EX-99.2 3 exhibit99_2.htm CORPORATE SLIDE DECK, DATED JANUARY 11, 2016
EXHIBIT 99.2
Corporate Update & Strategic Plan Daniel J. Abdun-NabiPresident and CEO J.P. Morgan Healthcare ConferenceJanuary 11, 2016

Forward-Looking Statements / Non-GAAP Financial Measures Forward-Looking Statements This presentation includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements, other than statements of historical fact, including, without limitation, our financial guidance, and any other statements containing the words "believes", "expects", "anticipates", "intends", "plans", "forecasts", "estimates" and similar expressions in conjunction with, among other things, the planned spin-off of our biosciences business, discussions of financial performance or financial condition, growth strategy, product sales, manufacturing capabilities, product development, regulatory approvals or expenditures are forward-looking statements. These forward-looking statements are based on our current intentions, beliefs and expectations regarding future events. We cannot guarantee that any forward-looking statement will be accurate. Investors should realize that if underlying assumptions prove inaccurate or unknown risks or uncertainties materialize, actual results could differ materially from our expectations. Investors are, therefore, cautioned not to place undue reliance on any forward-looking statement. Any forward-looking statement speaks only as of the date of this presentation, and, except as required by law, we do not undertake to update any forward-looking statement to reflect new information, events or circumstances.There are a number of important factors that could cause the Company's actual results to differ materially from those indicated by such forward-looking statements, including whether the planned spin-off of the biosciences business is completed, as expected or at all, and the timing of any such spin-off; whether the conditions to the spin-off can be satisfied; whether the operational, marketing and strategic benefits of the spin-off can be achieved; whether the costs and expenses of the spin-off can be controlled within expectations; appropriations for BioThrax procurement; our ability to obtain new BioThrax sales contracts or modifications to existing contracts; our plans to pursue label expansions and improvements for BioThrax; availability of funding for our US government grants and contracts; our ability to identify and acquire or in-license products or late-stage product candidates that satisfy our selection criteria; whether anticipated synergies and benefits from an acquisition or in-license are realized within expected time periods or at all; our ability to enter into and maintain selective collaboration arrangements; the timing of and our ability to achieve milestones in out-license and collaboration contracts; our ability to expand our manufacturing facilities and capabilities; our ability and the ability of our contractors and suppliers to maintain compliance with cGMP and other regulatory obligations; the results of regulatory inspections; our ability to meet operating and financial restrictions placed on us and our subsidiaries that are contained in our senior credit facility; the rate and degree of market acceptance and clinical utility of our products; the success of our ongoing and planned development programs; the timing of and our ability to obtain and maintain regulatory approvals for our product candidates; and our commercialization, marketing and manufacturing capabilities and strategy. The foregoing sets forth many, but not all, of the factors that could cause actual results to differ from our expectations in any forward-looking statement. Investors should consider this cautionary statement, as well as the risk factors identified in our periodic reports filed with the SEC, when evaluating our forward-looking statements.Non-GAAP Financial Measures This presentation contains two financial measures (Adjusted Net Income and EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) that are considered “non-GAAP” financial measures under applicable Securities & Exchange Commission rules and regulations. These non-GAAP financial measures should be considered supplemental to and not a substitute for financial information prepared in accordance with generally accepted accounting principles. The Company’s definition of these non-GAAP measures may differ from similarly titled measures used by others. Adjusted Net Income adjusts for specified items that can be highly variable or difficult to predict, or reflect the non-cash impact of charges resulting from purchase accounting. EBITDA reflects net income excluding the impact of depreciation, amortization, interest expense and provision for income taxes. The Company views these non-GAAP financial measures as a means to facilitate management’s financial and operational decision-making, including evaluation of the Company’s historical operating results and comparison to competitors’ operating results. These non-GAAP financial measures reflect an additional way of viewing aspects of the Company’s operations that, when viewed with GAAP results and the reconciliations to the corresponding GAAP financial measure, may provide a more complete understanding of factors and trends affecting the Company’s business.The determination of the amounts that are excluded from these non-GAAP financial measures are a matter of management judgment and depend upon, among other factors, the nature of the underlying expense or income amounts. Because non-GAAP financial measures exclude the effect of items that will increase or decrease the Company’s reported results of operations, management strongly encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety. Please view the appendix at the end of this presentation for non-GAAP reconciliation tables.

Agenda Growth 2015 Goals & Accomplishments2012-2015Growth Plan Pure Play BiosciencesSpin-off Enables Refocus onPublic HealthThreats Markets Public HealthThreats MarketPotential Next 5 2016-2020GrowthPlan

Growth 2015 Year-in-Review & 2012-2015 Growth Plan PerformanceGoals and Accomplishments

2015 Goal Recap FinancialTotal revenue: $520 to $525M Guidance was $520 to $540MNet income: $60 to $64M (GAAP) Guidance was $50 to $60M $73 to $77M (Adjusted) Guidance was $60 to $70MOperationalSecure BioThrax® PEP approvalSecure Anthrasil™ approvalInitiate Phase 1 trial of MOR209/ES414Launch IXINITY™Finalize sBLA submission for Building 55M&AComplete additional strategic acquisition(s) that align with our core competencies and support our growth plan       Key 2015 AccomplishmentsLaunched 2 new products(IXINITY, Emergard™) Achieved 3 FDA approvals (IXINITY, Anthrasil, BioThrax PEP) Secured $96M in new multi-year C&G Funding (VIGIV, Anthrasil, Ebola) Announced plan to spin-off Biosciences business in 2016EBITDA of $130 to $134M Growth Disclaimer: The guidance in this presentation is only effective as of the date it was originally provided, January 11, 2016. Please see the appendix for non-GAAP reconciliation tables.

2012-2015 Growth Plan: Roadmap Recap Growth Products & Services Revenue of >$500M3 Marketed Products3 Year NI CAGR >15% 2012 2015 STRATEGY GOALS Biodefense market expansionSpecialty market diversification COMPETENCIES Leadership in biodefenseTrack record of value-added acquisitionsExpertise in biologicsGovernment and NGO partnering experience OBJECTIVES Drive organic revenue growthAcquire revenue generating assetsFocus R&D on externally funded programsBuild Biosciences Division into profitable business SteadyGrowth

2012-2015 Growth Plan: Goals & Accomplishments Goal 1 FY15 Product & ServiceRevenue of >$500M Goal 2 Minimum of 3 RevenueGenerating Products Goal 3 ($ Millions) ProductsServices/CMO Contract &Grant ($ Millions) CAGRvs 2012 38% Goal Goal Goal 1 Assumes mid-point of range of estimated CY2015 financial results. Disclaimer: The guidance in this presentation is only effective as of the date it was originally provided, January 11, 2016. 1 Growth 3-Year Net Income CAGR >15% 1

Growth 2012-2015 Financial Growth EBITDA ($ Millions) 1 Assumes mid-point of range of estimated CY2015 financial results. 1 ($ Millions) 1 Cash CAGR vs 2012: 40% Disclaimer: The guidance in this presentation is only effective as of the date it was originally provided, January 11, 2016. Please see the appendix for non-GAAP reconciliation tables.

Biosciences Business Spin-offEmergent’s Renewed Focus on Public Health Threats Pure Play

Biosciences Business Spin-off Announced in August 2015Pursuing a tax-free spin-off of the company’s Biosciences business into a separate, stand-alone publicly-traded company, “Aptevo Therapeutics” Spin designed to create opportunities in distinct markets and generate long-term value for shareholdersTimeline: Aug 2015 announced plan to spin off Biosciences business Dec 2015 announced Aptevo Therapeutics’ Board of Directors Jan 2016 Received favorable Private Letter Ruling from the IRS1Q 2016 Selection of Aptevo Therapeutics' Senior Mgt Team1Q 2016 Filing of registration statement with the SECMid-2016 Final Approval by Emergent’s Board of DirectorsMid-2016 Distribution of Aptevo Shares to Emergent Stockholders Pure Play

Renewed Focus onour Core Business Expand in Public Health Threat MarketsTarget Specific OpportunitiesAccelerate Financial Growth Emergent as a Pure Play Company We are a global specialty life sciences company focused on providing specialty products for civilian and military populations that address public health threats C B R N E CHEMICAL: Nerve agents, cyanide, chlorine, toxic industrial chemicalsBIOLOGICAL: Anthrax, smallpox, botulism, and other category A threats RADIOLOGICAL/NUCLEAR: Nuclear and radiological agentsEXPLOSIVE: Trauma, burn and wound care health threats E I D (Emerging Infectious Diseases) Pandemic influenza, Ebola, Dengue, gram negative organisms, multi-drug resistant pathogens Pure Play 11

Company Profiles Post Spin-off Products: 4 Marketed Products Services: None Pipeline: 2 Clinical, Multiple Pre-clin Platforms & Technologies: 1: ADAPTIR™ Employees: ~130 Sites: 2 Domestic Focus: Immuno-Oncology 6 Marketed Products CMO: Bulk, Fill, Finish 4 Clinical Candidates, Multiple Pre-clinical Candidates 4: Hyperimmunes | Emergard™ | Anti-bacterials | Anti-virals ~1200 11 Worldwide Public Health Threats (CBRNE & Emerging Infectious Diseases) Pure Play

Product Portfolio and Manufacturing Capabilities MARKETED PRODUCTS Manufacturing Capabilities Center for Innovation in Advanced Development and Manufacturing (CIADM)“Surge Capacity” for biologics-based MCMs supporting rapid scale-upContract manufacturing servicesBulk, Fill, Finish Clinical Pipeline NuThrax™ VAX161C (Anthrax Vaccine Adsorbed with CPG 7909 Adjuvant) PreviThrax™ (Recombinant Protective Antigen Anthrax Vaccine, Purified) (Pandemic influenza vaccine licensed from VaxInnate) UV-4B (Anti-viral compoundfor Dengue Fever) Pure Play Lansing Bayview Winnipeg Camden Hattiesburg 5 North American Sites: PHASE 2 PHASE 2 PHASE 1 PHASE 1 1 Emergard is not FDA approved or marketed in the U.S. 1

Assessing the Public Health Threats MarketNatural, Accidental & Intentional Market

U.S. Government Biodefense Market U.S. Government’s average annual funding for biodefense (2010-2014)1 Market $5.9B Funding targeted to improve biodefense preparedness in:Medical countermeasuresEnvironmental detectionSurface decontaminationDiagnostics 1 “Federal Agency Biodefense Funding, FY2013-FY2014” Sell and Watson, Biosecurity and Bioterrorism Vol 11, Num 3, 2013 U.S. Government Agencies involved:

Opportunities for Expanding Growth International MarketsPromote and expand sales outside of the United StatesTarget customers & partnersAllied foreign governments (Ministries of Health and Defense)NATO, WHO and other alliancesGates Foundation, Wellcome Trust and other global health organizationsDual Use Products: Government and Commercial MarketsEmerging infectious diseasesBroad spectrum anti-infectives (antibiotics and antivirals)Trauma, burn and wound carePlatforms & TechnologiesHyperimmune polyclonal therapiesEmergardAnti-infectives Market

2016-2020 Corporate Growth PlanRoadmap & Goals Next 5

2016-2020 Growth Plan: Roadmap Next 5 STRATEGY Expand Leadership PositionsDevelop Innovative ProductsGrow Through AcquisitionsDeliver Attractive Net Income Growth COMPETENCIES Government Relations & ContractingMedical Countermeasure DevelopmentQuality ManufacturingBusiness & Product AcquisitionsFinancial Discipline 2020GOALS

2020 Strategic Goals Next 5 REVENUE $1B Annual; >10% ex-US Drivers of Revenue Growth Existing products / servicesNew product launchesProduct and business acquisitions Position for Future Growth Advance existing portfolioLeverage platforms and technologiesFocus on externally funded programs Exercise Financial Discipline Net R&D spend < 15% of revenue SG&A spend < 25% of revenueEBITDA in excess of $350M TARGETED DEVELOPMENT 6 Products in Clinical or Advanced Development; 3 dual use >20% NET INCOME CAGR (2016-2020) Disclaimer: The guidance in this presentation is only effective as of the date it was originally provided, January 11, 2016. Please see the appendix for non-GAAP reconciliation tables.

2016 Goals FinancialTotal revenue: $600 to $630M (Including $305 to $320M of BioThrax product sales)Net income: $75 to $85M (GAAP) $90 to $100M (Adjusted)EBITDA: $150 to $160MOperationalComplete spin-off of Aptevo TherapeuticsObtain FDA licensure of Building 55Secure multi-year, follow-on BioThrax contract with CDC Complete additional strategic acquisition(s) that align with our core competencies and support our growth plan Disclaimer: The guidance in this presentation is only effective as of the date it was originally provided, January 11, 2016. Please see the appendix for non-GAAP reconciliation tables.

Our Vision

APPENDIX Non-GAAP Reconciliations

Non-GAAP Reconciliation This presentation contains two financial measures (Adjusted Net Income and EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) that are considered “non-GAAP” financial measures under applicable Securities & Exchange Commission rules and regulations. These non-GAAP financial measures should be considered supplemental to and not a substitute for financial information prepared in accordance with generally accepted accounting principles. The Company’s definition of these non-GAAP measures may differ from similarly titled measures used by others. Adjusted Net Income adjusts for specified items that can be highly variable or difficult to predict, or reflect the non-cash impact of charges resulting from purchase accounting. EBITDA reflects net income excluding the impact of depreciation, amortization, interest expense and provision for income taxes. The Company views these non-GAAP financial measures as a means to facilitate management’s financial and operational decision-making, including evaluation of the Company’s historical operating results and comparison to competitors’ operating results. These non-GAAP financial measures reflect an additional way of viewing aspects of the Company’s operations that, when viewed with GAAP results and the reconciliations to the corresponding GAAP financial measure, may provide a more complete understanding of factors and trends affecting the Company’s business.The determination of the amounts that are excluded from these non-GAAP financial measures are a matter of management judgment and depend upon, among other factors, the nature of the underlying expense or income amounts. Because non-GAAP financial measures exclude the effect of items that will increase or decrease the Company’s reported results of operations, management strongly encourages investors to review the Company’s consolidated financial statements and publicly filed reports in their entirety.

Reconciliation of GAAP Net Income to Adjusted Net Income Disclaimer: The guidance in this presentation is only effective as of the date it was originally provided, January 11, 2016. (in millions) Financial Results for the Years Ended December 31, 2016 (Forecast) 2015(Estimated) 2014 2013 2012 Source GAAP Net Income $75.0 to$85.0 $60.0 to$64.0 $36.7 $31.1 $23.5 NA Adjustments: Acquisition-related costs (transaction & integration) 9.0 6.0 8.1 4.6 0.7 SG&A Non-cash amortization charges 10.0 11.0 9.5 2.0 -- COGS, SG&A, Other Income Write-off of syndicated loans -- -- 1.8 -- -- Other Income Impact of purchase accounting on inventory step-up 2.0 1.0 3.0 -- -- COGS Restructuring and other -- 1.0 2.6 2.8 -- SG&A Non-cash impairment charge -- -- -- -- 9.6 IPR&D Tax effect (6.0) (6.0) (7.5) (2.8) (3.6) NA Total Adjustments 15.0 13.0 17.5 6.6 6.7 NA Adjusted Net Income $90.0 to$100.0 $73.0 to$77.0 $54.2 $37.7 $30.2 NA

Reconciliation of GAAP Net Income to EBITDA Disclaimer: The guidance in this presentation is only effective as of the date it was originally provided, January 11, 2016. (in millions) Financial Results for the Years Ended December 31, 2016 (Forecast) 2015(Estimated) 2014 2013 2012 Source GAAP Net Income $75.0 to$85.0 $60.0 to$64.0 $36.7 $31.1 $23.5 NA Adjustments: + Depreciation & Amortization 37.0 36.0 31.0 19.0 11.2 COGS, SG&A, R&D + Provision For Income Taxes 32.0 27.0 16.3 13.1 13.9 Income Taxes + Total Interest Expense 6.0 7.0 8.2 -- -- Other Income Total Adjustments 75.0 70.0 55.5 32.1 25.1 NA EBITDA $150.0 to$160.0 $130.0 to$134.0 $92.2 $63.2 $48.6 NA