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Transcript of Meet management 2014-06-05_ny_investor_handout_web_slideshare
Meet Management Conference
New York, June 5, 2014
Marijn Dekkers, CEO Bayer
Disclaimer
This presentation may contain forward-looking statements based on currentassumptions and forecasts made by Bayer Group or subgroup management.
Various known and unknown risks, uncertainties and other factors could lead tomaterial differences between the actual future results, financial situation,development or performance of the company and the estimates given here.These factors include those discussed in Bayer’s public reports which areavailable on the Bayer website at www.bayer.com.
The company assumes no liability whatsoever to update these forward-lookingstatements or to conform them to future events or developments.
• Bayer Investor Presentation • Meet Management • June 2014Page 2
Page 1
Our Mission –Innovation and Customer Value
Bayer is an innovation company
With a strong “innovation portfolio”
Addressing new growth areas
Capable of identifying and using breakthrough innovations
Bayer is innovative in many ways: Products, technologies, processes, business models, strategies
Bayer products improve the quality of people’s lives
Bayer has an excellent understandingof human, animal and plant health, as well as of high-quality materials
Respect for people and nature is an essential part of our values
Science / Innovation Better Life
Science For A Better Life
• Bayer Investor Presentation • Meet Management • June 2014
Page 2
Our Business Portfolio –Leading in Its Markets
Break-down excluding reconciliation
Sales 2013: €40.2bn
CropScienceChemical crop protection & biologicals global #2, seeds & traits
€8.8bn
MaterialSciencePolyurethanes and polycarbonates,global #1/2
€11.2bn
HealthCarePharmaceuticals €11.2bn,leading positions in core indications
Consumer Health €7.7bn,OTC #2, blood glucose meters #3, Animal Health #5, contrast media #1
€18.9bn
23%
29%
48%
• Bayer Investor Presentation • Meet Management • June 2014
We Generate Almost 90 Percent of our Earnings in the Life Sciences Businesses
Page 3*EBITDA before special items
23%
29%
45%
88% 12%
Sales 2013 Adj. EBITDA 2013*
HumanHealth
3%
Breakdown excluding Reconciliation
MaterialScience
Plant Health
AnimalHealth
LifeSciences
MaterialScience
• Bayer Investor Presentation • Meet Management • June 2014
• Bayer Investor Presentation • Meet Management • June 2014Page 4
2010-2013 –A Period of Significant Success
Delivered growth and performance
Unprecedented R&D productivity
Pharma launch product sales ahead of expectations
Executing successfully our OTC growth strategy
CropScience customer-centric strategy bearing fruit
Capital discipline at MaterialScience
2010-2013 – A Period of Significant Progress
Page 5
2010 2011 2012 2013
35.1 36.539.7 40.2
7.1 7.68.3 8.4
Sales 5%
Core EPS 10%
Adj. EBITDA 6%
4.19 4.835.30
5.61
Sales and adjusted EBITDA in € billion, core EPS in € CAGR 2010-2013
• Bayer Investor Presentation • Meet Management • June 2014
Page 6
EBITin € million
+18%
2,0961,771
Salesin € million% currency & portfolio adj.
+8%
10,55510,266
EBITDAadjusted*in € million
+12%
2,7382,453
Core EPSin €
+15%
1.951.70
*before special items
Q1’14Q1’13 Q1’14Q1’13 Q1’14Q1’13 Q1’14Q1’13
Strong Momentum Continued in Q1 2014 Despite Significant Currency Headwind
• Bayer Investor Presentation • Meet Management • June 2014
FY 2014 Group Guidance Maintained –Targeting Further Sales and Earnings Growth
Page 7
2013 2014E*
Sales €40.2bn~5% to
~€41-42bn(neg. FX effect approx. -2%)
adj. EBITDA €8.4bnlow- to mid-single-digit % increase
(neg. FX effect approx. -5%)
core EPS €5.61mid-single-digit %
increase(neg. FX effect approx. -6%)
Sales ∆ Fx and portfolio adjusted, EBITDA before special items
*Assuming average Fx rates of Q4’13 (USD 1.36)Outlook depends on specific planning assumptions as detailed in the Annual Report• Bayer Investor Presentation • Meet Management • June 2014
Page 8
2013 Sales CAGR 2016e
Pharma: Maximize Value of Launch Products
• Bayer Investor Presentation • Meet Management • June 2014
24 Successful Phase III Clinical Trials at Pharma since 2010
Page 9
Various indications incl. treatment of deep vein thrombosis/pulmonary embolism, stroke prevention in atrial fibrillation and secondary prevention of acute coronary syndrome
Wet age-related macular degeneration, diabetic macular edema, myopic choroidal neovascularization and central retinal vein occlusion
Metastatic colorectal cancer and metastatic gastrointestinal stromal tumors
Metastatic castration-resistant prostate cancer with symptomatic bone metastases
Pulmonary arterial hypertension and chronic thromboembolicpulmonary hypertension
Radioactive iodine refractory differentiated thyroid cancer
Prophylaxis in hemophilia A: Site-specific PEGylated Factor VIII with 5- or 7-days dosing intervals
• Bayer Investor Presentation • Meet Management • June 2014
BAY 94-9027
Major examples
Launch Products Drive Growth at Pharma
• Bayer Investor Presentation • Meet Management • June 2014Page 10
Sales in € billion; ∆% Fx & portf. adjusted
Pharma Sales / Launch Products Launch Products 2013
2010 2011 2012 2013
10.0 1.5
25%
949
197
333
3
41
Sales in € million
9.9
10.811.2
+1%+4%
+9%
Launch Products Expected to Contribute ~€2.8bn to Pharma Sales in 2014
• Bayer Investor Presentation • Meet Management • June 2014
Executing >100 launch events* in 2014
Continuous R&D investments in life-cycle management
Increased marketing and sales investments in emerging markets
Incremental marketing and R&D investments of €0.5bn in 2014e
* new indications and new countriesPage 11
Page 12
Pharma – Peak Sales Potential of LaunchProducts was Raised in February to ≥€7.5bn
Continued successful launch exe-cution and life cycle management
Unchanged
Unchanged
Unchanged
~€3.5bn
≥€1.5bn
≥€1bn
≥€1bn
≥€0.5bn
>€2bn
≥€1bn
Old Current
• Bayer Investor Presentation • Meet Management • June 2014
Continued successful launch exe-cution and life cycle management
Two Recent Steps Forward for Bayer’s Pharma Business
• Bayer Investor Presentation • Meet Management • June 2014
Acquisition of Algeta
Strategic Pharma sGC Collaboration
with Merck
Full control over Xofigo
Comprehensive life-cycle management program, including studies in earlier settings of prostate cancer, combination studies and other tumors
Complementing Bayer’s sGC franchise, including Adempas, with Merck’s cardiovascular capabilities
Leverage joint development capability to fully explore broad potential of sGCs
Building Bayer’s US presence in specialty pharma while leveraging Merck’s US strength
Page 13
Pharma – Maximizing the Value of Launch Products
Page 14
2013 Guidance2014
Aspiration2016
Sales Increase €11.2bn High-single digit %(neg. FX effect approx. -2%)
8% CAGR
Adj. EBITDA Increase €3.5bn Low- to mid-single digit %(neg. FX effect approx. -€150m)
Adj. EBITDA Margin 31.2% Level with prior year ≥33%
Assuming average FX rates of Q4‘13 (USD 1.36)
Sales ∆ % Fx & portf. adjusted, margin = EBITDA before special items to sales
• Bayer Investor Presentation • Meet Management • June 2014
• Bayer Investor Presentation • Meet Management • June 2014Page 15
Aspire to Become the Leading OTC Company
• Bayer Investor Presentation • Meet Management • June 2014Page 16
Portfolio of some of the world’s most recognized brands
Outperforming market growth in past 7 out of 8 years
Successful expansion in EM focus markets, China, Brazil, and Russia
Selected bolt-on acquisitions in key countries: Steigerwald, Germany & Dihon, China
Acquisition of Merck’s Consumer Care business – a major step towards OTC leadership
3.43.5
3.9 3.9
2010 2011 2012 2013
+5%
+7%+6%
Consumer Care sales in € billion; ∆% Fx & portfolio adj.
*planned acquisition, closing expected in H2 2014
Successfully Executing OTC Growth Strategy
• Bayer Investor Presentation • Meet Management • June 2014Page 17
Acquisition of Merck’s Consumer Care Business Makes us #2 Globally and #1 in US
Highlights
$14.2bn investment, all cash, fully debt financed
Complementary portfolio offering scale in key categories and optimized geographic footprint
Full trademark ownership for Claritin
Market Positioning 2013*
*Pro-forma OTC sales 2013; after allowing for the Novartis/Glaxo deal and Bayer/Merck transaction;CC: Consumer Care
in € billion
Combination Offers Significant Synergy Potential
• Bayer Investor Presentation • Meet Management • June 2014Page 18
Cost synergies of ~$200m p.a. by 2017
Tax benefits from year 1 Asset purchase with significant future tax savings
Savings in marketing costs Savings in COGS, administration
Step-up of EBITDA margin pre-special items at Consumer Care by ~1pp and core EPS accretion of 2% already in the first year
Revenue synergies of already ~$400m by 2017 Incremental US sales Realize brand penetration opportunities ex-US
Revenue
Cost
Tax
Page 19 • Bayer Investor Presentation • Meet Management • June 2014
2013 Sales CAGR 2016e
CropScience: Further Growth at Benchmark Profitability
Delivering Growth And Performance at CropScience
6.8
7.3
8.48.8
2010 2011 2012 2013
2013 – the 3rd year in a row delivering strong sales growth at record margin
New product sales 2013 up 33% at €1.5bn*
Strong start to 2014 season with sales up 12%
Sales in € billion, ∆% Fx & portf. adjusted,Adj. EBITDA margin in %
19.0
24.2
25.5
22.8
+9%
+12%
Page 20 • Bayer Investor Presentation • Meet Management • June 2014
Customer-centric strategy bearing fruit
*Sales with Crop Protection products launched since 2006
+9%
Significant Contribution from New Crop Protection Products
• Bayer Investor Presentation • Meet Management • June 2014Page 21*Sales with Crop Protection products launched since 2006
1.1
1.5
1.8
2.6
2012 2013 2014e 2016e
+33%
Sales from new Crop Protection products launched since 2006 in €bn∆% y-o-y, () Fx adj.
Q1
0.6
(+16%) - Superior ‘all-in-one’ cereal fungicide with yield-boosting effect
herbicide (+14%) -Excellent weed control in corn and cereals, also in case of glyphosate resistance
(+75%) - Broad-spectrum insecticide with fast, long-lasting action
(+112%) - New fungicide now available in several key markets
Q1 2014 Highlights
Significant Investments in our Growth Platforms
• Bayer Investor Presentation • Meet Management • June 2014Page 22
BiologicalsSeeds
>€300m R&D investments p.a. to support leadership positions in cotton & oilseed and to develop position in soybean and wheat
Further selected acquisitions to strengthen portfolio and regional setup, esp. in Latin America
Launch of first soybean brand Credenz (2014e)
Launch of first wheat variety (2015e)
Successful market entry with nematode seed treatment Poncho/Votivo(sales 2013: ~€150m)
Acquisition of AgraQuest, global provider of innovative biological pest management solutions
Acquisition of Prophyta, a provider of well-established products, e.g. nematicideBioAct
Acquisition of Biagro* adds nitrogen inoculants & plant health promoters
*Subject to regulatory approvals
CropScience – Above Market Growth at Benchmark Profitability
Page 23
2013 Guidance2014
Aspiration2016
Sales Increase €8.8bn Mid- to high-single-digit %(neg. FX effect approx. -3%)
6% CAGR
Adj. EBITDA Increase €2.2bn Low-single-digit %(neg. FX effect approx. -€150m)
Adj. EBITDA Margin 25.5% - 24-25%
Assuming average FX rates of Q4‘13 (USD 1.36)
Sales ∆ % Fx & portf. adjusted, margin = EBITDA before special items to sales
• Bayer Investor Presentation • Meet Management • June 2014
• Bayer Investor Presentation • Meet Management • June 2014Page 24
MaterialScience: Improve Returns
• Bayer Investor Presentation • Meet Management • June 2014Page 25
Macro-Economic Environment for MaterialScience Likely to Improve
Oil price expected to stabilize in 2014 (budget of Ø $110 per bbl*)
Supply & demand balances of key products improving with:
Long-term demand drivers intact
Limited net new capacity to come on stream
21%
18%
27%
19%
Automotive(+4%)
Electro /Electronic
(+6%)Construction
(+4%)
Furniture(+4%)
Others(incl. Chemicals)
15%
Sales by industry 2013 and expected 2014 growth
Key Customer Industries Outlook Additional Key Performance Drivers
*Ø 2013: $110 per bbl
• Bayer Investor Presentation • Meet Management • June 2014Page 26
Q1 2014 – MaterialScience: Demand Led Growth
Sales Earnings
**CAS: Coatings, Adhesives, Specialties;*** IO: Industrial Operations
CAS**0% (+7%)
In € million, ∆% yoy, () = Fx & portf. adjusted
*before special items;
MaterialScience €2,803m; +1% (+5%)
Price-3%
Volume+8%
Fx-3%
Portfolio-1%
1,510659
IO***-6% (-5%)
Q1‘13 Q1‘14 Q1‘13 Q1‘14
Adj.EBITDA*
Adj.EBIT*
204
366 +79%
43
221469
165
Polyurethanes+3% (+6%)
Polycarbonates-1% (+2%)
>100%
MaterialScience – Asset Utilization and Efficiency Measures to Drive Cash Returns
• Bayer Investor Presentation • Meet Management • June 2014Page 27
2013 Guidance2014
Aspiration2016
Sales Increase €11.2bn Mid-single-digit %(neg. FX effect approx. -2%)
Volume growth> global GDP
Adj. EBITDA Increase €1.1bn Increase(neg. FX effect approx. -€50m)
-
CFROI vs. WACC 5.5% < 6.9% - CFROI > WACC
Assuming average FX rates of Q4‘13 (USD 1.36)
Sales ∆ % Fx & portf. adjusted, margin = EBITDA before special items to sales
Bayer –Optimistic About Future Developments
Peak sales potential of new pharma products of ≥€7.5bn
Track record of performance: Core EPS with 10% CAGR since 2010
Successful start to 2014 – full-year 2014 group guidance maintained
Page 28
Successfully executing on OTC growth strategy
• Bayer Investor Presentation • Meet Management • June 2014
Page 29
Appendix
• Bayer Investor Presentation • Meet Management • June 2014
EBITin € million
+26%
4,9343,928
Salesin € million% currency & portfolio adj.
+5%
40,15739,741
EBITDAadjusted*in € million
+1%
8,4018,280
Core EPSin €
+6%
5.615.30
*before special items
FY’13FY’12 FY’13FY’12 FY’13FY’12 FY’13FY’12
FY 2013 – Encouraging Performance Driven by Life Sciences
Page 30 • Bayer Investor Presentation • Meet Management • June 2014
FY 2013 –Regional Performance
Page 31
Africa & Middle East
EasternEurope
Emerging Economies
EmergingEconomies¹
+7%
Others²+10%
USA+4%
Western Europe+2%
2013 Group Sales by Region
Group €40,157m; +5%
~5,100
+15%~5,800
+4%
~1,700
-1%~2,500
+7%
1: Emerging economies include: Latin America, Asia w/o Japan, Australia, New Zealand, Africa and Middle East incl. Turkey, Eastern Europe2: Others = Japan, Australia, New Zealand, Canada; 3: Emerging Asia = Asia w/o Japan, Australia, New Zealand
In € million, ∆% yoy Fx adjusted
38%
10%31%
21%
Latin America
Emerging Asia³
• Bayer Investor Presentation • Meet Management • June 2014
FY 2013 –HealthCare
Page 32*before special items
2013 Sales Earnings
Pharma+4% (+9%)
ConsumerHealth
-1% (+3%)36%
HealthCare €18,924m; +2% (+7%)
11,1887,736
Price+1%
Volume+6%
Fx-6%
Portfolio+1%
In € million, ∆% yoy, () = Fx & portf. adjusted
FY‘12 FY‘13 FY‘12 FY‘13
3,2323,490
1,887 1,844
+8%
-2%
5,1195,334 +4%
1,460 -3%
3,7873,973 +5%
2,327
1,421
Adj.EBITDA*
Adj.EBIT*
2,552 +10%
• Bayer Investor Presentation • Meet Management • June 2014
FY 2013 –CropScience
Page 33
Crop Protection+7% (+11%)
EnvironmentalScience
-4% (+1%)
*before special items
Seeds+1% (+1%)
2013 Sales EarningsIn € million, ∆% yoy, () = Fx & portf. adjusted
CropScience €8,819m; +5% (+9%)
Price+3%
Volume+7%
Fx-5%
Portfolio+1%
7,194
FY‘12 FY‘13 FY‘12 FY‘13
2,0252,248 +11%
1,543
1,801 +17%
Adj.EBITDA*
Adj.EBIT*
651974
• Bayer Investor Presentation • Meet Management • June 2014
FY 2013 –MaterialScience
Page 34
2013 Sales Earnings In € million, ∆% yoy, () = Fx & portf. adjusted
MaterialScience €11,238m; -2% (0%)
Price0%
Volume+1%
Fx-2%
Portfolio0%
6,054
FY‘12 FY‘13 FY‘12 FY‘13
Adj.EBITDA*
Adj.EBIT*
1,263
1,072 -15%
613
429 -30%
Polycarbonates-6% (-5%)
CAS**-6% (-2%)
2,640
IO***-4% (-4%)
1,863
681
Polyurethanes+1% (+4%)
**CAS: Coatings, Adhesives, Specialties; *** IO: Industrial Operations
*before special items;• Bayer Investor Presentation • Meet Management • June 2014
FY 2013 –Cash Flow And Net Debt Development
Page 35
-€0.3bn 6.7
GCF oFCF
5,832
Invest-ments
2,157 3,014
∆y-o-y +28% +16%
NCF
5,171
+14% +12%Dec 31, 2012 Dec 31, 2013
7.0
FY 2013 Cash Flow Net Debt DevelopmentCash Flow in € million, Net Debt in € billion
• Bayer Investor Presentation • Meet Management • June 2014
On Our Way to OTC Leadership
Investor Handout – Meet Management
Acquisition of Merck & Co.’s Consumer Care Business
June 2014 – New York
Evolution of Bayer Consumer Care’s OTC Business
2008Acquisition of OTC brand portfolio from Sagmel(CEE) and Topsun (China)
1999Aspirin trademark centenary-worldwide sales > €500m
1899ASPIRIN introduced as an over-the-counter(OTC) medicine
1994Consumer Care business group created by the acquisition of North American OTC business of Sterling; Acquisition of the “Bayer Cross”Trademark in USA
2005Acquisition of Roche Consumer Health
2013Aspirin trademark sales of >€900m
Acquisition of Steigerwald (Germany)
Page 37 • Bayer Investor Presentation • Meet Management • June 2014
2014Proposed acquisition of Merck’s Consumer Care business (US)
Transaction agreement signed with Dihon Pharmaceutical Group (China)
• Bayer Investor Presentation • Meet Management • June 2014Page 38
Growth Strategy
Maximize brand potential Global expansion of key brands
Exploit our innovation pipeline
Grow in emerging markets Increase commercial power
Bolt-on acquisitions to strengthen portfolio & regional set-up
3.43.5
3.9 3.9
2010 2011 2012 2013
+5%
+7%+6%
Consumer Care sales in € billion; ∆% Fx & portfolio adj.
Bayer Consumer Care – Outperforming Markets in Past 7 Out of 8 Years
Merck’s Consumer Care Business Fits Perfectly With Bayer Consumer Care
• Bayer Investor Presentation • Meet Management • June 2014
Complementary Portfolio
Building on core competencies
Creation of a global leader in OTC Gaining scale in key categories CASF1, dermatology,
and gastrointestinal Optimizing footprint in North America
Strong track record of growing OTC brands Strong geographical presence to broaden Merck’s
portfolio globally Utilizing integration skills from past transactions
Page 39
Acquisition criteria fulfilled
Creating leadership positions in important consumer care categories and geographies
Increasing consumer care margin2 by ~1pp from year 1 Immediate core EPS accretion from year 13
1 cold, allergy, sinus, flu; 2 EBITDA pre-special items;3 transaction incl. sGC collaboration
Page 40 • Bayer Investor Presentation • Meet Management • June 2014
Combined Portfolio Significantly Strengthens Global Positions
Gastrointestinal
Analgesics3
CASF2
Nutritionals
Dermatology1
Total
Others4
3,904 1,635 5,539
1,110 386
372 803
126 513
439 141
1,023
834
1 including sun care; 2 Cold, Allergy, Sinus, Flu; 3 including Cardio; 4 Foot Health, Women’s Health, Other
1,496
1,023
1,175
834
580
431
#1
#2
#3
#1
#2
Global position*2013 Sales in €m (pro-forma portfolio)
Note: Merck sales converted at average USD rate of 1.33 (FY 2013)
305
*After allowing for the Novartis/Glaxo deal; excluding Dihon acquisition in China; excluding Rx
MerckBayer
Page 41 • Bayer Investor Presentation • Meet Management • June 2014
Combined Portfolio Significantly Strengthens Geographic Footprint
Note: Merck sales converted at average USD rate of 1.33 (FY 2013)*After allowing for the Novartis/Glaxo deal; excluding Dihon acquisition in China; excluding Rx
Latin America
Europe
North America
Total
Asia/Pacific
3,904 1,635 5,539
1,117 1,105
1,621 170
389513
141
777
2,222
1,791
946
580
#1
#1
#5
#2
Global position*2013 Sales in €m (pro-forma portfolio)
191
169
MerckBayer
FY 2013 sales in € million (∆% yoy Fx-adj.)
321
310
232
214**
207
176
158
257
*Total Aspirin includes Aspirin Complex and Aspirin Cardio (Rx)**Total Alka-Seltzer includes Alka-Seltzer and Alka-Seltzer Plus
916*
= Rx Sales
Page 42 • Bayer Investor Presentation • Meet Management • June 2014
Combined Top 10 Portfolio –Individual Brands with Annual Sales >€100m
576
Note: Merck sales converted at average USD rate of 1.33 (FY 2013); based on pro-forma FY 2013 net sales
• Bayer Investor Presentation • Meet Management • June 2014Page 43
Top Priorities To Be Executed Immediately After Closing of Transaction…
Ensure fast integration into operations Safeguard product supply Realize synergy potential
Prioritize brand strategies within combined portfolio Realize Merck brand penetration opportunities ex-US Define and execute individual brand strategies
Develop US scale advantage Strive for leadership with trade customers Provide a broader product portfolio
Critical massin US
Brand Roll-Out ex-US
Smooth integration
• Bayer Investor Presentation • Meet Management • June 2014Page 44
Clear Strategy For a Smooth Integration
2014 Q2 2014 Q42014 Q3 2015 (End State)
Smooth integration expected due to experienced management team
• Ensure effective integration into Consumer Care
• Safeguard on-going product supply
• Prioritize and execute identified brand development / expansion strategies
• Ensure sufficient future capacity for growth
• Capitalize on Merck’s innovation capabilities
• Achieve scale and revenue synergies
• Capture consolidation and efficiency synergies by 2017
Deal signing Deal closing Consolidation / Integration
• Bayer Investor Presentation • Meet Management • June 2014Page 45
Enhanced Scale and Broader Category Scope Improve Product Offerings
US Retail Sales CASF Benefits from Enhanced Scale
Co-promoting complementary brands
New item assortment and shelving opportunities
Improved merchandising efficiencies Bigger and more impactful trade
events Foster strategic partnerships with
retailers
FY 2013 retail sales in CASF in $ million*
$-
$200
$400
$600
$800
$1,000
$1,200
RB Bayer &Merck
J&J Merck &Co.
P&G Pfizer Chattem Bayer GSK
*Source: IRI; Latest 52WK; December 2013
Make Bayer Consumer Care Top Strategic Partner for US Retailers
Maximizing Brand Potential Through Global Expansion
Brand Sales by Major Region 2013 Expansion Plans
• Bayer Investor Presentation • Meet Management • June 2014Page 46
Analgesic~80% in North America
~95% in North America
Wound-healing~75% in Europe
Anti-fungal~75% in Europe & LatAm
Vitamins & minerals~50% in Europe
~80% in North AmericaCASF
Sun Care
• Bayer Investor Presentation • Meet Management • June 2014Page 47
Russia
Country OTC Market Sales Growth2013* Execution Plans
China
Global #2 Growing 2x the
global rate
Use investments in footprint, brand-building and sales capabilities to extend Claritinleadership
Build sun care category with Coppertone
Brazil
Global #7 Fastest growing
market in LATAM
Use investments in brand-building and channel capabilities to develop key new categories (sun care, foot care, allergy)
Revitalize Coppertone and Dr. Scholl’s brands
Russia
Global #4 Retail OTC is
largest healthcare segment
Focus on CASF brands using current position to roll-out extended offerings
Achieve #2 position
Execution Plan Focused on Key Brands in Key Emerging Markets
+38%
+26%
+14%
*Bayer Consumer Care sales, currency-adjusted
Consumer Care is Well-Positioned for Growth – Aspire to Clear OTC Leadership
OTC MarketAttractive
Bayer Has Strong #2 Position
Plans for Continued
Future Growth
Trends favor continued growth OTC market model based on long-term brand building OTC businesses becoming more valuable over time
Leader in key categories Multiple strong brands Track record of outperforming market growth
Globalize established brands & launch innovation pipeline Focus on emerging markets where most of growth will come Strategic acquisitions and alliances
Page 48 • Bayer Investor Presentation • Meet Management • June 2014
Investor Handout – Meet ManagementBayer HealthCare
June 2014 – New York
Leading Positions in Key Healthcare Markets
• Bayer Investor Presentation • Meet Management • June 2014
Pharma€11,188m Leading positions in key therapeutic categories
Consumer Care €3,904m Global #2 in OTC-pharmaceuticals
Medical Care €2,526m #1 in fluid injection systems, #1 in contrast media,
#3 in blood glucose meters
Animal Health €1,306m Global #5, #2 in parasiticides
Sales Split by Segment 2013
25%
59%
7%
21%
13%
HealthCare €18,924m
Page 50
FY 2013 –Growth Mainly Pharma Driven
• Bayer Investor Presentation • Meet Management • June 2014 *before special items
FY 2013 HealthCare Sales Earnings
Pharma+4% (+9%)
ConsumerHealth
-1% (+3%)36%
11,1887,736
In € million, ∆% yoy, () = Fx & portf. adjusted
FY 12 FY 13 FY 12 FY 13
3,2323,490
1,887 1,844
+8%
-2%
5,1195,334 +4%
1,460 -3%
3,7873,973 +5%
2,327
1,421
Adj.EBITDA*
Adj.EBIT*
2,552 +10%
HealthCare €18,924m; +2% (+7%)
Price+1%
Volume+6%
Fx-6%
Portfolio+1%
Page 51
FY 2013 –Top 10 HealthCare Product Performance
• Bayer Investor Presentation • Meet Management • June 2014 MI: Myocardial infarction
Sales in € million; ∆% y-o-y Fx adjusted
+6%
-12%
-1%
+3%
+2%
+10%
-1%
+2%
+211%
1,202
1,038
916
771
949
719
853
722
603
487
Hemophilia A
Multiple Sclerosis
Anticoagulation
Contraception
Cancer
Blood Glucose Meter
Contraception
Analgetic & sec. MI Prevention
Parasiticide
-13%
Hypertension
Page 52
FY 2013 – Strong Business Momentum in All Regions, Especially Emerging Markets
• Bayer Investor Presentation • Meet Management • June 2014
Emerging Economies
25%
FY 2013 HealthCare Sales
LatinAmerica
Eastern Europe
Africa & Middle East
~2,190
+7%
~1,980
+10%
~1,140~880
+4%
24%
USA+5%
30%
33%
13%
Sales in € million; ∆% y-o-y Fx adjusted
EmergingEconomies¹+8%
Emerging Asia³
Western Europe +6%
Others²+12%
HealthCare €18,924m; +2% (+7%)
Page 53
+10%
1: Emerging economies include: Latin America, Asia w/o Japan, Australia, New Zealand, Africa and Middle East incl. Turkey, Eastern Europe2: Others = Japan, Australia, New Zealand, Canada; 3: Emerging Asia = Asia w/o Japan, Australia, New Zealand
• Bayer Investor Presentation • Meet Management • June 2014
Recently Launched PharmaProducts Drive Growth
Page 54
Q1 2014 – HealthCare: Recently Launched Products Drive Growth
Page 55*before special items
Sales Earnings
Pharma+9% (+15%)
ConsumerHealth
-5% (+1%)36%
HealthCare €4,572m; +3% (+9%)
2,7821,790
Price0%
Volume+9%
Fx-7%
Portfolio+1%
In € million, ∆% yoy, () = Fx & portf. adjusted
Q1‘13 Q1‘14 Q1‘13 Q1‘14
832 873
445 428
+5%
-4%
1,2771,301 +2%
343 -6%
953 946 -1%
610
321
Adj.EBITDA*
Adj.EBIT*
625 +2%
• Bayer Investor Presentation • Meet Management • June 2014
Q1 2014 –Top 10 HealthCare Product Performance
• Bayer Investor Presentation • Meet Management • June 2014 MI: Myocardial infarction
Sales in € million; ∆% y-o-y Fx adjusted
+133%
-6%
+14%
+12%
+239%
-12%
-1%
-22%
342
270
183
178
190
146
181
157
140
Hemophilia A
Multiple Sclerosis
Anticoagulation
Contraception
Cancer
Ophthalmology
Contraception
Analgetic & sec. MI Prevention
-3%
Hypertension
Page 56
Blood Glucose Meter
217 +6%
• Bayer Investor Presentation • Meet Management • June 2014 Page 57
2013 Sales CAGR 2016e
Pharma: Maximize Value of Launch Products
2011 2012 2013 2014
Page 58
Pharma – Incremental Investments For A New Performance Level
* new indications and new countries; products include Xarelto, Eylea, Stivarga, Xofigo, Adempas• Bayer Investor Presentation • Meet Management • June 2014
Launch product sales in € bn
Launch product* sales target of ~€2.8bn in 2014 (old aspiration 2015: >€2.5bn)
Launch phase to continue with >100 new launch events*
Continuous R&D investments in life-cycle management
R&D investments in new drug candidates
Increased marketing and sales investments in emerging markets
Incremental marketing and R&D investments of €0.5bn planned in 2014
<0.10.4
1.5
~2.8
Stivarga
Xarelto
Eylea
Xofigo
Recently launchdPharma products*
Pharma – Additional Investments To Execute >100 Launch Events in 2014
• Bayer Investor Presentation • Meet Management • June 2014 Page 591: regulatory process ongloing, launch preparations assuming approval
DTC: Differentiated thyroid cancer; mCRC: Metastatic colorectal cancer ; mGIST: Metastatic gastrointestinal cancer; ACS: Acute coronary syndrome
~ 30 launches planned in secondary prevention of ACS
Market introduction planned in >20 countries
> 30 launches planned in mGIST1 in EU and other markets; continue roll-out in mCRC (examples include Spain, Italy, Turkey)
~ 15 launches planned, including wetAMD and additional indications (CRVO, mCNV1, DME1)
Launches1 planned in > 20 countries
> 30 launches planned in DTC1 in EU and other markets
Major Examples
> 30 launches planned
• Bayer Investor Presentation • Meet Management • June 2014
Peak Sales Potential of Launch Products Raised in February 2014
Peak Sales Potential*
* from 5 recently launched products: Xarelto, Eylea, Stivarga, Xofigo, AdempasPage 60
Page 61
Pharma – Peak Sales Potential of LaunchProducts Raised in February to ≥ € 7.5bn*
*assuming approvals and launches as planned
Continued successful launch exe-cution and life cycle management
Continued successful launch exe-cution and life cycle management
Unchanged
Unchanged
Unchanged
~€3.5bn
≥€1.5bn
≥€1bn
≥€1bn
≥€0.5bn
>€2bn
≥€1bn
Old Current
• Bayer Investor Presentation • Meet Management • June 2014
Xarelto – Broadest Profile of Any Novel Oral Anticoagulant
• Bayer Investor Presentation • Meet Management • June 2014
Peak sales potential ~ €3.5bn
Oral Factor Xa inhibitor
Once-daily dosing advantage* First launches in EU for secondary
prevention of ACS underway
Two-dimensional approach in life-cyclemanagement:
Expansion into additional thromboembolic disease areas
Strengthening the clinical profile in approved indications and special patient populations
*exception 15mg BID dosing for treatment of acute DVT/PE or 2.5mg BID for ACS sec. prevention; ACS: Acute coronary syndromePage 62
• Bayer Investor Presentation • Meet Management • June 2014
Xarelto – Performance Exceeding Expectations
Page 63
World-class launch, achievedleading position in the novelanticoagulants segment in keymarkets
Uptake significantly exceedingexpectations
Sales target 2014: € 1.3-1.5bn131155
219
259
316342
Q4'12 Q1'13 Q2'13 Q3'13 Q4'13 Q1'14
Xarelto sales in million €
Expanding and Strengthening the Profile of Xarelto
• Bayer Investor Presentation • Meet Management • June 2014 Page 64
Significant medical need in thromboembolic disease areas
Heterogeneous patient populations in existing indications deserve furthercharacterisation
Two-dimensional approach in life-cycle management
Expansion into addionalthromboembolic disease areas
Strenghtening the clinical profile in approved indications
Peripherial arterial disease / coronaryarterial disease
Chronic heart failure with coronaryarterial disease
Medically ill patients
Patients with percutaneus coronaryintervention
Patients who undergo cardioversion Patients undergoing ablation Evaluate 10mg /20mg dose vs. ASA in
secondary prevention of VTE
ASA: Acetylsalicylic acid, VTE: Venous thromboembolism
Eylea – Developed for the Treatment of Multiple Back-of-the-Eye-Diseases
• Bayer Investor Presentation • Meet Management • June 2014
Peak sales potential ≥ €1.5bn
Eylea is an anti-angiogenic therapy, formulated for injection into the eye
Strong adoption by retina community in wAMD based on convenient bimonthly dosing1 regimen
Comprehensive range of indications to address major eye diseases2: Launched in wAMD and CRVO; roll-out
ongoing Filed for DME (EU: 11/13; J: 02/14) Filed for mCNV in Japan (11/13) Filing planned for BRVO (in J, other
regions under evaluation)
1: after an initial phase of 3 consecutive monthly injections; 2: Bayer has marketing rights ex-US; wAMD: Wet age-related macular degeneration; CRVO: Central retinal vein occlusion; BRVO: Branched retinal vein occlusion; mCNV: Myopic choroidal neovascularization; DME: Diabetic macular edema
Page 65
• Bayer Investor Presentation • Meet Management • June 2014
Eylea – Excellent Launch Trajectory
Page 66
Excellent launch execution ahead of expectations
Market shares* > 45 % in Japan and Australia
Roll-out in Europe underway
Strong uptake in early launch markets Germany and Switzerland
Encouraging launch in France and UK
Positive NICE guidance for CRVO indication in UK obtained in 02/14
Progress with launch preparations for i) additional countries and ii) additional back-of-the-eye diseases**
*Market share as of December 2013 (Source IMS)** pending regulatory approval
14
49
7385
126
157
Q4'12 Q1'13 Q2'13 Q3'13 Q4'13 Q1'14
Eylea sales in million €
Stivarga – Developed as a Treatment forCancers of the Digestive Tract
• Bayer Investor Presentation • Meet Management • June 2014
Oral cancer drug, potently blocking multiple protein kinases
Launched for treatment of mCRC and mGIST in the US & Japan
Launched for treatment of mCRC (8/13) and filed for mGIST (9/13) in Europe
Encouraging initial uptake
Expanding to new indications Phase III in 2nd line liver cancer
ongoing Phase III in CRC (adjuvant therapy
after resection of liver metastases) ongoing
mCRC: Metastatic colorectal cancer GIST: Gastrointestinal stromal tumors
Peak sales potential ≥ €1bn
Page 67
Entering Additional Cancers of the Gastro-Intestinal Tract with Stivarga
• Bayer Investor Presentation • Meet Management • June 2014 Page 68
Positive clinical data in metastatic colorectal cancer and 2nd-line hepatocellular carcinoma
Mode of action suggesting activity in a broad range of tumor types
Life-cycle management targets:
Phase III in 2nd-line hepatocellularcarcinoma
Phase III in colorectal cancer after resection of liver metastases
Signal generating early clinical studiesin various cancer types includinggastric cancer
HCC: Hepatocellular carcinomaCRC: Colorectal cancer
Expand in HCC and CRC Expand to additional tumor types
• Bayer Investor Presentation • Meet Management • June 2014
Xofigo – A New Treatment for CRPC Patients with Bone Metastases
First in class alpha-pharmaceutical
Treatment of CRPC with symptomatic bone metastases and no known visceral metastatic disease
Launched in the US (06/13)
Approved in Europe (11/13) – launch underway
High awareness among oncologists and urologists
Life-cycle program initiated (including combination studies in earlier settings of prostate cancer)
CRPC: Castration-resistant prostate cancer
Peak sales potential ≥ €1bn
Page 69
Addressing Multiple Life-Cycle Opportunitiesfor Xofigo (Radium-223 dichloride)
• Bayer Investor Presentation • Meet Management • June 2014 Page 70
Life-CycleOpportunities
Repeat dosing in CRPC
Higher dose in CRPC
Earlier disease stagesof CRPC
Combination study in CRPC
Expansion into additional cancer types
Addressed Through
Phase II trial assessing the short and long-term safety of re-treatment
Phase II trial with dose higher than the approved 50 kBq/kg
Phase I and/or II studies in breast cancer, osteosarcoma and potentially in additional cancer types
Phase III combination trial with abiraterone / phase II combination with abiraterone or enzalutamide
CRPC: Castration resistant prostate cancer
Status
initiated
initiated
initiated
planned
Adempas – First-in-Class sGC Stimulator forTreatment of PAH and CTEPH
• Bayer Investor Presentation • Meet Management • June 2014
Oral soluble guanylate cyclase (sGC) stimulator approved for treatment of PAH and CTEPH
First and only drug receiving marketing authorization for the treatment of CTEPH
Launched in the US for treatment of PAH and CTEPH (10/13)
Launched in J for treatment of CTEPH (04/14) – filed for PAH (04/14)
Launched in first EU countries for CTEPH and PAH (04/14)
Collaboration with Merck & Co. announced in May 2014 - 50/50 cost/profit split, joint development and commercialization strategy
*for indications PAH and CTEPH; CTEPH; : Chronic thromboembolic pulmonary hypertension; PAH: Pulmonary arterial
hypertension
Peak sales potential ≥ €0.5bn*
Page 71
Adempas – Life Cycle Management Beyond PAH and CTEPH
• Bayer Investor Presentation • Meet Management • June 2014 PAH: Pulmonary arterial hypertension; CTEPH: Chronic thromboembolic
pulmonary hypertension; PH-ILD: Pulmonary hypertension due to interstitial lung disease
Page 72
Positive phase II data in PH-ILD prompt initiation of phase IIb in PH-IIP (a specific sub-segment of PH-ILD)
Majority of PH-IIP patients suffer from pulmonary hypertension due to idiopathic pulmonary fibrosis
No approved treatment option
Chronic systemic autoimmune disease characterized by fibrosis
No approved treatment
Strong preclinical antifibrotic data
Pulmonary hypertension with idiopathic interstitial pneumonia (PH-IIP)
Diffuse systemic sclerosis (SSc)
Page 73
Accelerating the Development of 5 early/mid-stage Pipeline Assets
• Bayer Investor Presentation • Meet Management • June 2014
R&D
Five New Molecular Entities Selected For Accelerated Development
• Bayer Investor Presentation • Meet Management • June 2014 Page 74
Project Mechanism Indication Status
Copanlisib(BAY 80-6946)
PI3-Kinase Inhibitor Cancer Phase II in NHL
ongoing
Finerenone(BAY 94-8862)
MR AntagonistChronic heart failure (CHF)Diabetic nephropathy (DN)
Phase IIb in CHF and phase II in DN ongoing
Molidustat(BAY 85-3934)
HIF-PH Inhibitor Anemia Phase IIb ongoing
Vericiguat(sGC-Stimulator BAY 1021189)
sGC Stimulator Worsening chronic heart failure
Phase IIb ongoing; collaboration with Merck & Co. Inc.
Vilaprisan (sPRM)(BAY 1002670)
Progesterone Receptor Antagonist
Symptomatic uterine fibroids Phase IIb ongoing
MR: Mineralocorticoid receptor; NHL: Non-Hodkin´s lymphomaHIF-PH: HIF prolyl hydroxylase; sGC: Soluble guanylate cyclase;
sPRM: Selective progesterone receptor modulator
Positive Proof-of-Concept Increases Confidence in NME-quality
• Bayer Investor Presentation • Meet Management • June 2014 Page 75NME: New molecular entityCHF: Chronic heart failure
EPO: Erythropoietin
Copanlisib
Finerenone
Molidustat
Vericiguat(sGC-Stimulator)
Vilaprisan(sPRM)
100% of patients (6/6) with follicular lymphoma achieveda partial response as best response in phase I
Phase II results in CHF patients suggest improved safety with at least similar efficacy compared to spironolactone
Improvement in important cardiological parameters observed in phase I
Significant increase in levels of endogeneous EPO andreticulocytes demonstrated in phase I
Phase IIa data demonstrated reversible induction of amenorrhea
• Bayer Investor Presentation • Meet Management • June 2014 Page 76
Copanlisib (BAY 80-6946) –A PI3K-Inhibitor in Phase II in Cancer
● In most tumor cells, the PI3K-signaling cascade is activated and provides important tumor growth and survival signals
● Copanlisib is a pan class I PI3K-inhibitor with dominant activity
● Copanlisib has shown a broad anti-tumor spectrum in preclinical tumor models
● Phase II in Non-Hodgkin’s lymphoma is ongoing; completion expected 1H 2015
Phosphatidylinositol-3 kinases (PI3K) play a central role in cellular signal
transduction processes
Copanlisib
• Bayer Investor Presentation • Meet Management • June 2014 Page 77
Copanlisib Has Shown Substantial Activity in Follicular Lymphoma
*Data from Patnaik A et al.; ASH 2012; 18FDG-PET: 18fluorodeoxyglucose -positron emission tomography
18FDG-PET scans of a follicular lymphoma patient with partial response
● Phase I trial successfully completed
● 100% of patients (6/6) with follicular lymphoma (FL) responded to therapy achieving a partial response as best response*
● Maximum response duration > 840 days
● Encouraging signals in diffuse large B cell lymphoma patients
● 18FDG-PET data suggest that Copanlisib has rapid antitumor activity
52-year-old female with FL, grade 1-2, diagnosed stage IVa
• Bayer Investor Presentation • Meet Management • June 2014 Page 78
Selective Progesterone Receptor Modulation for Treatment of Uterine Fibroids
● Uterine fibroids are the most common benign tumors in women of reproductive age: 5-10% of premenopausal population suffers from symptomatic fibroids
● Symptoms may include heavy menstrual bleeding and tumor size related symptoms
● Current therapies include surgicalprocedures or short-term use of GnRHanalogs for estrogen depletion
● Growth of fibroids strongly depends on progesterone and estrogen
● Progesterone receptor modulation may offer long-term treatment of uterine fibroids without estrogen depletion side effects of GnRH analogs
GnRH: Gonadotropin-releasing hormonesPRM: Selective progesterone receptor modulator
PR
Transcription
Activation
Endometrial Modulation & Fibroid Growth
sPRM
Transcription
Endometrial Modulation & Fibroid Growth
PR
• Bayer Investor Presentation • Meet Management • June 2014 Page 79
Vilaprisan (sPRM; BAY 1002670) – For the Treatment of Symptomatic Uterine Fibroids
● Vilaprisan is a novel oral, highly potent and selective progesterone receptor modulator
● Exhibits marked efficacy in an innovative humanized fibroid disease model1
● Phase IIa data (N=67) showed proof of concept including:● Reduction of bleeding: induced
amenorrhea (non-bleeding) in >60% of women treated with dosages >1mg/day
● Reversal of amenorrhea after treatment cessation
● No prohibitive safety findings
1 Wagenfeld et al. Hum Reprod. 2013 Aug;28(8):2253-64
Phase IIa data BAY VilaprisanDose effect curve for amenorrhea rate
0 0.5 1 1.5 2 2.5 3 3.5 4 4.5 5
010
2030
4050
6070
8090
100
Point estimate (median)90% Credible intervalObserved rateEfficacy threshold
Dose (mg)
Am
enor
rhea
rate
(%)
• Bayer Investor Presentation • Meet Management • June 2014 Page 80
Renal Anemia is an Important Area of Unmet Medical Need
● Diseased kidneys do not produce sufficient levels of erythropoietin (EPO) in response to hypoxia, leading to anemia
● CKD/ESRD is the leading cause of anemia in industrialized countries
● Substitution with parenteral EPO is standard of care – however, un-physiologically high EPO doses correlate with significant side effects
● There is a need for novel therapies that lack the side effects of high doses of EPO-substitution
CKD: Chronic kidney disease ESRD: End-stage renal disease
Anemia
Low oxygenlevel (Hypoxia)
Normal kidneyfunction
Impaired kidneyfunction
EPO
Red blood cellformation
EPO
Normal red bloodcell count
Insufficientformation of
red blood cells
• Bayer Investor Presentation • Meet Management • June 2014 Page 81
Molidustat – An Oral HIF-PH Inhibitor for Treatment of Renal Anemia
Increased red bloodcell production
Inhibition of HIF-PH increases the stability of HIF resulting in production of endogeneous EPO - potential novel therapeutic approach for the treatment of renal anemia
Under normal oxygen conditions, HIF gets hydroxylated by HIF-PH and then degraded
Under hypoxia conditions, HIF is activated and induces the synthesis of erythropoietin (EPO) in the kidneys which stimulates red blood cell formation
Nucleus
HIFHIF
Low oxygen levels
HIFHydroxylation
HIF
Normal oxygen levels
HIF-PHO2
hHIFhHIFDegradation
Degraded HIF
HIFHIF
Inhibition of HIF-PH in renal anemia
HIF-PHO2
EPO ↑
NucleusEPO ↑
Nucleus
Increased red bloodcell production
HIF: Hypoxia-inducible factorHIF-PH: HIF prolyl hydroxylase (enzyme)
hHIF: hydroxylated HIF
• Bayer Investor Presentation • Meet Management • June 2014 Page 82
Molidustat (BAY 85-3934) –Proof of Concept Demonstrated
EPO: Erythropoietin HIF-PH: HIF prolyl hydroxylase
● Molidustat is a novel oral inhibitor of the enzyme HIF-PH
● In development for the treatment of anemia associated with chronic kidney disease
● Phase I in healthy subjects showed:
● Significant increase of EPO levels after ≥ 12.5 mg
● Significant increase of reticulocytes for doses ≥ 37.5 mg
● No prohibitive safety findings
Maximal EPO concentration after single dose administration of Molidustat (Phase I)
0
10
20
30
40
50
Placebo 5 mg 12,5 mg 25 mg 37,5 mg 50 mg
EP
O [U
/L]
Dose
• Bayer Investor Presentation • Meet Management • June 2014 Page 83
MR-Inhibition is a Proven Principle in theTreatment of Heart Diseases
MR: Mineralocorticoid receptorHF: Heart failure
aldosterone / cortisol
OveractivatedMR
causing e.g.
Na+ and water retention K+ loss Hypertensive effects Vascular
inflammation/injury Myocardial/renal fibrosis Proteinuria
MR antagonist
KidneyHeart
MR has multiple functions: Regulation of salt, fluid homoestasis
and blood pressure Mediator of oxidative stress,
subsequent inflammation, fibrosis andcardiorenal disease
Steroidal MR antagonists spironolactoneand eplerenone have been shown to be effective in reducing cardiovascular mortality in patients with HF but areunderutilized due to the risk of hyperkalaemia, renal dysfunction andanti-androgenic / progestogenic side effects
Steroidal MR antagonists are notapproved for kidney diseases eg. diabetic nephropathy
• Bayer Investor Presentation • Meet Management • June 2014 Page 84
Finerenone – A Novel Non-Steroidal and Selective MR-Antagonist
CHF: Chronic heart failure; CKD: Chronic kidney diseaseBNP: Brain natriuretic peptide;
B. Pitt et al., Eur. Heart J. 2013; doi:10.1093/eurheartj/eht187
Mean increases in serum potassium concentrationFinerenone10mg o.d.: 0.21 mmol/lSpironolactone: 0.45 mmol/l
P <0.001
Mean change in estimated glomerular filtration rateFinerenone10mg o.d.: -2.69 ml/min/1.73m²Spironolactone: -6.70 ml/min/1.73m²
P <0.05
Median change from baseline in NT-proBNPFinerenone 10mg o.d.: -193 pg/mLSpironolactone: -170 pg/mL
(descriptive analysis)
Decreased BNP/NT-proBNP – a key parameter for cardiac stress
Indicates lower incidence of hyperkalaemia
Indicates lower incidence of worsening of renal function
Phase II results suggest improved safety with at least similar efficacy on keycardiac and renal parameters compared to spironolactone
Data at Day 29 +/- 2 in part B of the study with 392 pts in total;Spironolactone was given at an initial dose of 25mg o.d. and uptitrated to 50mg o.d. on day 15±1 if sodium potassium concentration remained ≤4.8mmol/L; * eGFR 30-60 ml/min/1.73m²
Key phase II findings in patients with CHF and moderate* (part B) CKD :
• Bayer Investor Presentation • Meet Management • June 2014 Page 85
sGC Modulation Has Significant Potential
Cardiovascular diseases to be the #2 therapeutic area by 2019**
Significant areas of unmet medical need including heart failure, forms of pulmonary hypertension, resistant hypertension, etc.
Recently discovered mechanism of sGC modulation holds promise to address several areas of unmet need
Unmet Medical Need in Cardiovascular DiseasessGC Modulation
*
sGC: Soluble guanylate cyclase; *cyclic guanosine monophosphate**DecisionResources 2014
Strategic Pharma sGC Collaboration with Merck & Co. Inc.
Maximize potential of all pipeline assets
Leverage R&D expertise in cardiovascular
Improve funding capabilities – thereby maximizing commercial potential of pipeline assets
Optimize combined marketing & sales power
Collaboration between Merck and Bayer on sGC modulation to
Page 86
Joint development and commercialization strategy with global 50-50 cost and profit sharing
Merck to pay Bayer up to $2.1bn, comprising $1.0bn up-front and up to $1.1bn in contingent milestone payments
• Bayer Investor Presentation • Meet Management • June 2014
Maximizing the Potential of sGC Modulation
Bayer has marketing rights in Americas; Merck in all other territories
Co-promotion option for both parties in territories of other party
Enables Bayer to build its commercial presence in US specialty pharma while maximizing value of Adempas
*scope defined by sGC mechanism
Adempas (Riociguat) Vericiguat (BAY 1021189)
Merck has marketing rights in Americas; Bayer in all other territories
Co-promotion option for both parties in territories of other party
Maximizes value of Vericiguat by leveraging Merck’s US strength
Early/Future Pipeline Assets*
Option to include other sGC pipeline assets (of both parties) that successfully complete Phase 1 in the next 5 years
Global 50/50 cost/profit split; joint development and commercialization strategy
Page 87 • Bayer Investor Presentation • Meet Management • June 2014
• Bayer Investor Presentation • Meet Management • June 2014 Page 88
sGC Stimulation to Address Unmet Medical Need in Patients with Heart Failure
● Worsening chronic heart failure is an established indication with high medical need
● Limitations of standard of care include tolerance, oxidative stress, endothelial dysfunction and venoselectivity
● sGC stimulation can improvehemodynamics via restoration of cardiac and vascular cGMP signaling
● sGC stimulation may provide a new principle to reduce event rates in patients with worsening chronic heart failure
Clin
ical
sta
tus
Patients who require hospitalization due to HF (worsening HF) have a poor prognosis with high
rates of re-hospitalization and death
sGC: Soluble guanylate cyclaseHF: Heart failure
• Bayer Investor Presentation • Meet Management • June 2014 Page 89
Vericiguat (sGC Stimulator; BAY 1021189) –Improvement of Cardiovascular Function
sGC: Soluble guanylate cyclaseHF: Heart failure
Phase I of Vericiguat show improved cardiac output (n = 36)
Fi gure: Means and st andard devi at i ons f or i mpedance cardi ography over t i me f or Cardi ac Out put (L/ mi n) over t i me (val i d f or PD)
Day 1
0H 00M 1H 00M 2H 00M 3H 00M 4H 00M3. 0
3. 5
4. 0
4. 5
5. 0
5. 5
6. 0
6. 5
7. 0
Placebo 5 mg 7.5 mg 10 mg
0 1 2 3 4Time (h)
3 3
.5
44.
5 5
.0
5.5
6.0
6.
5 7
.0
Vericiguat is a novel sGC stimulatorsuitable for once-a-day dosing
Phase I successfully completed –improvement observed in important cardiological parameters, including:
Cardiac output / index (“volume of blood pumped by the heart”)
Systemic vascular resistance Stroke volume
No untoward safety findings in phase I
Collaboration with Merck & Co (50/50 cost/profit split), joint development and commercialization strategy
Car
diac
out
put (
L/m
in)
The New sGC Franchise is Strong in the Industry
Phase I Phase III Submitted LaunchedPhase IIIndicationProject
PAH/CTEPH
PH-IIP
dSSc
CF
wCHF
PH
PH-HF
Adempas
Vericiguat
MK 8892*
rHT
Research*
in preparation
in preparation
in preparation
Research/Preclin.
• Bayer Investor Presentation • Meet Management • June 2014 Page 90
PH: Pulmonary hypertension; PAH:Pulmonary arterial hypertension; CTEPH: Chronic thrombmoembolic PH; PH-IIP: PH assoc. with interstitial idiopathic pneumonia; dSSc: Diffuse systemic sclerosis; CF: Cystic fibrosis; wCHF: Worsening
chronic heart failure; rHT: Resistant hypertension; HF: Heart failure
*Potential collaboration assets, subject to execution of options in the next 5 years after successful completion of Phase 1
BAY sGCstim*
BAY sGCact*
Raynaud’s
Major Expected Pharma Pipeline Newsflow2014/2015
• Bayer Investor Presentation • Meet Management • June 2014
Estimated primary study completion as of May 2014HCC: Hepatocellular carcinoma; NHL: Non-Hodkin‘s lymphoma;; MR: Mineralocorticoid receptor; HF: Heart failure; PI3-Kinase: Phosphatidylinositol-3 kinases, sGC :Soluble guanylate cyclase; HIF-PH: HIF prolyl hydroxylase
Page 91
2014
2015
BAY 85-8501 (Elastase Inhibitor) Completion of phase II in bronchiectasis
Copanlisib (PI3-Kinase Inhibitor) Completion of phase II in NHL
Stivarga Completion of phase III in 2nd-line HCC
Finerenone (MRAntagonist) Completion of phase II in diabetic nephropathy
Vericiguat Completion of phase II in worsening chronic HF
Molidustat (HIF-PH Inhibitor) Completion of phase II
Finerenone (MR Antagonist) Completion of phase II in worsening chronic HF
Nexavar Completion of phase III in breast cancer (RESILIENCE)
Vilaprisan (SPRM) Completion of phase II
• Bayer Investor Presentation • Meet Management • June 2014
Established Pharma Products
Page 92
2010 2011 2012 2013
Hemophilia Franchise –Stable Growth
• Bayer Investor Presentation • Meet Management • June 2014
Global # 2 in hemophilia A treatment
Competitive portfolio in hemophilia:
Positive phase III data with site-directed PEGylated long-acting Factor VIII (BAY 94-9027)
Product from plasma-free process (BAY 81-8973) – filing planned for 2014
Investment of € >500m planned to establish additional manufacturing capacities for recombinant FVIII products in development
Sales in € million; ∆% Fx adj.
299
705
290
785
332
850
US Rest of the world
1,0041,075
1,182+6%
Page 93
330
872
1,202
Prophylaxis in Hemophilia – Breakthrough in Prolonging Dosing Intervals
• Bayer Investor Presentation • Meet Management • June 2014 Page 94
Prophylaxis can protect hemophilia patients more effective compared to on-demand treatment in terms of
Reducing frequency and severity of bleeding episodes
Preserving joint health/function and
Maintaining overall long-term health status
However, current standard in prophylaxis involves two to three infusions per week
A long-time goal in hemophilia prophylaxis has been to reduce the burden from frequent infusions
PROTECT VIII demonstrated evidence of reliable prophylaxis of bleeding in hemophilia A with dosing at every 5 and 7 day intervals
Expanding the Hemophilia Franchise – Long-Acting Site-directed PEGylated Factor VIII
• Bayer Investor Presentation • Meet Management • June 2014 Page 95
Damoctocog alfa pegol (BAY 94-9027) is a B-domain–deleted recombinant factor VIII (BDD-rFVIII) with site-specific PEGylation
Attachment of PEG extends half-life without reducing FVIII activity
Positive PROTECT VIII phase III data
Filing US, EU and other regions planned for 2H’2015
Site-specificPEGylation toextend FVIII half life
B-domaindeletion
Damoctocog alfa pegol (BAY 94-9027) –Design of the PROTECT VIII Phase III Study
• Bayer Investor Presentation • Meet Management • June 2014 Page 96
PROTECT VIII is a pivotal study assessing safety and efficacy of the site-directed PEGylated FVIII Damoctocog alfa pegol
Part A: On-demand and prophylactic treatment (completed)
Part B: Major surgery (ongoing)
6
Randomization
0 10 14 20 28weeks
2x/week 25 IU/kg (n 120)
2 or more breakthrough bleeds:
No or 1 breakthrough bleeds:
36
Screening
Screening
2
On‐demand therapy individual dosage n=20
2x/week 30 to 40 IU/kg n=24*
Every 5 days 45‐60 IU/kg n=43
Every 7 days 60 IU/kg n=43
* 13 assigned due to bleeding; 11 default/randomization arms full38
Damoctocog alfa pegol Phase III Results -Reduction of Infusion Frequency in Prophylaxis
• Bayer Investor Presentation • Meet Management • June 2014 Page 97
Met primary objective of protection from bleeds with fewer infusions
Extending infusion intervals up to 7 days resulted in protection from bleeds
No inhibitors against FVIII developed during treatment period
Study ArmPatients (n)
remaining on treatment
Patients with no bleeding Median ABR
Prophylaxis: infusion2x/week n.a. n.a. 17.4 (reduction to 4.1 after
dose increase)Prophylaxis: infusion
every 5 days 43/43 44% 1.9
Prophylaxis: infusionevery 7 days 32/43
37%(incl. non-completers)
3.9 * (incl. non-completers)
On-demand treatment n.a. n.a. 23.0
ABR: Annualized bleeding rate
*Median ABR for the 32 (74%) completers was 0.96
The Leader in Women’s HealthCare
• Bayer Investor Presentation • Meet Management • June 2014
Yaz family
Sales ∆% y-o-y, () FX adj.
Women’s Healthcare 2013
€3,034m-7% (-1%)*
+6 (+10)Mirena
-23 (-16)Diane
-18 (-13)
+7 (+12)Qlaira
Other products +1 (+7)
-13 (-8)Microgynon
-2 (0)Valette
-13 (-8)Meliane
-7 (-1)Angeliq
Page 98* Fx & portf. adjusted growth -4% due to Essure with €74m sales in 2013
• Bayer Investor Presentation • Meet Management • June 2014
Strengthening Women‘s Health Business –Acquisition of Conceptus, Inc.
Bayer successfully completed the public tender offer to acquire all shares in Conceptus for a purchase price of €780m
US-based company developing the Essure® procedure, the leading non-surgical permanent birth control method proven by >700,000 procedures
Significant synergies expected from leveraging existing business power
Essure ®Permanent
Long-term
Short-term
No children Active family planning Family planning finalized
IUD (Mirena)
IUD (Skyla)
Oral contraceptives (e.g. YAZ)
Page 99
Mirena – The Leading Hormonal Long-Acting Contraceptive
• Bayer Investor Presentation • Meet Management • June 2014
Intrauterine device, containing levonorgestrel, for reversible long-term contraception
Life-cycle opportunities: Small low-dose long-acting (up to 3
years) device: Jaydess; launched in EU Skyla; launched in the US
Phase III for a long-acting (up to 5years), low-dose, small contraception device underway
Sales in € million; ∆% Fx adj.
2010 2011 2012 2013
285
254
313
268
385
292
US Rest of the world
539581
677+10%
Page 100
415
304
719
Betaseron – Long-term Experience in Multiple Sclerosis Treatment
• Bayer Investor Presentation • Meet Management • June 2014
First interferon launched in multiple sclerosis, introduced in 1993
Wealth of clinical experience
Demonstrating excellent efficacy and tolerability
21-year long-term follow-up study demonstrated significant survival advantage with Betaseron treatment
Launch of BETACONNECT (new electronic auto-injector) in Europe underway
Sales in € million; ∆% Fx adj.
2010 2011 2012 2013
473
733
447
670
578
638
US Rest of the world
1,2061,117
1,216 -12%
Page 101
499
539
1,038
Nexavar –Our Cornerstone in Oncology
• Bayer Investor Presentation • Meet Management • June 2014
Approved for kidney cancer (RCC), liver cancer (HCC) and radioactive iodine refractory differentiated thyroid cancer (DTC)
Only approved drug with overall survival benefit in HCC
Phase III trials in: Breast cancer RCC (adjuvant)
Sales in € million; ∆% Fx adj.
2010 2011 2012 2103
174
531
174
551
204
588
US Rest of the world
705 725792
+3%
Page 102
219
552
771
Aspirin –Sustainable for More Than A Century
• Bayer Investor Presentation • Meet Management • June 2014
One of the world’s most recognized brands
Available as OTC and Rx Aspirin
Bayer’s #1 product in Emerging Markets; 8% growth in China in 2013
Sales in € million; ∆% Fx adj.
2010 2011 2012 2013
358
418
404
471
476
494
Rx-Aspirin OTC-Aspirin
776875
970 -1%
Page 103
452
464
916
• Bayer Investor Presentation • Meet Management • June 2014 Page 104
Aspire to Become the LeadingOTC Company
Evolution of Bayer Consumer Care’s OTC Business
2008Acquisition of OTC brand portfolio from Sagmel(CEE) and Topsun (China)
1999Aspirin trademark centenary-worldwide sales > €500m
1899ASPIRIN introduced as an over-the-counter(OTC) medicine
1994Consumer Care business group created by the acquisition of North American OTC business of Sterling; Acquisition of the “Bayer Cross”Trademark in USA
2005Acquisition of Roche Consumer Health
2013Aspirin trademark sales of >€900m
Acquisition of Steigerwald (Germany)
Page 105 • Bayer Investor Presentation • Meet Management • June 2014
2014Proposed acquisition of Merck’s Consumer Care business (US)
Transaction agreement signed with Dihon Pharmaceutical Group (China)
• Bayer Investor Presentation • Meet Management • June 2014Page 106
Growth Strategy
Maximize brand potential Global expansion of key brands
Exploit our innovation pipeline
Grow in emerging markets Increase commercial power
Bolt-on acquisitions to strengthen portfolio & regional set-up
3.43.5
3.9 3.9
2010 2011 2012 2013
+5%
+7%+6%
Consumer Care sales in € billion; ∆% Fx & portfolio adj.
Bayer Consumer Care – Outperforming Markets in Past 7 Out of 8 Years
Merck’s Consumer Care Business Fits Perfectly With Bayer Consumer Care
• Bayer Investor Presentation • Meet Management • June 2014
Complementary Portfolio
Building on core competencies
Creation of a global leader in OTC Gaining scale in key categories CASF1, dermatology,
and gastrointestinal Optimizing footprint in North America
Strong track record of growing OTC brands Strong geographical presence to broaden Merck’s
portfolio globally Utilizing integration skills from past transactions
Page 107
Acquisition criteria fulfilled
Creating leadership positions in important consumer care categories and geographies
Increasing consumer care margin2 by ~1pp from year 1 Immediate core EPS accretion from year 13
1 cold, allergy, sinus, flu; 2 EBITDA pre-special items;3 transaction incl. sGC collaboration
Page 108 • Bayer Investor Presentation • Meet Management • June 2014
Combined Portfolio Significantly Strengthens Global Positions
Gastrointestinal
Analgesics3
CASF2
Nutritionals
Dermatology1
Total
Others4
3,904 1,635 5,539
1,110 386
372 803
126 513
439 141
1,023
834
1 including sun care; 2 Cold, Allergy, Sinus, Flu; 3 including Cardio; 4 Foot Health, Women’s Health, Other
1,496
1,023
1,175
834
580
431
#1
#2
#3
#1
#2
Global position*2013 Sales in €m (pro-forma portfolio)
Note: Merck sales converted at average USD rate of 1.33 (FY 2013)
305
*After allowing for the Novartis/Glaxo deal; excluding Dihon acquisition in China; excluding Rx
MerckBayer
Page 109 • Bayer Investor Presentation • Meet Management • June 2014
Combined Portfolio Significantly Strengthens Geographic Footprint
Note: Merck sales converted at average USD rate of 1.33 (FY 2013)*After allowing for the Novartis/Glaxo deal; excluding Dihon acquisition in China; excluding Rx
Latin America
Europe
North America
Total
Asia/Pacific
3,904 1,635 5,539
1,117 1,105
1,621 170
389513
141
777
2,222
1,791
946
580
#1
#1
#5
#2
Global position*2013 Sales in €m (pro-forma portfolio)
191
169
MerckBayer
FY 2013 sales in € million (∆% yoy Fx-adj.)
321
310
232
214**
207
176
158
257
*Total Aspirin includes Aspirin Complex and Aspirin Cardio (Rx)**Total Alka-Seltzer includes Alka-Seltzer and Alka-Seltzer Plus
916*
= Rx Sales
Page 110 • Bayer Investor Presentation • Meet Management • June 2014
Combined Top 10 Portfolio –Individual Brands with Annual Sales >€100m
576
Note: Merck sales converted at average USD rate of 1.33 (FY 2013); based on pro-forma FY 2013 net sales
• Bayer Investor Presentation • Meet Management • June 2014Page 111
Top Priorities To Be Executed Immediately After Closing of Transaction…
Ensure fast integration into operations Safeguard product supply Realize synergy potential
Prioritize brand strategies within combined portfolio Realize Merck brand penetration opportunities ex-US Define and execute individual brand strategies
Develop US scale advantage Strive for leadership with trade customers Provide a broader product portfolio
Critical massin US
Brand Roll-Out ex-US
Smooth integration
• Bayer Investor Presentation • Meet Management • June 2014Page 112
Clear Strategy For a Smooth Integration
2014 Q2 2014 Q42014 Q3 2015 (End State)
Smooth integration expected due to experienced management team
• Ensure effective integration into Consumer Care
• Safeguard on-going product supply
• Prioritize and execute identified brand development / expansion strategies
• Ensure sufficient future capacity for growth
• Capitalize on Merck’s innovation capabilities
• Achieve scale and revenue synergies
• Capture consolidation and efficiency synergies by 2017
Deal signing Deal closing Consolidation / Integration
• Bayer Investor Presentation • Meet Management • June 2014Page 113
Enhanced Scale and Broader Category Scope Improve Product Offerings
US Retail Sales CASF Benefits from Enhanced Scale
Co-promoting complementary brands
New item assortment and shelving opportunities
Improved merchandising efficiencies Bigger and more impactful trade
events Foster strategic partnerships with
retailers
FY 2013 retail sales in CASF in $ million*
$-
$200
$400
$600
$800
$1,000
$1,200
RB Bayer &Merck
J&J Merck &Co.
P&G Pfizer Chattem Bayer GSK
*Source: IRI; Latest 52WK; December 2013
Make Bayer Consumer Care Top Strategic Partner for US Retailers
Maximizing Brand Potential Through Global Expansion
Brand Sales by Major Region 2013 Expansion Plans
• Bayer Investor Presentation • Meet Management • June 2014Page 114
Analgesic~80% in North America
~95% in North America
Wound-healing~75% in Europe
Anti-fungal~75% in Europe & LatAm
Vitamins & minerals~50% in Europe
~80% in North AmericaCASF
Sun Care
• Bayer Investor Presentation • Meet Management • June 2014Page 115
Russia
Country OTC Market Sales Growth2013* Execution Plans
China
Global #2 Growing 2x the
global rate
Use investments in footprint, brand-building and sales capabilities to extend Claritinleadership
Build sun care category with Coppertone
Brazil
Global #7 Fastest growing
market in LATAM
Use investments in brand-building and channel capabilities to develop key new categories (sun care, foot care, allergy)
Revitalize Coppertone and Dr. Scholl’s brands
Russia
Global #4 Retail OTC is
largest healthcare segment
Focus on CASF brands using current position to roll-out extended offerings
Achieve #2 position
Execution Plan Focused on Key Brands in Key Emerging Markets
+38%
+26%
+14%
*Bayer Consumer Care sales, currency-adjusted
Consumer Care is Well-Positioned for Growth – Aspire to Clear OTC Leadership
OTC MarketAttractive
Bayer Has Strong #2 Position
Plans for Continued
Future Growth
Trends favor continued growth OTC market model based on long-term brand building OTC businesses becoming more valuable over time
Leader in key categories Multiple strong brands Track record of outperforming market growth
Globalize established brands & launch innovation pipeline Focus on emerging markets where most of growth will come Strategic acquisitions and alliances
Page 116 • Bayer Investor Presentation • Meet Management • June 2014
• Bayer Investor Presentation • Meet Management • June 2014 Page 117
Animal Health – Operating in an Attractive Market Environment
• Bayer Investor Presentation • Meet Management • June 2014 Page 118
Demonstrating a Solid, Long-Term Sales Growth TrajectorySales in € million; ∆% Fx & portfolio adj.
Overall global #5 and global #2 in parasiticides
Ranked #3 in CAP (~60% of sales) Sector driven by: Emotional relationships to pets Infectious and chronic diseases
Ranked #7 in FAP (~40% of sales) Sector driven by: Increasing customer/consumer
awareness Food safety & disease transmission Globalization in farm exports
Highlights
977
1,1201,186
1,303 1,306
2009 2010 2011 2012 2013
+4%
• Bayer Investor Presentation • Meet Management • June 2014 Page 119
Aspiring Further Sustainable Growth
6%
AH Market 2013 by Player
Zoetis Merck Merial Elanco Bayer
Boehringer I. Novartis Virbac CEVA Others
€21bn
Growth Strategy
Expand market share of existing portfolio while delivering innovation
Strengthen and expand 2013 acquired TEVA US AH business
Drive research & development at a 10% sales ratio
Explore M&A opportunities for further growth
• Bayer Investor Presentation • Meet Management • June 2014 Page 120
New Innovative Product Examples –Recent Launch Highlights
New benchmark for flea and tick protection
Outstanding efficacy based on combination of active ingredients
Up to 8 months protection due to innovative polymer matrix technology
Pradofloxacin, the new generation fluoroquinolone
Extended spectrum vs. previous fluoroquinolones
Greater potential to limit selection for resistance
Convenient formulations for dogs and cats
1st combined endopara-siticide against roundworm and coccidiain dogs
Easy and convenient once daily oral treatment
Can be used at 2-weeks old
• Bayer Investor Presentation • Meet Management • June 2014 Page 121
Innovative Life-Cycle Management –Example of Advantage Family
Highlights
2002 2013
202
487
Sales in € million
Successful franchise through: Brand building – investments in
direct-to-consumer for brand awareness
Channel diversification – meeting consumers where they are
Life Cycle Management (LCM) –ongoing with new claims
• Bayer Investor Presentation • Meet Management • June 2014 Page 122
Selected R&D Activities
Newformulations Antimicrobials Pharmaceutical
SpecialtiesParasiticides
Focus to improve:
Convenience
Efficacy
Safety
Antibiotics (Quinolones)
Dairy Health
RespiratoryDiseases
Products
Allergy & Inflammation
Chronic KidneyDisease
Ecto-parasiticides
Endo-parasiticides
Endecto-parasiticides
R&D Investment approx. 10% of turnover
• Bayer Investor Presentation • Meet Management • June 2014 Page 123
Medical Care – Diabetes Care and Radiology
DC & R
• Bayer Investor Presentation • Meet Management • June 2014 Page 124
Radiology & Interventional
DiabetesCare
Sales Split 2013
Medical Care €2,526m; -5% (0%)
40% 60%
Medical Care – Strong Legacies in Diabetes Care and RadiologyIn € million, ∆% yoy, () = Fx & portf. adjusted
Diabetes Care: Comprises self testing blood
glucose monitoring devices
Radiology Combines our Contrast
Media, Injector and Informatics businesses
• Bayer Investor Presentation • Meet Management • June 2014 Page 125
Diabetes Care –Global Player in Blood Glucose Meters
HighlightsSales in € million; ∆% Fx & portfolio adj.
1,000 993 1,0021,047
1,007
2009 2010 2011 2012 2013
-1% Global #3 in blood glucose meters
Stable business performance despite difficult market conditions
Market characterized by growth in prevalence, but pricing pressure
Latest innovation products include CONTOUR® Next and Next Link MULTIPULSE technology ensures high
accuracy blood glucose measurements
Wireless transmission of results to Medtronic insulin devices
• Bayer Investor Presentation • Meet Management • June 2014 Page 126
1,363
1,474 1,498
1,6061,519
2009 2010 2011 2012 2013
Sales in € million; ∆% Fx & portfolio adj.
0%
Radiology – Leading Positions in Contrast Media and Application Devices
Integrated subsidiary Medrad Inc. and our contrast media business
The business comprises: Contrast media: CT and MRI Contrast media injectors: Medrad
brand Informatics Services
Synergies through focus on similar centers / physicians
Highlights
Investor Handout – Meet ManagementBayer CropScience
June 2014 – New York
18%
25%
11%11%
7%
28%
Sales 2013: €8,819m
Insecticides€1,622mMarket position:
Fungicides€2,195m3Market position:
SeedGrowth€921m1-2Market position:
Herbicides €2,456m4Market position:
Env. Science €651m1Market position:
Seeds €974m7Market position:
Page 128
CropScience –A Leader in Chemical Crop Protection
• Bayer Investor Presentation • Meet Management • June 2014
1
Market positions based on company reportings and Cropnosis estimatesPage 128
25%
22%14%
12%
8%
6%6%4%3%
Fruits & Vegetables
CerealsOilseeds
Soy
Corn
Cotton
Rice
Sugar Crops
* by major crop groups excluding industrial business and non-agricultural solutions
CropScience Sales 2013*
Other
Fruits, Vegetables and Cereals –A Major Part of Our Portfolio
• Bayer Investor Presentation • Meet Management • June 2014Page 129
Leading the Way in Integrated Crop Solutions
Integrated Crop Solutions
Chemical Crop
Protection
BiologicalCrop
Protection
Seeds
Herbicides Fungicides Insecticides SeedGrowth
Microorganisms Microbial
extracts
Canola, cotton, rice, vegetables, soy, wheat
Conventionalseeds
GMO seeds Traits
Weed, pest & disease control
Stress tolerance
Better harvestwith improved: Yield Quality Processability Sustainability
GMO: Genetically modified organism• Bayer Investor Presentation • Meet Management • June 2014Page 130
• Bayer Investor Presentation • Meet Management • June 2014Page 131
Strong Growth at Record Margin
FY 2013 –Strong Growth at Record Margin
Page 132
Crop Protection+7% (+11%)
EnvironmentalScience
-4% (+1%)
*before special items
Seeds+1% (+1%)
2013 Sales Earnings In € million, ∆% yoy, () = Fx & portf. adjusted
CropScience €8,819m; +5% (+9%)
Price+3%
Volume+7%
Fx-5%
Portfolio0%
7,194
FY‘12 FY‘13 FY‘12 FY‘13
2,025
2,248 +11%
1,543
1,801 +17%
Adj.EBITDA*
Adj.EBIT*
651974
24.2% 25.5%Margin
• Bayer Investor Presentation • Meet Management • June 2014
Emerging Economies
25%
CropScience Sales in FY 2013
CropScience €8,819m; +5% (+10%)Latin
AmericaEastern Europe
Africa & Middle East
Emerging Asia³
~900
+11% ~2,200
+27%
~600
+9%
~300
+4%
Page 133
17%
USA+3%
25%
45%
13%
EmergingEconomies¹+18%
Western Europe +3%
Others²+6%
FY 2013 –Strong Growth in Emerging EconomiesSales in € million, ∆% yoy Fx adjusted
• Bayer Investor Presentation • Meet Management • June 2014
1: Emerging economies include: Latin America, Asia w/o Japan, Australia, New Zealand, Africa and Middle East incl. Turkey, Eastern Europe2: Others = Japan, Australia, New Zealand, Canada; 3: Emerging Asia = Asia w/o Japan, Australia, New Zealand
• Bayer Investor Presentation • Meet Management • June 2014
Successful Start to The Year
Page 134
Sales Earnings
Q1 2014 – CropScience: Early Start to the Season in Europe
Page 135
Crop Protection+6% (+12%)
Environmental Science+1% (+8%)
Seeds+3% (+12%)
In € million, ∆% yoy, () = Fx & portf. adjusted
CropScience €2,900m; +5% (+12%)
Price+2%
Volume+10%
Fx-7%
Portfolio0%
2,231
Q1‘13 Q1‘14 Q1‘13 Q1‘14
1,081 1,098 +2%
969 988 +2%
Adj.EBITDA*
Adj.EBIT*
166503
• Bayer Investor Presentation • Meet Management • June 2014*before special items
Herbicides
Fungicides
Seeds503
+12%
Insecticides
Sales in € million; ∆% y-o-y Fx & portfolio adj.
Q1 2013 Nominal growth Q1 2014
• Bayer Investor Presentation • Meet Management • June 2014
Env.Science
Q1 2014 – Growth Driven by All Segments
Page 136
965+8%
662+17%
352+13%
252+ 19%
166+ 8%
SeedGrowth
Strong demand for cereal herbicides in Europe
Early start to the season in Europe; Growth in LatAm mainly driven by Fox
High demand in the US, especially for Poncho family in corn and soybean
Marked sales increase in Europe and LatAm; excellent performance of Belt
Growth in the Americas, mainly driven by cotton and vegetable seeds
Positive performance for both professional and consumer business
• Bayer Investor Presentation • Meet Management • June 2014
Customer-Centric StrategyPays Off
Page 137
Customer-Centric Strategy Pays Off
Strengthen Customer Centricity
Lead the Way in Innovation
Enhance Crop Protection &
Environmental Science
Striving for first- and best-in-class solutions
Exploiting expertise in seeds, breeding, and chemical and biological crop protection
Driving commercial excellence in marketing and sales
Connecting partners in the value chain through integrated Go-to-Market practices
Improving portfolio through focused and integrated crop solutions
Increasing flexibility and efficiency
ExpandSeeds Business
Further strengthening position in vegetables, rice, oilseed rapeand cotton
Extending portfolioby building up business in soybean and wheat
• Bayer Investor Presentation • Meet Management • June 2014Page 138
Q1 2014 - Significant Contribution from New Crop Protection Products
1.1
1.5
1.8
2.6
2012 2013 2014e 2016e
+33%
Sales from new Crop Protection products launched since 2006 in €bn∆% y-o-y, () Fx adj.
• Bayer Investor Presentation • Meet Management • June 2014
(+16%) - Superior ‘all-in-one’ cereal fungicide with yield-boosting effect
herbicide (+14%) -Excellent weed control in corn and cereals, also in case of glyphosate resistance
(+75%) - Broad-spectrum insecticide with fast, long-lasting action
(+112%) - New fungicide now available in several key markets
Q1 2014 Highlights
Q1
0.6
Page 139
Xpro – New Cereal Fungicide with Yield-Boosting Effect
Pyrazole fungicide from a new generation of SDHI* for foliar use in cereals
Combined formulation of Bixafen and Prothioconazole leading to superior "all-in-one" cereal fungicide Xpro
Excellent control of key cereal diseases including strobilurin-resistant Septoria
Boosting yield through long-lasting disease control and positive impact on plant physiology
Global peak sales potential of more than €300m
* SDHI: Succinate dehydrogenase inhibitor• Bayer Investor Presentation • Meet Management • June 2014Page 140
Luna – Outstanding Fungicide for Managing Problematic Crop Diseases
New SDHI* fungicide for use in foliar application and seed treatment on more than 70 horticultural and industrial crops
Control for a broad range of problematic diseases including Alternaria blight, scab, powdery mildew and white mold
Benefits for the food chain through better storability and longer shelf-life of harvested produce
Available since 2012 planting season in several key markets
Global peak sales potential of more than €250m
* SDHI: Succinate dehydrogenase inhibitor• Bayer Investor Presentation • Meet Management • June 2014Page 141
Adengo Family – Highly Effective Weed Control in Corn
Thiencarbazone-methyl is a new sulfonyl-amino-carbonyl-triazolinone (SACT) herbicide
Additional crop selectivity in combination withHPPD inhibitor Isoxaflutole and safener Cyprosulfamide
Grower benefits:
Controls annual grasses and broad leaved weeds in corn including those that are resistant to glyphosate
Offering flexibility in application timing
Strong enough to achieve one-pass weed control
Rapid burndown, long-lasting residual control
• Bayer Investor Presentation • Meet Management • June 2014
Peak sales potential of more than €350m
Page 142
Belt Insecticide - Preserve Yield Potential
Flubendiamide is a phthalic acid diamide
Acts as ryanodine receptor modulator, larvae loses muscle control
Grower benefits:
Controls lepidoptera pests in a wide range of crops, including soybeans, corn and cotton
Fast action, larvae stops feeding immediately
Rainfast with excellent residual activity
Provides minimal risk to beneficial insects
Excellent resistance management tool
• Bayer Investor Presentation • Meet Management • June 2014
Control
+ BELT®
Heliothis
Peak sales potential of more than €300m
Page 143
Sustainable Alternatives to Fight Glyphosate Weed Resistance
• Bayer Investor Presentation • Meet Management • June 2014
Weed resistance to glyphosate increasingly impacting crop production; almost 50% of U.S. growers are affected
Our LibertyLink is currently the only non-selective herbicide solution to glyphosate resistant weeds
Significant expansion of production capacity for Liberty planned
We are committed to develop new and more sustainable weed management solutions
Highly effective pre-emergent and selective herbicide portfolio launched
100
200
300
400
2010 2011 2012 2013
Liberty/Basta Sales in €m
Page 144
Future Market Potential of Biologicals Expected to Increase Significantly
Biologicals are products derived from naturally-occurring living organisms or materials from plants or microorganisms
Increasing demand from consumers for safe and sustainably produced food, especially in fruits & vegetables area
Global retailers have more stringent residue reduction targets
Currently lower regulatory hurdles and faster registration process for biologicals compared to chemicals
Grower benefits from short pre-harvest and re-entry intervals and thus high flexibility on application timing
When used in combination or rotation with chemicals, biologicals provide new tools in resistance management
• Bayer Investor Presentation • Meet Management • June 2014
Market potential expected to triple from $1.2bn in 2010 to $4bn in 2020
Page 145
Further Growth Opportunities in Biologicals with Bolt-On Acquisitions
Successful market entry with nematode seed treatment Poncho/Votivo in 2011 (Sales 2013: €150m)
AgraQuest acquired in Q3 2012 for €375m including milestone payments.Global provider of innovative biological pest management solutions based on natural microorganisms
Prophyta acquired in Q1 2013, a provider of well-established products, e.g. nematicide BioAct
Biagro acquisition* adds nitrogen inoculants and plant health promoters
We aim to become the world leader in integrated crop solutions
• Bayer Investor Presentation • Meet Management • June 2014* Clearance by Antitrust Authority in Argentina outstanding
Page 146
Acquisition of Biagro to Strengthen our Soybean Business in Latin America
Argentinean company Biagro acquired in Q1 2014*
Biagro portfolio includes seed-applied biofertilityinoculants and plant growth-promoting microorganisms
Acquisition is a further milestone to become a leader in biological seed treatments
Provides soybean growers in Latin America with innovative offerings to substantially improve productivity
Nitrogen essential for plant growth and soybean seed production
Biagro inoculants are a very effective and cost-efficient method of supplying nitrogen to soybeans and other legume crops
• Bayer Investor Presentation • Meet Management • June 2014* Clearance by Antitrust Authority in Argentina outstanding
Inoculants containinghigh-quality Rhizobiumbacteria strains enableplant roots to fix nitrogenfrom the atmosphere,resulting in enhancedplant growth, morevigorous root structureand greener plant foliage
Page 147
Customer Centricity Along the Entire Value Chain
• Bayer Investor Presentation • Meet Management • June 2014
Bayer CropScience
Our offers GrowersDis
trib
utor
s /
seed
com
pani
es
Ret
aile
rs
Adv
isor
s
Providing Seed-to-Shelf Solutions
Trad
ers
Food
pro
cess
ors
Food
reta
ilers
Consumers
Around 240 food chain partnerships covering most of the main fruit & vegetable crops and rice
Premium seeds and effective crop protection products to maximize yield
Consistent and high harvest quality for efficient food processing
Meeting highest food safety standards
Better product quality for the consumer
Page 148
Serving Grower Needs Beyond Crop Protection and Seeds
• Bayer Investor Presentation • Meet Management • June 2014
Services Examples
Providing agronomic support Crop advice Expert trainings
On-farm trials Field days
Optimizing yield and quality by offering diagnostic and prediction tools
Weather forecast Pest prediction Disease diagnosis
Resistance risk calculator
Assessment of quality indicators
Helping to optimize application process and seeding
Application collaborating with machinery providers
Seed treatment equipment checks
Creating transparency by offering tracking / documentation support
Field documentation RoI calculation
Certification support
Improving farm management by financing and insurances
Ag input financing Barter business
Crop price insurance
Page 149
• Bayer Investor Presentation • Meet Management • June 2014
Translating R&D Effectively into Sales
From to €
Page 150
Pipeline Peak Sales Potential €4bn from Products Launched 2011 - 2016*
• Bayer Investor Presentation • Meet Management • June 2014
Crop Protection
Life Cycle Management
SeedsCotton
Canola
Wheat
Soybean
Rice
2013
~110 launches in vegetables & broad acre crops
Roundup Ready Hybrid Canola
FungicideSerenade Optimum
Bayer Oilseed Mustard Hybrids
Seed Varieties
2014
Canola Yield Increase
Numerous launches in vegetables & broad acre crops
Verango / VelumInsecticide
Insect Resistant Hybrid Rice
TwinLink + GlyTol Cotton
Seed Varieties
20162015
*estimated and subject to regulatory approval2 joint project with MS Technologies
Constant Life Cycle Management through new formulations and mixtures that also includes Biologicals
Disease Resistant + Salinity Tolerant Hybrid Rice
Insect + Disease Resistant Hybrid Rice
Improved Canola Oil Profile
Dual Herbicide Tol. + Novel Insect Resistant Cotton
InsecticideBiologicals
Seed VarietiesNumerous launches in vegetables & broad acre crops
GlyTol + HPPDTolerantSoybeans2
Biologicals Fungicide
Bayer Wheat Seed
LibertyLink + Roudup Ready Hybrid Canola
CouncilHerbicide
Disease Resistant + Submergence Tol. Hybrid Rice
Seed VarietiesNumerous launches in vegetables & broad acre crops
SivantoInsecticide
Page 151
Sivanto – Innovative and User-friendly Insecticide Against Sucking Pests
Active ingredient: flupyradifurone (novel insecticide class butenolides)
Control of sucking pests such as aphids, hoppers and whiteflies
Intended for use in fruits, vegetables, and broad acre crops
Favorable safety profile
Launch planned 2015*
• Bayer Investor Presentation • Meet Management • June 2014* first registrations for foliar application; SeedGrowth use
planned to follow subsequentlyPage 152
Biological Crop Protection for Mite Control
Mites can significantly reduce yields and quality
Leading to rejection of produce along the value chain and lower sales
Microbial acaricide with new mode of action
Season-long effectiveness: curative, eradicant, protective
Registration expected in the U.S. in 2016*
• Bayer Investor Presentation • Meet Management • June 2014* subject to regulatory approval
Two-spotted spider mite under scanning electron microscope (SEM)
Page 153
Build up a Global Wheat Seed Business
Largest broad-acre crop worldwide
Market value still small, but major potential seen with productivity improvement
Hybrids provide opportunity for both yield increase and improved yield stability
• Bayer Investor Presentation • Meet Management • June 2014
The Market* Our Efforts Our Goals
• 7 breeding centers• Numerous collaborations• Significant R&D investments
The Market
• 226m ha of wheat acres, majority is farm-saved seed
• Current market of €0.2bn (royalties only)
• Slow productivity increase
• Yield increase• Nitrogen use efficiency• Water use efficiency• Heat tolerance
Market Entry• Launch of first variety
planned in 2015• Suitable for western and
central regions of the Ukraine• Open pollinated variety
* Source: FAO, Context Networks 2012 (seed co level)
Corn: 60.7 EUR/ha Wheat: 0.9 EUR/ha
The Market
Page 154
Acquisitions in Latin America Broadenour Portfolio in Soybean Seed
Building up proprietary seed business with high quality germ-plasm pool
Establishing best-in-class breeding platform
Leveraging the potential of our trait platform through out-licensing
Launch of Bayer soybean brand Credenz planned late 2014
Integrated business model combining seeds & crop protection
• Bayer Investor Presentation • Meet Management • June 2014* subject to clearance by Antitrust Authority in Argentina
2013 FN Semillas*soybean seed company Buenos Aires, Argentina
2011 Soytechsoybean seed company Goiânia, Goiás
2013 Wehrtecsoybean seedcompanyCristalina, Goiás
2013 Agropastorilsoybean germplasmbankCascaval, Paraná
2010 CVRplant breedingRio Verde, Goiás
Page 155
Strategic Progress Achieved
EnhanceCrop Protection & Env. Science
Strengthen Customer Centricity
Lead the Way in Innovation
Expand Seeds Business
● €1.5bn sales in 2013 with products launched since 2006● Biologicals strengthened further with Prophyta and Biagro*● Expansion of supply capacities for key active ingredients
● Support to increase productivity of small-scale farmers● Improved channel management practices● Broadened food chain partnership business model
● Pipeline Peak Sales Potential** €4bn● Increased investment in Seeds R&D● Innovating at the interface between chemistry and biology
● Strengthened presence in Latin American soybean market● Further investments done in wheat and vegetables● Development of innovative traits
• Bayer Investor Presentation • Meet Management • June 2014* Clearance by Antitrust Authority in Argentina outstanding
** from products launched between 2011-2016Page 156
• Bayer Investor Presentation • Meet Management • June 2014
2013 Sales CAGR 2016e
Further Growth at Benchmark Profitability
Page 157
Global Trends in Agriculture
• Bayer Investor Presentation • Meet Management • June 2014
GLOBAL FOOD PRODUCTION
CLIMATE CHANGE
-322 kg rice per hectare
Yields under pressure
+1°CFARMLAND PER CAPITA (ha)
1950 : 0.522010 : 0.202050 : 0.15
INSUFFICIENT STORAGE
Up to 40% of fruit and vegetables lost in India
Equivalent to the annual consumption in UK
CHANGING CONSUMPTION PATTERNS
Increasing demand for protein
Need for a sustainable productivity increase
By 2050
+70%
HUNGER
1 in 8 goes hungry today
POPULATION GROWTH
7 billion people on the planet today
9.6 billion people in 2050
Page 158
Crop Commodity Prices Declined in 2013, But Are Still At Relatively High Levels
• Bayer Investor Presentation • Meet Management • June 2014Source: Bloomberg
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
4,500
5,000
0
100
200
300
400
500
600
700
800
900
1,000
2008 2009 2010 2011 2012 2013 2014
Soybeans(LS)
Corn (LS)
Wheat(LS)
Canola(LS)
Rice (RS)
Cotton(RS)
USD/ton USD/ton
Page 159
Seed and Crop Protection Market Expected to Grow 5% in 2014
• Bayer Investor Presentation • Meet Management • June 2014
In many growing regions farmer income level is healthy after 3 good years
Commodity prices still above critical threshold for farmers, triggering investment in high-value seeds and crop protection
Steady expansion of soybean farming in Latin America
Expansion of agricultural production in Asia/Pacific continues
DESPITE Prices for agricultural commodities expected to be below 2013 levels
Global stocks-to-use ratios for key crop commodities on upward trend
Page 160
Promising 2014 Outlook
We expect to grow faster than the market
We plan to raise sales by a mid- to high-single-digit percentage on a currency- and portfolio-adjusted basis We anticipate negative currency effects of about 3%
We plan to increase EBITDA before special items by a low single-digit percentage, allowing for negative currency effects of approx. €150m
• Bayer Investor Presentation • Meet Management • June 2014Outlook depends on specific planning assumptions as detailed in the Annual Report
Assuming average FX rates of Q4‘13 (USD 1.36)Page 161
CropScience – Above Market Growth at Benchmark Profitability
2013 Guidance2014
Aspiration2016
Sales Increase €8.8bn Mid- to high-single-digit %(neg. FX effect approx. -3%)
6% CAGR
Adj. EBITDA Increase €2.2bn Low-single-digit %(neg. FX effect approx. -€150m)
Adj. EBITDA Margin 25.5% - 24-25%
Assuming average FX rates of Q4‘13 (USD 1.36)
Sales ∆ % Fx & portf. adjusted, margin = EBITDA before special items to sales
• Bayer Investor Presentation • Meet Management • June 2014Page 162
Increasing demand for innovative and sustainable agricultural solutions
Expansion of production capacity of for herbicide glufosinate-ammonium
Broadening seeds infrastructure for soybean and wheat
Expanding and modernizing R&D facilities
CAPEX expansion to €2.4bn for 2013 - 2016
Stepping Up Investment Plans to Fuel Future Growth
• Bayer Investor Presentation • Meet Management • June 2014
Capital Expenditures (PPE only, in €m)
303
453
620
2012 2013 2014e
Page 163
Investor Handout – Meet ManagementBayer MaterialScience
June 2014 – New York
MaterialScience –Leading Positions in All Segments
• Bayer Investor Presentation • Meet Management • June 2014* Aliphatic isocyanates
MaterialScience €11,238m
Polyurethanes€6,054m #1-2; approx. 19-24% market share
54% 6%
23%
17%
Sales in € million
Polycarbonates€2,640m #1; approx. 27% market share
Coatings, Adhesives, Specialties€1,863m #1; >40% market share*
Industrial Operations €681m
Sales Split by Segment 2013
Page 165
MaterialScience –Global Production Network
• Bayer Investor Presentation • Meet Management • June 2014Page 166*Market share based on estimated sales following self-assessment
# Europe, Middle East & Africa
HeadquartersMajor Production SitesDownstream Businesses
Position*
Americas
# 1 # 2 # 1 PUR PCS CAS
Position*
EMEA#
# 1 # 1 # 1 PUR PCS CAS
Position*
Asia/Pacific
# 2-3 # 1-2 # 1 PUR PCS CAS
• Bayer Investor Presentation • Meet Management • June 2014Page 167
Automotive
Other industries*
Construction Furniture / Wood Electro / Electronics
19% 18% 15%21%
MaterialScience –Sales By Key Customer IndustriesBayer MaterialScience sales by industry in 2013
= 73% +Chemicals
*Sports/leisure, cosmetics, health
10% 17%
MaterialScience as an Integrated Solution Provider
• Bayer Investor Presentation • Meet Management • June 2014Page 168
Megatrends offer business opportunities worldwide, with the emerging economies at the forefront
Ongoing urbanization
New and improved
transportation systems
Need for better energy
efficiency
Higher living
standards
Proportion of city dwellers expected to increase from 50% in 2010 to 70% in
2050*
Lightweight carsNew energy vehicle
development High-speed rail trans-
portation networks
EcoConstruction with high thermal insulation
standardsCold-chain efficiency
Over 40m people enter the middle class
every yearImproved housing
standards
Source: Steria, The Future Report 2012
• Bayer Investor Presentation • Meet Management • June 2014Page 169
Performance Below Expectations
• Bayer Investor Presentation • Meet Management • June 2014
FY 2013 –Operating Performance
25%
6,054 2,640
Polycarbonates -6% (-5%)
Polyurethanes+1% (+4%) Adjusted
EBITDA*
* before special items
AdjustedEBIT*
FY 2013 Sales Earnings
1,863
681
In € million; ∆% y-o-y, () Fx & portfolio adj.
Coatings, Adhesives, Specialties -6% (-2%)
IndustrialOperations
-5% (-4%)
Price0%
Volume+1%
Fx-2%
Portfolio0%
MaterialScience €11,238m; -2% (0%)
Page 170
FY 12 FY 13 FY 12 FY 13
1,263
1,072 -15%
613
429 -30%
FY 2013 –Regional Sales Development
• Bayer Investor Presentation • Meet Management • June 2014
Emerging EconomiesFY 2013 Sales
MaterialScience €11,238m; 0%Latin
AmericaEastern Europe
Africa & Middle East
Emerging Asia³
~2,670
-1%
~870
+0.5%
~680
+1.5%
~530
-7%
USA+3%
36%
42%
EmergingEconomies¹-1%
4%Others²+7%
Sales in € million; ∆% y-o-y Fx adjusted
20%
33%
42%
5%
Page 171
Western Europe -1%
1: Emerging economies include: Latin America, Asia w/o Japan, Australia, New Zealand, Africa and Middle East incl. Turkey, Eastern Europe2: Others = Japan, Australia, New Zealand, Canada; 3: Emerging Asia = Asia w/o Japan, Australia, New Zealand
• Bayer Investor Presentation • Meet Management • June 2014Page 172
Demand Led Growth
Q1 2014 Sales Earnings
Q1 2014 – MaterialScience: Demand Led Growth
Page 173**CAS: Coatings, Adhesives, Specialties;
*** IO: Industrial Operations
CAS**0% (+7%)
In € million, ∆% yoy, () = Fx & portf. adjusted
*before special items;
MaterialScience €2,803m; +1% (+5%)
Price-3%
Volume+8%
Fx-3%
Portfolio-1%
1,510659
IO***-6% (-5%)
Q1‘13 Q1‘14 Q1‘13 Q1‘14
Adj.EBITDA*
Adj.EBIT*
204
366 +79%
43
221469
165
• Bayer Investor Presentation • Meet Management • June 2014
Polyurethanes+3% (+7%)
Polycarbonates-1% (+2%)
>100%
Q1 2014 – Material Science:Regional Sales Development
• Bayer Investor Presentation • Meet Management • June 2014
Emerging EconomiesQ1 2014 Sales
MaterialScience €2,803m; +4%Latin
AmericaEastern Europe
Africa & Middle East
Emerging Asia³
~650
+6%
~200
±0%
~170
+9%
~130
-4%
USA+5%
36%
42%
EmergingEconomies¹+4%
4%Others²+1%
Sales in € million; ∆% y-o-y Fx adjusted
20%
35%
41%
4%
Page 174
Western Europe +4%
1: Emerging economies include: Latin America, Asia w/o Japan, Australia, New Zealand, Africa and Middle East incl. Turkey, Eastern Europe2: Others = Japan, Australia, New Zealand, Canada; 3: Emerging Asia = Asia w/o Japan, Australia, New Zealand
• Bayer Investor Presentation • Meet Management • June 2014Page 175
Aspire to Earn a Premium Over Cost of Capital
• Bayer Investor Presentation • Meet Management • June 2014Page 176
Cash Generation in Excess of Own Investment Need…
2002 and 2003 as reported in 2004 excluding acquisitions or divestments
In € million
2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
902
1,108
464
1,113
332
498
715
1,388
690
1,281
870
672
1,147
782
504 498565
775763849
621
735
CapEx (cash-relevant)
Net Cash Flow
~€4bn Free Operating Cash Flow in 12 years Free Operating Cash Flow
206 649
166
673592
277
110345
265 210 114
559
977 418
• Bayer Investor Presentation • Meet Management • June 2014Page 177
…But Selling Price Increases & Savings Not Sufficient to Protect Earnings
Market growth trends intact, key products on average with mid-single digit volume growth
High raw material prices and significant capacity additions led to global overcapacities and margin pressure
Going forward demand & supply balance expected to improve
Anticipated margin improvement supported by fresh savings from running efficiency initiative
2010 2011 2012 2013Sales Adj. EBITDA Raw Mat. & Energy Costs CFROI
In € bn
10.210.8
11.5
5.46.2 6.5
1.4 1.2 1.3
6%8%
11.2
6.6
1.1
6%6%
• Bayer Investor Presentation • Meet Management • June 2014Page 178
Sales ∆ Fx & portf. adjusted, margin = EBITDA before special items to sales
Higher Asset Utilization & Efficiency Measures to Drive Performance
2013
Target 2014*
Aspiration 2016
*Assuming average FX rates of Q4‘13 (USD 1.36)Detailed planning assumptions are outlined in the shareholder´s letter for Q1 2014
#after reproduction; cpa: currency and portfolio adjusted
Sales +0.4% to €11.2bn (volumes +1%)
Adj. EBITDA -15% to €1,072m
CFROI# 5.5% < WACC 6.9%
Sales: mid-single-digt % growth (cpa.)
Adj. EBITDA: increase (incl. -€50m from FX)
Q2 2014 vs Q1 2014: sales to increase and adj. EBITDA to slightly decrease due to scheduled maintenance shutdowns
Grow business (volume) above global GDP
Defend market leading positions in PCS and PUR
Realize 150bp margin contribution through new efficiency initiative (by 2015)
Optimize asset structure in Germany
CFROI# > WACC
Planning Assumptions for 2014 –Economy and Key Customer Industries
21%
18%
27%
19%
Automotive(+4%)
Electro /Electronic
(+6%)
Construction(+4%)
Furniture(+4%)
Others(incl. Chemicals)
3.1
1.5 1.8
2.5
4.84
3
2
1
5
GDP growth % prev. year
15%
Sales by industry 2013 and expected 2014 growth
Global Economic GDP Outlook Key Customer Industries Outlook
• Bayer Investor Presentation • Meet Management • June 2014Page 179
Brent crude oil is budgeted at an average of $110 per bbl for 2014
Detailed planning assumptions are outlined in the shareholder´s letter for Q1 2014
• Bayer Investor Presentation • Meet Management • June 2014Page 180
Profitability Improvement Through New Efficiency Initiative Until 2015
New efficiency initiative, started in 2013, targets to improve cost structure and to increase adjusted EBITDA margin by 150bp
Initiative comprises more than 100 measures across the entire value chain
Fresh savings realized as expected – plus ~50bps in 2013 margin*
Examples
Business Units Consolidation of system houses Pricing excellence programs
Organization Optimization of regional structures (e.g. Canada & US)
Production Further initiatives to improve asset productivity (e.g. maintenance schedules, engineering setup)
Supply Chain Optimization of logistics services
Selling & Administration
Further reduce costs by leveraging established global ERP platform and standardized processes
ERP: Enterprise resource planning* adjusted EBITDA margin
Process Technology Advances Lower Cost & Save Energy
• Bayer Investor Presentation • Meet Management • June 2014
Proc
ess
Ben
efits
*St
atus
TDI Gas Phase Phosgenation
Adiabatic Aniline Production
ODC Technology for Chlorine Production
*Compared with conventional technologyODC: Oxygen depolarized cathode
Uses up to 60% lessenergy
Requires 80% less solvent
CapEx reduced by 20%
Uses 25% less energy
20% less CO2 emissions
CapEx reduced by 30%
Uses 30% less energy
Reduces indirect CO2emissions
World-scale facilitysince 2011 in Shanghai, China
Technology to be used in new TDI plant in Dormagen
Pilot plant in Antwerp, Belgium
Plant in Shanghai since 2010
Demo facility in Krefeld-Uerdingen
External marketing started mid 2013
Page 181
• Bayer Investor Presentation • Meet Management • June 2014Page 182
Focus on Capital Discipline
DepreciationCapEx (PPE only)
813
600 598
460
599 601
2008 2012 2013 2014e
In € million
CapEx vs Depreciation CapEx Strategy
Investment focus on utilization improvement
Investment in efficiency is the basis for future profitable growth
CapEx brought successfully down on depreciation level
Target to stay around this level for the foreseeable future
• Bayer Investor Presentation • Meet Management • June 2014Page 183
Capitalizing on Global Megatrends
1990 2000 2020e 2050e
5.36.1
7.79.2 billion people
• Bayer Investor Presentation • Meet Management • June 2014Page 184
Our High-tech Materials Meet Key Customer Industry Needs
Poly-carbonates
Poly-urethanes
& CAS
Low weight for better energy efficiency in transportation High mechanical strength enables product durability Transparency for optical applications and architectural glazing High heat resistance and reliable electrical insulation properties Excellent design flexibility that goes beyond that of glass
Outstanding thermal insulation properties Versatility allowing full spectrum of flexible to rigid foam applications Excellent abrasion resistance and rebound resilience Durability for reliable protective coatings
AutomotiveConstruction Electro / Electronics
CAS: Coatings, Adhesives, Specialties
Increased Energy Efficiency in Cars Through Polycarbonates
• Bayer Investor Presentation • Meet Management • June 2014
Growth drivers
Polycarbonates Heat stability and optical quality enable new
LED-based lighting systems
Flame-retardant polycarbonate blends protect batteries used in future cars with hybrid engines
Car body parts made from polycarbonate blends reduce weight
Automotive glazing out of polycarbonate combines high weight saving potential with outstanding thermal insulation
Broad global political initiatives promoting e-mobility
Increasing use of electrical devices requires flame retardancy of plastics
Polycarbonate glazing offers a weight advantage of 30-50% compared to real glass
84m light vehicles* produced globally in 2013, estimated CAGR until 2018: ~5%
*Includes cars and light commercial vehicles up to a weight of 6tPage 185
Polyurethane-based Insulation for Residential & Commercial Buildings
• Bayer Investor Presentation • Meet Management • June 2014
PUR Isoboards for Thermal Insulation
Growth drivers EU: From 2020 on, new
buildings have to be constructed as “nearly zero-energy buildings”
US: New standard requires 30% less energy use for renovated homes and commercial buildings
1 kg polyurethane saves 360 to 755 kg CO2 emissions*
PUR insulation in construction in 2013 approx. €6bn, esti-mated CAGR until 2018: ~7%
*Additional insulation, savings over entire product life-cycle of 50 years, including production and end-of-life stages; PUR: Polyurethane
External Thermal Insulation Composite Systems (ETICS) save >25% energy compared with other insulation materials
Joint solution development with key industry players to fulfill high industry requirements
PUR Metal Sandwich Panels Prefabricated and mainly applied for industrial
and commercial buildings as well as cold storage
Easy handling and fast site assembly
Page 186
• Bayer Investor Presentation • Meet Management • June 2014Page 187
Polyurethane-based Insulation in Cold Chain
Growth drivers Globally more stringent energy
saving regulations Increasing demand for trans-
porting temperature sensitive goods
Increasing standard of living in emerging markets triggers continuously growing demand for appliances
PUR in refrigerator industry 2013: approx. €2.7bn, estimated average growth rate of ~6% p.a.
Refrigerators Refrigeration accounts on average for 20% of
a household’s electricity consumption
Replacing all old refrigerators with A++ appliances could cut annual CO2 emissions in the EU by 22 million metric tons
PUR insulation increased energy efficiency of refrigerators by 65% from 1950-2005
BMS’s innovative Baytherm® Microcell foam: Reduces pore size of foam up to 40% Reduces thermal conductivity up to 10%
PUR: Polyurethane
PU-Dispersion PU Leather Production
• Bayer Investor Presentation • Meet Management • June 2014
4 billion square meters of PU leather produced worldwide using solvent-based (DMF) process
Global apparel & footwear brands have strong focus on finding best chemistry to minimize impact on people & the environment
First projects moved into commercial trial stage, launch in the market expected in 2014
DMF: Dimethyl formamidePage 188
PU leather is an important class of material used in footwear, apparel & accessory for fashion and sportswear as well as in automotive seating
Impranil® PUD are polyurethane resins supplied in water instead of solvent
They enable a new PU leather production process also with no solvent and significantly reduced water and energy consumption
Status & growth drivers
PU-Dispersion as a Key Component for Earthquake Wallpaper
• Bayer Investor Presentation • Meet Management • June 2014
Status & growth drivers Development together with the
Karlsruhe Institute of Technology (KIT) and KAST (manufacturer of the “wallpaper”)
Patent filed and granting pending
1.3bn people live in regions at risk for earthquakes
System developed to retrofit existing buildings (e.g. hospitals and schools)
First commercial sales expected in 2014
Page 189
The EQ-Top system features a tear-resistant woven fabric applied with an adhesive directly to the wall, forming a permanent bond
In the event of an earthquake, the “wallpaper” holds large areas of the masonry together
The key component of the system is the adhesive formulated with our Dispercoll® U, a waterborne polyurethane dispersion