 1997-2001 vs. 2003/04
Coors Americas Leverage: 1997-2001 vs. 2003/04 2004 YTD Volume: 2.5% (1.4%) (2.2%) Pricing: 1.9% 1.8% 2.2% COGS per barrel: 0.9% 0.9% 2.0% MG&A per barrel: 3.9% 3.8% 6.8% Pre-tax income: 21.4% 1.0% 3.2% (1) Q3YTD, excluding effect of FN46 accounting rule. Reported pretax +8.4%, 2004 YTD STRs: (0.7%)
Slide 8: Cost Synergies Drop to Bottom Line
Cost Synergies Drop to Bottom Line (USSM) Cost Base Brewery Network Optimization $60 1.1% Procurement Savings 65 12 Overhead Reductions 25 05 Technology and Other Cost Synergies 26 05 Total $175 million 3.3% M ger synergies are incremental to existing cost savings programs underway at Molson and Coo
Slide 9: Revenue Growth Opportunities
Revenue Growth Opportunities + Incremental market investment in Canada; unleash Coors Light + Support value entry to regain share and drive volume savings + Continue to enhance Coors Light focus/positioning + Leverage Molson brands in full US system + Expand testing of Marca Bavaria + Incremental ma
Slide 10: Canada Strategy — Focus on Light Beer Dominance
Canada Strategy — Focus on Light Beer Dominance U.S. Market Share Canadian Market Share® — 21.4MM HL cage cage 12% ese raf 3% Ley 4% aay a8 eo Saisie wr] + Replicate U.S. experience — market grew from 30.6% in 1990 to 46.8% of the market in 13 years. + Based on this experience, we believe the Light
Slide 11: Canada Strategy — Light Beer Dominance
Canada Strategy — Light Beer Dominance + Based on current percentage of Light market (68%), we expect Coors Light could grow from 8.5% (1.82MM HL) of the Canadian market today to 14.5% (3.10MM HL) long-term + Strategy would be to market heavily both Canadian and Coors Light to stabilize Canadian and
Slide 12: U.S. Strategy — Cost & Revenue Enhancement
U.S. Strategy — Cost & Revenue Enhancement Cost Savings Plant Efficiencies 7 Distribution fa 100MM ITDA over five yea Packaging and Materials _) Revenue Strategy + Improved Sales focus and resources (chains and on-premise) + Refined Marketing strategy + Distribution improvements; consolidation and b
Slide 13: Potential Financial Upside
Potential Financial Upside $600 $500 (US$ in MM) ae 8 8 8 8 8 $198 Canada Light Beer Strategy US. Cost Savings US. Volume Growth Cost Synergies estment and shareholder return $477MM in EBITDA
Slide 14: Shareholder Return Focused: U.K. Experience
Shareholder Return Focused U.K. Experience + Purchased Carling in 2002 for US$1.7BN (8.0x 2002 EBITDA) Improved market share from 18.8% in 2001 to 20.6% LTM Proven track record of improved market volume and share in a declining U.K. market EBITDA has improved from US$207MM in 2001 to US$232MM in 200
Slide 15: Shareholder Return Focused
Shareholder Return Focused Total Shareholder Return — 10 Years!) Total Retum Summary ~ 10 Yearst") ie i gC EEE {TaN GERD wae DRING BHR SRITSNDRTH ERTS OS TR EPS Growth (10 Year CAGR)@) Coors Americas Gross Margins
Slide 16: Cash and Debt Discipline Drives Returns
Cash and Debt Discipline Drives Returns Cash Flow Growth (10 Year CAGR}\") Cash Flow Growth (5 Year CAGR}\ Debt Repayments Since 2002 CBL Acquisition + Sources: = Operating cash flow $1,214MM — Asset monetization $104MM = Other (settlement) $25MM + Uses: — Capital spending (896MM) Dividends, option
Slide 17: Independent, Balanced Board
Independent, Balanced Board Independent Hele Independent Molson Coors Independent Office of Synergies & Integration [BB incependent Molson Vice Chairman CEO Coors Independent Neill Leo Kiely Independent Mi cece Peter Coors Family Coors Family Independent board: 15 members, 9 independent, 6 insiders
Slide 18: Corporate Governance
Corporate Governance + Currently, Coors Famity Trust has 100% of voting stock and elects all directors + ln the merger with Molson, the Coors Trusts agreeing to give up its current absolute vting contra in ‘order for Coors to obtain the benefits to all shareholders trom the synergies the merger will
Slide 19: Corporate Governance
Corporate Governance + Current Coors and Molson non-voting shareholders will post-merger have right to vote separately as a class on — Mergers — Sale of substantially all assets — Amendment of Certificate of Incorporation that would * Increase or decrease in number of authorized B shares * Change th
Slide 20: A Good Deal for Molson & Coors Shareholders
A Good Deal for Molson & Coors Shareholders Strong and Stable Platform for Development Creates Significant Identified Synergies Secures Coors Light Brand - Most significant growing brand in Molson’s portfolio Significant Revenue Growth Opportunities for MergeCo Coors Management Team's Strong Track R
Slide 21: Supplemental Information
Supplemental Information MOLSON @) Coots
Slide 22: Financial Strength and Flexibility Drives Growth in Revenue, Profits and Returns
Financial Strength and Flexibility Drives Growth in Revenue, Profits and Returns LTM Combined (ussM) Molson Coors _Pre-synergies Synergies Net sales 1974 4,201 6175 6175 EBIT 358 332 688 863 Margin 18.1% 7.9% 14.4% 14.0% EBITDA 408 594 1,002 477 Margin 20.6% 14.1% 16.2% 19.1% Net income 185 7 362 47
Slide 23: Searchable text section of graphics shown above
Searchable text section of graphics shown above Mol son Coors Brewing Company Outlook for MergeCo Leo Kiely Tim Wolf December 2004 President & Chief Executive Officer Chief Financial Officer Adolph Coors Company Adolph Coors Company [LOGO] [LOGO] For ward Looking Statements This presentation include