Viatris Inc. · NASDAQ:VTRS
Viatris — Mylan — Merger or Acquisition (July 2019)
24 slides from Viatris's merger presentation, Jul 29, 2019
Slide 1: A New Champion for Global Health
A New Champion for Global Health July 29, 2019 + Exhibit 99.2
Slide 2: Safe Harbor Provision
Safe Harbor Provision This communication contains “forward-looking statements”. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include, without limitation, statements about the proposed tra
Slide 3: Safe Harbor Provision: Additional Information
Safe Harbor Provision ADDITIONAL INFORMATION This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale
Slide 4: Executive Commentary
Executive Commentary Robert Coury Chairman, Mylan Albert Bourla CEO, Pfizer
Slide 5: Corporate Organization, Capital Policies and Ownership
New Management: Robert J. Coury (Executive Chairman); Michael Goettler (CEO); Rajiv Malik (President) New Board: 13 directors (Chairman, CEO, 8 Mylan Appointees, 3 Pfizer Appointees) NewCo will be domiciled in the US and incorporated in Delaware NewCo will have three Global Centers: Pittsburgh, Shan
Slide 6: A New Champion for Global Health
A New Champion for Global Health Accelerates shared commitments to expand access to medicine Capable of meeting the world’s diverse therapeutic needs and meeting evolving health needs Leader in treating communicable and non-communicable diseases Good for patients, payors, governments and health syst
Slide 7: A Powerful Combination
A Powerful Combination Diverse Portfolio Across all Key Therapeutic Areas NewCo Focused on Delivering Shareholder Value and High-Quality Governance Strong Footprint in US and Europe Best-in-Class Global Manufacturing and Supply Platform Sustainable Pipeline Engine Sustainable, Diverse and Differenti
Slide 8: Compelling Financial Profile
$19 - 20bn $7.5 – 8.0bn > $4bn ~$1bn Expected Annual Cost Synergies by 2023 ≥ 25% ≤ 2.5x Compelling Financial Profile of Free Cash Flow to Be Paid as Dividend Beginning First Full Quarter After Close Gross Leverage, Targeted by the End of 2021 Expected Revenue Expected Adjusted EBITDA with a margin
Slide 9: Today's Competitive Landscape
Today’s Competitive Landscape Source: Company filings, CapIQ 1 Pfizer 2020E Revenue does not adjust for this transaction, the GSK/Pfizer Consumer JV and includes Upjohn Revenue. 2 2020 Pro Forma Outlook Revenue. 3 Wall Street consensus 2020E EBITDA margin. Figures adjusted to reflect 2020E calendar
Slide 10: A Unique Company – No Direct Pharma Peer Set
Balanced geographic presence A leader in the world’s growth markets Durable EBITDA margin profile Solid investment grade profile and balance sheet Enhanced and sustainable cash flow A Unique Company – No Direct Pharma Peer Set Substantial dividend
Slide 11: Combination Highlights
Enhanced Global Scale and Geographic Reach Sustainable, Diverse and Differentiated Portfolio and Pipeline Powerful Combination of Best-in-Class Capabilities with World Class Management Team Strong and Sustainable Cash Flows with Attractive Shareholder Returns Combination Highlights
Slide 12: Regionally Balanced Revenue Footprint
Regionally Balanced Revenue Footprint 2020E Pro Forma Revenue Mix Outlook by Geography Note: NA = North America; Asia Pacific includes Japan, China and Australia Powerful Footprint Across The World’s Growth Markets NewCo
Slide 13: Diversification Across Product Categories
Diversification Across Product Categories 2020E Pro Forma Revenue Mix Outlook by Product Type Sustainable, Diverse And Differentiated Portfolio NewCo Note: Rx = Brands; Gx = Generics; OTC = Over-the-Counter
Slide 14: NewCo's Geographic Opportunities
NewCo’s Geographic Opportunities Countries Brands Upjohn Mylan Asia Pacific (~30%) Emerging Markets (~15%) Developed Markets (NA & EU) (~55%) Majority is Sub-Saharan Africa 3 4 Opportunity to bring Mylan Growth Products to Upjohn Growth Markets 2020 Pro Forma Revenue Mix by Geography 3 Stands for Br
Slide 15: Strong Diversified Pipeline
Strong Diversified Pipeline Note: Trademarks are the property of their respective owners. Pipeline as of May 2019 1 RLD = Reference Listed Drug. 2 OSD = Oral Solid Dosage. 3 TDS = Transdermal Drug Delivery Systems. Targeting ~$3bn in New Revenue from Products Expected to Launch by 2023 ~2/3 Will be
Slide 16: Combination Highlights
Enhanced Global Scale and Geographic Reach Sustainable, Diverse and Differentiated Portfolio and Pipeline Powerful Combination of Best-in-Class Capabilities with World Class Management Team Strong and Sustainable Cash Flows with Attractive Shareholder Returns Combination Highlights
Slide 17: Powerful Commercial Presence Drives Global Growth
165+ Powerful Commercial Presence Drives Global Growth Extensive Commercial Reach and Leading Position in Key Growth Markets Combined Talent from Both Companies Strong Platform and Partnership Network Protect Brand Value and Maximize Pipeline Potential Opportunity to Cross Pollinate Across Portfolio
Slide 18: Best-in-class Manufacturing and Supply Network
Best-in-class Manufacturing and Supply Network Mylan Upjohn Morgantown, WV Somerset, NJ St. Albans, VT Rockford, IL San Antonio, TX (3) Sugar Land, TX Caguas, Puerto Rico Warsaw, Poland Galway, Ireland Dublin, Ireland (3) Chatillon, France Merignac, France Meyzieu, France Confienza, Italy Komarom, H
Slide 19: Combination Highlights
Enhanced Global Scale and Geographic Reach Sustainable, Diverse and Differentiated Portfolio and Pipeline Powerful Combination of Best-in-Class Capabilities with World Class Management Team Strong and Sustainable Cash Flows with Attractive Shareholder Returns Combination Highlights
Slide 20: NewCo Revenue and EBITDA Contributions
Pro Forma 2020 Revenue Outlook Pro Forma 2020 Adjusted EBITDA Outlook NewCo Revenue and EBITDA Contributions NewCo Synergies $12 - 12.5 $7.5 - 8 $19 - 20 $3.8 - 4.1 $3.5 - 3.7 $7.5 – 8.0 Note: 2020 Pro Forma Outlook reflects Lyrica US LOE and China Volume Based Procurement ~$0.25 $ in billions
Slide 21: Significant Operational Efficiencies
Significant Operational Efficiencies Significant Cost Synergies of at Least $1bn Annually Anticipated by 2023 Expected to Further Enhance Existing Combined EBITDA and Cash Flows Estimated Annual Cost Savings Post-Close ($mm)
Slide 22: Financial Outlook
$19 – 20bn Financial Outlook Near-term: Modest revenue growth as organic volume growth is offset by pricing pressure Longer-term: Accelerating pipeline delivery to drive moderate growth Expected Revenue 1 Reflects the impact of phased synergies. Moderate Growth in the Mid to Long Term $7.5 – 8.0bn E
Slide 23: Financial Outlook (Cont'd)
≤ 2.5x Financial Outlook (Cont’d) Near-term: Significant cash flows support repayment of scheduled 2020-21 debt maturities Long-term: Continue to target leverage ≤ 2.5x Gross Leverage Target Targeted by the End of 2021 ≥ 25% of Free Cash Flow to Be Paid as Dividend Potential for Dividend Growth and
Slide 24: Key Takeaways
Key Takeaways Relentless Focus on Total Shareholder Returns Strong and Sustainable Cash Flows with Attractive Shareholder Returns Powerful Combination of Best-in-Class Capabilities Sustainable, Diverse and Differentiated Portfolio and Pipeline Enhanced Global Scale and Geographic Reach