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HIKMA PHARMACEUTICALS PLC
Acquisition of Promopharm S.A.
Strengthening our leading position in the MENA
region
4 October 2011
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Hikma enters Morocco, completing its MENA footprint ■ Acquisition of Promopharm S.A., the 9th largest manufacturer of pharmaceuticals in Morocco1 ■ Acquires 63.9% stake for $111.2 million, an attractive valuation, and will launch a tender offer for the ■ Brings over $45 million in annual revenue and substantial sales growth potential for Promopharm’s high quality branded generics and in-licensed products in Morocco ■ Offers significant opportunities to launch Hikma’s leading strategic products in the Moroccan market ■ Creates potential to export Promopharm’s key products through Hikma’s existing MENA platform ■ Brings additional high quality manufacturing capacity with a broad range of capabilities ■ Earnings accretive in the first full year Strengthening Hikma’s leading position in MENA ■ 9th largest pharmaceutical company in Morocco1 ■ Well established local manufacturer with a strong domestic brand name and a high quality ■ 2010 sales of $45 million and EBITDA of $13 million ■ Represents 6% of Hikma Group sales and 7% of Group EBITDA on a pro forma basis for 2010 ■ Strong portfolio of high value prescription branded generics and in-licensed products ■ Close to 200 products in multiple dosage forms and strengths Strong position in Alimentary Tract & Metabolism, Musculoskeletal, Respiratory and Hormones ■ 20,000 square metre production facility in Had Soualem, Morocco ■ Broad general formulation capabilities and dedicated facility for oral penicillin ■ Brings new capabilities to Hikma in eye-drops and effervescents ■ 338 employees2 with excellent operational and commercial skills ■ Experienced local sales force with a team of 135 employees ■ Excellent relationships with pharmacies, wholesalers, distributors and licensors Enhancing Hikma’s MENA footprint through access to the attractive Moroccan market Moroccan Pharmaceutical Market
Key Data Projections, 2009-2014
Proforma Hikma sales in MENA – 2010
Source: Pharma Outlook Espicom Business Intelligence, Quarter II 2009 Source: Hikma and Promopharm management information Adds a sales team of 135 to Hikma’s 1,600-strong MENA sales and marketing team, further strengthening Hikma’s reach across the region Bahrain & Qatar
Saudi Arabia
Adding a strong portfolio of branded and in-licensed products ■ Brings a portfolio of nearly 200 branded generics and in-licensed products ■ Portfolio covers a broad range of therapeutic areas and brings expertise in new therapies such as Dermatology, Hormones and Multiple Sclerosis ■ Introduces new dosage forms such as eye drops and effervescents ■ Promopharm’s high value branded generics portfolio contributes nearly half of annual sales Promopharm’s top 10 products by sales – 2010A
Promopharm revenue – 2010A
Brand name
Generic name
Therapeutic area/
Alimentary tract &
metabolism
Indication
Musculoskeletal
Aureomycine
Respiratory
Hormones
Butovent
Dermofix
Sensory organs
Dermatology
Nervous system
Utrogestan
Cardiovascular
Source: IMS Morocco, MAT December 2010 Parasitology
Source: Promopharm management information Expanding Hikma’s high quality local manufacturing facilities in MENA 2010 facility utilisation
■ 20,000 square metre production facility in Had ■ Strong capabilities in general formulation – tablets, capsules, liquids, creams, ointments ■ Dedicated anti-infective facility – oral penicillin ■ Brings new capabilities to Hikma in eye-drops ■ Scope for cost and efficiency savings Capsules Injectables Creams & Liquids ■ Expected total capex of around $12 million in Annual capacity
Capsules
Injectables
Creams &
■ Potential to expand existing facilities for future (ampoules)
ointments
(bottles)
Source: Promopharm management estimates Driving future growth in Morocco and across MENA Growth opportunities
Projected 2016 Hikma-Promopharm revenue
■ Significant potential to drive further growth from Promopharm’s existing product portfolio Hikma &
Promopharm
pipeline
strategic Hikma products in the Moroccan market products
■ Potential to export Promopharm’s leading products partnerships to Hikma’s existing MENA markets aslicensing partner of choice Promopharm
existing
products
■ Longer term injectables and oncology opportunities Source: Hikma and Promopharm management estimates ■ Purchase of 63.9% of issued share capital from control shareholding group ■ Mandatory tender offer for 36.1% to be launched following approval by CDVM1 ■ Cash consideration of $111.2 million for controlling stake (63.9%) ■ Net cash balances on hand of $16 million2 ■ Mandatory tender offer price to be approved by the CDVM ■ Earnings accretive in the first full year ■ One-off transaction costs of approximately $6 million ■ EV/ 2011 sales multiple (implied) 3 of 3.1 times ■ EV/ 2011 EBITDA multiple (implied)3 of 10.8 times ■ New committed debt facilities – 7 year syndicated loan ■ Net debt to EBITDA leverage of around 2.5 times and expected to reduce quickly ■ Tender offer expected to be completed by the end of 2011 1 Conseil Déontologique des Valeurs Mobilières 3 These are the implied multiples based on the average price paid for the 63.9% controlling block. The actual multiples will differ based on the offer price and acceptance levels of the Mandatory Tender Offer.
Acquisition creates significant potential for growth and reinforces our leading position in MENA ■ Establishes Hikma as a local manufacturer in the growing Moroccan market ■ Brings a high quality portfolio of branded generics and in-licensed products with significant scope for domestic sales growth and potential export opportunities ■ Provides an excellent platform for launching strategic Hikma products in the Moroccan ■ Reinforces Hikma’s strategic MENA focus and strengthens our position as the leading

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