Upl Limited · NSE:UPL

Upl — Merger or Acquisition (February 2019)

29 slides from Upl's merger presentation, Feb 1, 2019

  1. Slide 1: Investor Presentation

    Investor Presentation 1

  2. Slide 2: Disclaimer

    Disclaimer This document contains certain forward-looking statements with respect to the financial condition, results of operations and business of UPL Limited (“UPL”) and certain of the plans and objectives of UPL with respect to these items. Examples of forward-looking statements include statement

  3. Slide 3: Snapshot

    Snapshot 5th 130+ 48 10,500+ Largest Countries with Manufacturing Employee Crop Protection sales presence facilities base globally Chemicals company globally 25+ 241 13,000+ Successful Granted Registrations acquisition patents integrations in the past 20 years ** Includes Arysta US$4.7 bn1 22%1 Reve

  4. Slide 4: Transforming from a local player to a Global Crop LifeCycle and Farmer-Relationship Management Company

    Transforming from a local player to a Global Crop LifeCycle and Farmer-Relationship Management Company UPL 1.0 UPL 2.0 UPL 3.0 UPL 4.0 2028 1969 1980 2000 2018 Growth through product End to end global agri input Crop Life Cycle & Farmer The beginning diversification presence Relationship Management

  5. Slide 5: Strategic pillars to drive value in the new UPL

    Strategic pillars to drive value in the new UPL UPL Strategic Intent Customer- Smart Operational M&A People Centric Business R&D Excellence Alliances (Process & Supply Chain) • Farmer • Herbicide / • Strong • Conservative • Multi-national Relationship Fungicide / Synthesis acquisition Leadership Man

  6. Slide 6: UPL: Industry Outlook

    UPL: Industry Outlook Headwinds o Climate Change / Farmer Profitability o Global Warming o Pest and Disease resistance US$ 100 bn Opportunities opportunity o Food Security, Safety and Growing Population o Sustainability o IT Technologies – Robotics, Automation, Big Data, IOT, AI o Nutrition Needs (T

  7. Slide 7: UPL Innovation Platforms

    - UPL INNOVATION PLATFORMS Y

  8. Slide 8: UPL pioneered it in the Protectant segment in Brazil

    UPL pioneered it in the Protectant segment in Brazil Extremely effective against Asian Rust Unizeb Gold launched for (fungus infecting soybeans) soybeans Triziman: Triple mixture of Mancozeb, Unizeb Glory: Double mixture of Azoxystrobin and Ciproconazole Mancozeb and Azoxystrobin Tridium: Triple mix

  9. Slide 9: One of the first post-patent players to launch in US, in differentiated formulations

    One of the first post-patent players to launch in US, in differentiated formulations preferred by farmers Lifeline launched for fruits Very effective as a tank mix with and tree nuts competing molecules Interline launched for Huge potential: competing molecules corn, soybeans and cotton facing resis

  10. Slide 10: Launched insecticides to target sucking insects that plague several key crops in Brazil

    Launched insecticides to target sucking insects that plague several key crops in Brazil Sperto: a mixture of Single solution ….. thereby Acetamiprid and Bifenthrin reducing number of sprays UPL’s expertise lies in identifying Perito: contains Acephate right opportunity at right time and works extrem

  11. Slide 11: BioSolutions product portfolio

    Soil Probiotics Plants Stress Quality Residue Sucking Pest Nematode Crop Nutrition • Copio management improvement Management complex Control • Wuxal/Complesal • Zeba • Macarena supplement • Gainexa management • Zander • Shingo • Gainexa • Ingift • Brique 11

  12. Slide 12: Making farmers resilient to impact of climate change

    Making farmers resilient to impact of climate change • ZEBA absorbs and releases water as needed by plants Control Zeba – Reduces plant stress caused by heat and limited water availability – Maximizes crop input investments by absorbing and releasing soil nutrients, water-soluble fertilizer and chem

  13. Slide 13: Zeba income and environment benefits

    Income ENVIRONMENT Environment Cost Yield reduction Water conservation Constant Less moisture fertilizers Reduced number of applications Improved Less germination nutrients Reduced losses due Availability to leaching and of nutrients evaporation 13

  14. Slide 14: Zeba yield increase trial results

    o Yield increase in Potato - average 4.94 t/ha increase o Yield increase in Sugarcane - average 9 mt/acre increase o Support to increase plant population …………………... Reducing top soil compaction in sugar beet – Turkey trials 14

  15. Slide 15: Zeba commercialisation in India and outside India

    • India o Moved past ‘proof of concept’ stage and successful commercialisation done across range of crops in both Kharif and Rabi season o Key crops where commercialisation is done are: o Kharif: Cotton, Groundnut, Sugarcane, Tomato o Rabi: Potato, Onion, Garlic, Cumin, Pomegranate, Orange, Kinnow o

  16. Slide 16: UPL's Adarsh Farm Service Offering

    UPL’s Adarsh Farm Service Offering  An initiative of UPL to offer farm services to farmer’s field using high tech state of art Agro Machines  One of the main objective being, providing best farm mechanization technology and services, leading to transformation in farming through better efficacy, be

  17. Slide 17: S.M.A.R.T. Spray More Acres in Reduced Time

    S.M.A.R.T. SPRAY MORE ACRES IN REDUCED TIME 17

  18. Slide 18: UPL Limited Arysta Combination

    UPL Limited Arysta Combination +  #7 Agricultural solutions player  #10 Agricultural solutions player  #5 Agricultural solutions player with a healthy mix  Focus on post-patent products with end-to-end  Global agricultural platform with a differentiated of Main row crops and specialty crops cat

  19. Slide 19: UPL Limited Arysta Combination: geographic and product mix

    UPL Limited Arysta Combination + RoW RoW RoW Latin America 12% Latin America 26% Latin America 36% 33% 36% 34% Geographic Mix3 Europe Europe North America 39% North America Europe North America 13% 18% 13% 24% 16% Others Others Others Herbicides 11% Herbicides 16% Herbicides 20% 29% Bio solutions 31

  20. Slide 20: Key achievements on the integration journey so far

    Smooth Day 1 has happened; Defined the purpose, strategic pillars, 1 values and change story of the organization going forward Global, regional and country leadership finalized and on track for 2 finalizing the full org structure by end-March Line of sight for US$ 350+ mn of topline synergies and US

  21. Slide 21: Appendices

    APPENDICES • ARYSTA ACQUISITION • KEY MILESTONES – ACQUISITIONS, OTHERS 21

  22. Slide 22: UPL + Arysta: Creating a global leader in agricultural solutions

    UPL + Arysta: Creating a global leader in agricultural solutions • UPL Corporation Limited (“UPL Corp”), the international arm of UPL Limited (“UPL”), has entered into an agreement to acquire Arysta LifeScience Inc. (“Arysta”) for ~US$4.2 billion • Following the acquisition, UPL will enhance its pos

  23. Slide 23: Transaction summary

    Transaction summary Transaction  UPL Corp will acquire Arysta for ~US$4.2 billion summary LTM Mar 31, 2018 (US$mm) UPL Limited Arysta Combination Sales 2,714 1,956 4,670 Financial EBITDA (excluding synergies) 543 4241 967 Metrics % margin 20% 22% 21% Synergies – run-rate2 205–255 Deleveraging profi

  24. Slide 24: Transaction structure

    Transaction structure Post-acquisition holding structure Promoters Public c.28% c.72% c.78% ADIA + TPG c.22% Banks Corp. Equity infusion of Acquisition $1.2bn (International business) Debt: $3bn 100% 24

  25. Slide 25: Highly complementary capabilities will help drive New UPL's strategy

    Highly complementary capabilities will help drive New UPL’s strategy ‘New UPL’ to leverage best of both companies to come up with innovative products for more customer-oriented solution approach NEW Manufacturing R&D capability Product capability capability • Strong geographies – India, Americas, We

  26. Slide 26: Significant revenue synergies driven by complementary capabilities

    Significant revenue synergies driven by complementary capabilities Formulation R&D Cost centered Patent protected AIs centered differentiation differentiation Revenue Grain crops & synergies large applications Specialty crops & specialty applications Revenue synergies 26

  27. Slide 27: Annual run-rate synergies from business optimization estimated to be US$200mm+

    Annual run-rate synergies from business optimization estimated to be US$200mm+ Perfect match with powerful synergies across geographies, crops and product portfolio, strengthened through core manufacturing, R&D and intellectual property Business optimization synergies Revenue synergies Net EBITDA im

  28. Slide 28: Key milestones

    Key milestones Well balanced organic & inorganic growth • RiceCo helped leverage global sales and • Acquisition of marketing network in taking product offerings 2018 Arysta LifeSciences to global rice markets – Crop Focus • Manzate Fungicide Business along with manufacturing and formulation producti

  29. Slide 29: Farmer First Always

    FARMER High-value seeds and traits for farmers around the world FIRST Seeds A range of crop ALWAYS protection products and techniques to keep pests away, ensuring a healthy harvest every season Crop Protection Innovative soil enhancement technologies to offset the effect of inconsistent water supply

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