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STRICTLY PRIVATE AND CONFIDENTIAL
Disclaimer
Some of the products described in these materials are under development at Merckx and are not available for sale. There is no guarantee of the eventual availability,
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cleared or unapproved devices.
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3
STRICTLY PRIVATE AND CONFIDENTIAL
Nick Harper
Soren Moller-Rasmussen
4
STRICTLY PRIVATE AND CONFIDENTIAL
Table of Contents
06. Appendix
5
01
Executive Summary
STRICTLY PRIVATE AND CONFIDENTIAL
1 Attractive $8.6bn served market; regulated and with sustainable growth fundamentals
2 Differentiated products - 70% of which have leading positions (#1-#3)1 in target product franchises
Attractive business model with >80% revenue generated by the repeat purchase of single-use products or
3 dedicated consumables associated with proprietary devices
4 Increased investment in R&D over the last three years is delivering accelerated revenue growth
Multiple levers will accelerate future revenue growth to above market levels over the medium term with further
5 game-changing portfolio expansion opportunities
6 20%+ operating margins and excellent free cash flow, with potential to take margins to 23%+
7 Strong executive team with the experience and ambition to deliver Merckx’s full potential
7
STRICTLY PRIVATE AND CONFIDENTIAL
• Leading player in a highly attractive $8.6bn global Vascular access safety devices that protect healthcare workers
market, growing at +3-4% p.a. and patients from the risk of infection
• Operating in a regulated market, with strong intellectual
property rights underpinned by 1,000+ patents
• Global reach with direct presence in 30+ countries, sales Vital Care
presence in 120+ countries, and ~8,000 global
employees
• 58% of sales generated in the Americas, 23% in EMEA and Vital Care devices and systems to maintain body temperature before,
19% in APAC during and after surgery and manage patients’ airways
+3-4%
Medium-term CAGR
Focus on Pressure to New products
measuring reduce expand the
Increased and prices and addressable
patient improving insurance market (e.g.,
patient coverage of LVP¹)
Growing awareness of
treatments and outcomes drugs and
and ageing Increased
population diagnostics Increased devices
exposure to
government higher growth
Rising Increased
$10.2bn
access to guidelines segments, such
middle
healthcare in for device as emerging
class esp.
developing use markets and non-
emerging
$8.6bn markets countries acute care
settings
Ageing and Clinical product
lifestyle differentiation Partnerships (e.g.,
changes driving technology and
driving rise premiumization contract
in chronic manufacturing)
diseases
9
STRICTLY PRIVATE AND CONFIDENTIAL
Bold • Tracheostomy
• Ambulatory pumps denotes #1-3 • Peripheral IV catheters
leadership • Temperature management
• Hospital infusion • Sharps safety
Portfolio position • COPD2
• Infusion disposables • Ports and grippers
• Respiratory
• Pain management • Cardio thoracic • General anaesthesia
Portex® Deltec®
Regional and peripheral Ports and gripper needles for Level 1®
anaesthesia pain management long-term individual patient Temperature management
products care products
• Cassettes
Examples
• Blankets
Warming systems Ports Trach tubes
• Sensor disposables
Traditional “razor + blade” business model • High volume items required in both acute and non-acute patient care
Description
Installed base drives lifetime revenues Purchasing decision significantly influenced by the clinician
Attributes
Training and investment drives customer “stickiness” Merckx products rank highly on key purchasing criteria
11
STRICTLY PRIVATE AND CONFIDENTIAL
Merckx has increased investment for growth in the past three years …
Increased investment in R&D has created a strong pipeline of future products that are competitively
positioned and are designed to meet existing and emerging customer needs
Increasing intensity of R&D investment… …with several products launched in the last 24 months
Selected examples
Jelco® Seriva
Point 1 • Catheter series available in both straight and side port
Period average R&D configurations and in both polyurethane and Teflon
as % revenue
Product refresh
6% CADD® Solis
• Wireless communication transforms the system from a
standalone pump to an integrated system with
Point 2 PharmGuard® Server software that helps increase
efficiency and safety within hospitals; decrease cost;
and improve outcomes
Medfusion® 4000 5GHz
• Syringe pump for very small (0.01-1130ml/hr.) highly
Point 3 accurate (±2%) doses in acute settings
• 5GHz for faster wireless data transfer
5%
NeoHeel™ Baby Lancet
• Used to collect quality blood samples from infants for
metabolic screening as well as glucose and other tests
Point 4 Available in four configurations which are based on the
Product launch
•
baby’s development level (Micro-Preemie, Preemie,
Newborn, Toddler)
EchoGlo® Needle
• Engineered for echogenic brightness at any angle or
4% Point 5 orientation – whether steep and deep, or shallow
conditions – for quick, accurate delivery of medication
Level 1 convective warmer
• High-flow, low noise pollution, convective warmer
helping patients maintain normal body temperature
FY10A-FY12A FY13A-FY15A FY16A-FY19A through every stage of surgery
12
STRICTLY PRIVATE AND CONFIDENTIAL
Non-recurring factors
+3-4%
Expand from Outperformance
the core driven by
Intellifuse™ and
In higher growth other new
areas products
Market growth
supported by
strategic plan
~(3%)
~2%
Consolidate
…understates the potential of the business the base
Benefit from
H2 2019 organic
growth of 2%
Recent execution issues
now resolved
Opportunity to accelerate growth historical
investment
• Increased commercialization of R&D to drive sales Current Core Future
• Enforced notified body change from new products Business Portfolio
• Sales model for Acapella in the • Commercial excellence in sales, service and pricing
US • Expand international presence, optimize channels
Merckx has a clear path to deliver the full potential of the business…
The growth plan capitalizes on both top and bottom line opportunities built on strong financial foundations
Consolidate the current position Deliver above market growth with Establish positions for major new
How with new leadership and new products; channel products and enter attractive
improved operational and optimization; geographic adjacent market segments
commercial focus expansion; and partnerships
Entering the large volume pump segment expands Merckx's served There are a large number of biologic drugs under development that are
addressable segment in infusion systems by ~2.2x to $5.9bn2 potentially seeking efficacy and differentiation through infusion delivery
mechanisms
Number of biologic drugs under development
Revenue potential Intellifuse™ family
15
10
5
10% additional share 0
would generate
Regenera
Roche
Amgen
Biogen
Novartis
GSK
BMS
Sanofi
AbbVie
Lilly
Pfizer
JNJ
AztraZeneca
c. $350m additional
revenue
+$350m
Marketed Registration Phase III Phase II
Next-Gen LVP¹, infusion
sets, and software This is expected to create a >$1bn segment with >15% growth
Merckx is in the process of developing its next
$270m generation Micro-Infusion device:
• A pharma partner is funding the development (with
Next-Gen syringe
FY24A permission to sell more broadly)
Intellifuse™ revenue in Plan • Merckx can use the platform for any other therapies
Intellifuse™ launch to benefit from
Illustrative Intellifuse™ revenue at conversion of existing syringe portfolio • Pharma companies are interested in the finished
10% extra market share and established routes to market device for future partnerships
0.3% 2.0%³ 5.1% 6.5% 9.9% 13.0% 23.7% 23.6% 24.9% 25.6% 26.7% 27.8% 102.9% 97.9% 94.5% 94.0% 94.1% 95.2%
441
1.6
375 89
1.4
0.3 362
327 37
1.3 0.1 299
302 80
1.2 0.1 267 270
1.1 1.1 259 30
235
224 216
338 352
1.3 322
1.2 1.3
271 282
256
FY19A FY20B FY21F FY22F FY23F FY24F FY19A FY20B FY21F FY22F FY23F FY24F FY19A FY20B FY21F FY22F FY23F FY24F
• High gross margins improved by new products and focus on • Strong free cash flow: >90% cash conversion across FY19-
• Return to market growth rate in existing portfolio by FY21 operational excellence across manufacturing, distribution and 24 despite growth investments
• Intellifuse™ and other NPI4 accelerate growth SG&A • Investment in working capital to support Intellifuse™
• >80% recurring revenue maintained • Adjusted EBITDA margin will recover to the FY17A level of • Low capital intensity: consistent capex (incl. capitalized R&D)
25.1% by FY22 of ~4.5% sales
Chief
Chief SVP – SVP – VP –
Chief Financial Marketing & GM – GM – General
Executive Transfor- Global Regulatory &
Officer1 Technology Europe Americas Counsel
Officer mation Sales Quality
Officer
The Executive Team is focused on business transformation - supported by deep industry experience within the business
17
02
Key Investment Highlights
STRICTLY PRIVATE AND CONFIDENTIAL
+3-4% >2.2x
1 Attractive $8.6bn regulated medical devices served market
with sustainable growth fundamentals Medium-term CAGR
Potential expansion of
Infusion Systems base SAS1
#1-3 >80%
2 Leading positions in target market segments with recurring revenue
driven by established relationships and differentiated products Leadership positions in
>70% of the business Sales from consumables / single-use devices
>125m >1,000
3 Global brands with proprietary IP and
established routes to market Patients treated with Merckx products
every year Global patents2
~40% >30
4 Investment in R&D
and significant planned near-term product launches Increase in average R&D spend
in FY16-19 vs FY12-15
Products (new / improved) launched
in last 24 months
>55% >90%
6 Strong margins and cash flow, with significant
and tangible upside potential Gross margin (excluding distribution costs) Cash conversion
Safety is non-negotiable
Extensive compliance procedures
20
STRICTLY PRIVATE AND CONFIDENTIAL
Graseby™ C9
Affordable, high quality pumps
with emerging market focus Top 3
Merckx
Vascular Access
Jelco® Peripheral intravenous catheters Top 3
Deltec® Ports, central venous catheters Top 3
Vital Care
58
48
35
Minneapolis, MN
(Centre of Excellence for
engineering, software
and material science,
Infusion Systems)
22
STRICTLY PRIVATE AND CONFIDENTIAL
Pharma
companies
Hospitals
Monitoring
Clinics companies
Merckx B2B
Direct ~8%
~38%
Home care
Surgery
distributors
centres
First
responders
Other
23
STRICTLY PRIVATE AND CONFIDENTIAL
• Standardized platform, with syringe and LVP1 Continued filling of product pipeline
• Easy to use Significant number of product launches and refreshes planned
• Modern design, fully interoperable
~10%
10-12%
13%
80
Developed
8% ~7% ~7%
70
~5% ~5%
6%
25
STRICTLY PRIVATE AND CONFIDENTIAL
Strong gross margins1 (FY2019) Consistent historical adjusted EBITDA margins Excellent cash conversion2
103%
98%
25%
24% 24% 24%
84%
Group = 54%
57% 57%
51%
Infusion Systems Vascular Access Vital Care FY17A FY18A FY19A FY20B FY18A FY19A FY20B
Opportunities to expand gross margin Opportunities to expand EBITDA margin Cash conversion
• COGS reduction • Overhead reduction • Excellent historical cash generation track record
• Operational excellence • Productivity improvement • Near term cash conversion of 90%+
• Supply chain optimization • Move to regional businesses supported by
• centre-light model
• Improve distribution efficiency
26
STRICTLY PRIVATE AND CONFIDENTIAL
G&A optimization
• Productivity
improvements and
Operating leverage lower labour costs
from growth Streamlining
Focus of savings
Within
Near Term
five year
Savings
plan
$30m - $50m $10m - $15m
Efficiency initiatives and operating leverage create margin expansion opportunities in the medium-term
27
STRICTLY PRIVATE AND CONFIDENTIAL
+3 ppt >94%
Acceleration to >9% growth by FY23
by FY23 Conversion
Procurement
+3-4% Potential for
Geographic accretive and
Product expansion
innovation Manufacturing Well-invested transformational
platform in place acquisitions
Channel
Intellifuse™ expansion Supply chain
Structural growth launch
in medical devices
market Commercial G&A optimization
R&D and excellence
partnerships
28
03
Business Overview
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Merckx overview
Merckx is a leading player in its chosen product categories, with top-three positions in >70% of the business
Merckx
$1,126m Revenue
54% Gross Margin
Cardio General
Pain Ambulatory Specialty
Thoracic APAC Anaesthesia
Management Infusion APAC Sharps Safety 8%
13% 20% 20% Americas
14% 23% 25% 30% APAC
Infusion 51%
Disposables Tracheostomy 24%
29%
Mix 7%
EMEA
EMEA
12%
Respiratory
Hospital 10%
14%
Infusion Americas
15% Ambulatory 61% PIVC Americas Temperature Respiratory EMEA
Infusion Ports &
Grippers 40% 68% Management COPD 25%
Disposables 11%
41% 17% 22%
Deliver fluids and medication for pain Safety devices that protect healthcare
Devices and systems to maintain body
management and treatment of acute workers and patients from the risk of
temperature before, during and after
Overview and chronic diseases for use in hospital infection. Often used in conjunction
surgery and manage patients’ airways
and home settings with Infusion Systems devices
30
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Demographic trends • Growing and ageing population (+300m >65 by 20251) • Focus on fast-growing emerging markets
fuel increased • Rising middle class (65% of globe by 20302) • Partner with pharmaceutical companies who
healthcare spend • Shifting focus from acute to chronic disease treat chronic conditions with new therapies
31
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
High proportion of
business is recurring,
OEM Other increasing visibility of
5% 8%
One-off
APAC future revenues
17% Surgery
20% Infusion
Systems Centres &
35%
EMEA
Home Care
Providers
25%
Direct
38%
Three strong business
franchises
25% Other
59%
Medical
Devices
100% Vascular
Scale in US and Europe
with contribution from
Access fast-growing APAC and
Recurring
80% 33% LatAm regions
Hospitals
& Clinics Next 15
Americas
58%
70% 15%
Distributor
54%
Growing presence in
faster-growing Non-
Vital Acute channel
Care Top 5
32% 26%
Fragmented and
diversified customer
Industry Purchase pattern Segment Geography Customer type Customer Channel base
32
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Invest in innovation to meet customer needs: Expand the Infusion SAS¹ by entering Large
• Refresh core products Volume Pump (LVP) segment
Product • Enter new higher growth adjacencies New partnerships and NPI to expand Vascular
innovation • Incorporate new products/technologies through partnerships Access portfolio
Invest in customer relationships (I): Overhaul Go to US alternate site channel expected to grow at
Market and enter new higher growth adjacencies +7.6%2
Invest in customer relationships (II): new structure for Invest in market to take advantage of growth
new geographies (e.g., Chile, South Korea)
Geographic • Increase penetration in higher growth markets Create regional P&Ls to enhance performance
expansion • Focus on regional competitiveness and structure for success culture and accountability
High proportion of recurring revenue, with >80% sales from single use
products or devices with dedicated consumables
A highly attractive business model, with the majority of revenues driven by “opex” budgets rather than capex cycles
Standalone consumables and single
Proprietary devices Proprietary device consumables use devices
• Strong correlation between device and consumable sales, which drive majority of lifetime
revenues • High volume items required in patient care
Description • Installed base provides recurring revenues (e.g., from software subscription, dedicated • Steady consumption and revenue flow
disposables for relevant products and service and support contracts) driven by continuous use in acute settings
• Additional services include after-sales technical support, clinician training, EMR integration • Additional services include clinician training
and auto charting / report generating
• “Opex” cost for end customer • “Opex” cost for end customer
• Devices typically financed from capital • Financed and directly linked to care • Consumables financed and directly linked to
Financing spending budget not directly linked to reimbursement care reimbursement
care reimbursement • Pass-through cost in non-value • Pass-through cost in non-value based
reimbursement reimbursements
Route-to- Direct to hospital contract or via GPO, often Direct to hospital contract or via GPO, often
Market Direct to hospital contract or via GPO
with distributor logistics with distributor logistics
Equipment
5 – 7+ years Single use Single use
life
34
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
R&D built around centres of excellence Shared R&D functions serve each segment
Systems Engineering
Software
Engineering
Infusion Systems /
Emerging Markets
Process Excellence
Shanghai (40 FTEs)
Vascular Access
Packaging &
Southington CT (30
FTEs) Labelling
Vital Care
Cyber Security
Ashford (20 FTEs)
Merckx R&D spend versus peers1 (% sales) Differentiated and Core Capabilities
Merckx Average peers Top quartile growth peers • Mechanical Engineering
• Medical plastics and materials-based design
6.6% • Custom component and sub-assembly design
6.0% 5.9%
1.1% 1.0% 1.2% • Design of mechanical pump mechanisms
• Systems/Software Engineering
• Device communication and connectivity
• Infusion pump application software design
5.3% 5.4% 5.4% • Design and verification product lifecycle management
• Cybersecurity and functional safety of software-based and electro-
mechanical products
• Human factors / usability engineering
2017A 2018A 2019A • Toxicology / biological safety engineering
Source: Company information, Factset
Note: Headcount figures here exclude temporary FTEs. Headcount by geography and by function at different points in time
1 Top quartile growth peers based on FY16-18 revenue CAGR. Peers include Merit Medical, Teleflex, Masimo, Becton Dickinson, Coloplast, Baxter, ConvaTec, Smith & Nephew, Angiodynamics, ICU Medical, Getinge. Top quartile growth peers
Commentary
Go to market planning Market launch planning
• Harmonized R&D process across Merckx
Launch
– Ideas gathered in centralized database Product concept Product planning Detailed design Verification Pilot & validation
– Selected ideas follow the multiple gated
process • Identification of • Development of • Design • Finalize design • Commence pilot
– Status of projects mapped and discussed on market trends project tasks, development and build
a regular basis and product review and review • Compile
requirements assessments regulatory • Confirm
• In 2019, following a broad review, initiatives commercial and
• Prototype information
have been put in place to improve the process strategic rationale
• Definition of building and packages
and speed to market
concept verification
– Better understanding of customer needs testing • Validate
through voice of customers analysis in • Development of manufacturing
conception stage commercialization • Assessment of process and
– Increased critical data checks and greater and financial plan manufacturing investment for
level of management review process commercialization
– Formalized feedback loop to learn from
• Final regulatory
experience
review and sign
• In FY20, streamlining hand-offs and co-locating off
the team will drive further efficiency
improvements
Merckx current pipeline
Number of products Product concept Product planning Detailed design Verification Pilot & validation
Total Many 10 4 5 4
36
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
South Korea
Group Headquarters Beijing
HQ Canada Tokyo
Hangzhou Shanghai
Regional Headquarters Plymouth MN
Gary IN Keene NH Hong Kong
Oakdale MN
Local Headquarters¹ Southington CT Netherland
Dublin OH Ashford Mumbai
Dublin, Sweden Philippines
Olive Branch MS Luton
Manufacturing IRE
Tijuana MX (3x) Cumbernauld Singapore Malaysia
Sales & Marketing Monterrey MX Denmark Indonesia
Moscow
Germany
Distribution Centre Belgium Czech Republic
France
Austria
Other Locations² Spain
Portugal Italy
Switzerland
Dubai
New Zealand
Sydney
37
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
• Acute: dedicated
business unit • Infusion Systems
teams organised separately • Depends on the type
• Mix of product and (product group driven) • Account teams cover of customer: pharma
• Alternate Site: all business units
• Sales team work account teams • Account teams for other partners / OEM /
partner with • Work with veterinary
distributors directly with • Tenders drive business – business units
Sales structure distributors distributors to create
focus is on identifying and • Work with distributors • Largely organized
• Corporate demand for products
responding to tenders to create demand for around customer
accounts at hospital level
products at hospital account teams
• c.90% of US level
distribution sales
on GPO contracts
• Regional marketing: 42
• Regional marketing: 18
• Global & regional marketing: 78 • Sales force: 339 • Regional
Global • Sales force: 331 marketing: 6
• Sales force: 344 • Sub-units: Center,
personnel
DACH, Mediterranean, • Sub-units: China, India, Japan, Australia / New • Sales force: 16
• Sub-units: US, Canada, Latin America
NordUK, EMEA Zealand, SE Asia distribution
distribution
Direct to Direct to Direct to
Distributor Distributor B2B B2B Distributor
end user2 end user end user
99% 15% 5% 3% 14%
Route to 33% 1% 0%
B2B
market split Direct to Distributor 84% Direct to
Distributor end user 100% Distributors end user
67% 80% 97% 2%
38
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
A Vascular Access and Vital Care (65% revenue) B Infusion Systems (35% revenue)
Clinical staff are the primary influencers Procurement staff are the primary influencers
• Considered high criticality devices by customers – when used • Clinicians input, but procurement has its own process
correctly they are integral to patient care and / or life preserving • High cost capital equipment demands larger scrutiny from
• Technical, specialized, user-dependent consumables, considered procurement departments
‘tools of the clinicians craft’ • Procurers own larger, higher value procurement contracts
• Perceived to be brand differentiated by clinicians / procurers, • Input required from broader stakeholder base, due to significant
clinician influence is an important decision factor capital outlay
• Resultant higher brand loyalty and importance • Solutions and services, such as connectivity and interoperability,
• Higher rates of physician preference and input become more important and affect a broader stakeholder base
• Procurement teams drive buying process • Feature differentiation, technical specifications and value are
particularly important
Procurer-led
High volume,
Clinician-led low cost
39
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
• Sales managed at regional level to • Perform the physical sale / distribution of products (principally
serve different routes to market consumables and one-time devices) on behalf of end-
and end-user base Distributors customers
54%
• Average relationship 10+ years • Japan and China end-users rely heavily on distributor model
with all major US distributors • Sales team in LatAm work almost exclusively with distributors
Route to market
• Addressing fast growing ASHC • Direct sales to hospitals and alternate care sites
segment by enhancing • Majority of US sales are through distributors with customers
38%
relationships with IDNs End-users accessing GPO contracts
• Direct sales to end-users provide • EMEA sales driven largely by public end customers – through
good visibility on evolving trends GPOs in Germany
and demands • Capital equipment sold, principally, directly to hospitals
• Focus on hospital level
• Comprises sales to business and corporate accounts (OEMs
relationships in US and Canada B2B 8%
and Pharma partners)
to educate about products and
• B2B is managed through Specialty team
create demand (orders fulfilled
directly or via distributors)
• B2B customers served by • Centralized customers, requiring full range of services including
dedicated account teams Operating theatres,
training
ICU, hospital wards,
• Top 20 customers accounted for Acute • Demand a broad range of products developed with hospital anaesthetic rooms,
41% of sales in FY19 (largest 75% focus emergency rooms
customer <7% sales) • Reimbursement mechanism common and sophisticated
• 17 of the top 20 customers have • Highly fragmented customers, requiring specialized services Homecare providers,
End-user
been supplied by Merckx for more 20% and custom training emergency medical
than 10 years ASHC • Demand care-specific products, where economic value is services, surgery
critical to decisions centres, infusion
• Reimbursement pathways often unclear and varied centres
1 2 3 4 5
Customers
• In-house sourcing • Primary sites in low • Quality control and • Two primary
independent of Sierra cost regions drive safety paramount distribution centres
efficiencies strategically located • Extensive secondary
1,400 raw material All products (excl. pumps
in US and Europe distribution footprint
suppliers 13 manufacturing sites and blankets) sterilized
490 PFG (purchased 13 secondary distribution
c.11,500 raw material SKUs c.10,500 manufactured PFG / OBL products
finished goods) suppliers centres
SKUs sterilized by third parties
c.90% raw material
c.5,970 PFG SKUs DCs ship directly to hospitals,
sourcing done by Merckx Localized supply to primary Established relationships
GPOs and distributors
market with two large global Primary distribution
sterilization firms • Global and regional
centres ship to regional
customer base with long
DCs and local customers
term relationships
c.15,000 customers globally
c.0.9m annual external order
lines
41
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
42
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Mexico
• 243,935ft2 • 3,066 employees • Leased
catheter, anaesthesia breathing circuits, fluid warming sets Vascular
• Vertically integrated with on-site moulding and extrusion Access
23%
Infusion
2 Systems
Monterrey,
• Infusion disposables, pressure monitoring, interventional Vital Care 18%
Mexico
• 409,000ft2 • 556 employees • Owned imaging, general anaesthesia, PIVC, drainage, respiratory
35%
Vascular
veterinary, temperature management Access
47%
Republic
• 86,000ft2 • 309 employees • Leased
(Thermovent®, BLU®, Uniperc™ and tracheostomy kitting),
Vital Care 29%
71%
CADD® legacy and Solis (service and repair)
Infusion
4 Systems
Hangzhou,
China
• 45,200ft2 • 68 employees • Owned • Graseby™ syringe pump, Graseby™ volumetric pump
100%
6 Vital Care
Southington
• ViaValve® blood control active catheters, ProtectIV active 1%
(CT), USA
• 133,000ft2 • 237 employees • Owned safety catheters, Acuvance® passive safety catheters, Vascular
custom tracheostomy products Access
99%
43
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Infusion
7 Systems
Dublin (OH),
• 155,000ft2 • 337 employees • Owned
• Cardio-Thoracic, infusion disposables, moulding, Vital Care
52% 22%
USA respiratory, compounding, OEM Vascular
Access
26%
Other
8 • Adult tracheostomy, neo/pedi trachs, adjustable trachs, 15%
UK
• 10,700ft2 • 56 employees • Leased VR1, CADD® Solis EMEA programming / labelling, 57%
Systems
43%
ancillaries
11 Vital Care
Cumbernauld,
• 22,000ft2 • 56 employees • Leased
• Pain management (standard and custom kitting), 35% Infusion
Systems
UK tracheostomy, drainage, drapes (subassemblies for kits) Vascular
Access 55%
10%
12
Latina,
• 62,000ft2 • 184 employees • Owned
• Conventional catheters, safety passive catheters, active
Vascular
Italy safety catheters, obturators Access
100%
Other Infusion
13 4% Systems
Fraureuth,
• 43,000ft2 • 80 employees • Leased
• Central venous catheters, pain management,
Vascular
10%
Germany tracheostomy, introducers Access
86%
44
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Other
• Growing and aging population LVP non-dedicated consumables
driving rise in chronic diseases LVP $11.2bn
o Between 2015 and 2030 the Disposable Infusion Pump
proportion of the population Enteral Infusion
aged over 60 is expected to Micro-Infusion 14.5 CAGR:
grow by 56% to 1.5bn Demographics Pain Management
Syringe Infusion Pump 0.6 $8.4bn
3.0%
Ambulatory Infusion Pump
2.3 3.9%
• Healthcare providers and $2.7bn
reimbursors are increasingly 11.2
focusing on quality products that 0.5
are: Merckx
Total addressable segment
o Less invasive Expansion
o Mobility / life-style friendly 1.8 of SAS 3.7 3.9%
Quality of Enteral feeding
o Personalised into LVP,
healthcare Non dedicated sets
Micro-
S&R, IT
Infusion
and Sub Q pumps
• Increasing IT investments, 3.2 Sub Q sets
disposable
driving demand for: 2.4
pumps 4.9%
o Interoperability
o E-records Key adjacencies
o Data analysis to improve
outcomes Digitization 1.1 3.9% Volumetric pumps
1.9
o Cyber security Disposable pumps
45
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
46
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
LVP
Nerve Block
Epidural
PCA
Product reaching
Micro-infusion
end of life
Interoperability PharmGuard®
within the next 3 to 5 years1, and EMR integration is a requirement in over 70%
of RFPs1 PharmGuard®
software Interoperability
Merckx medical
• Only early adopter hospitals have implemented interoperable smart pumps to • Allows wireless transfer of drug
devices libraries and firmware updates
date, and customers have been slower connecting specialty pumps – LVP is the • Device reports
Real Time
Location System
most common connection today
Alarm
Management
• Merckx is leading the way for Syringe pump connections, with its Medfusion®
4000. Already live with Cerner and Meditech systems, with Epic connections Equipment
Management
planned for early 2020
• Configurable software helps hospitals refine and improve medication
administration with a focus on patient and caregiver safety
• Allows hospitals to efficiently manage and integrate multiple Merckx infusion
devices
Medfusion® 4000 syringe
pumps can wirelessly • System scalable all the way to automating workflow through interoperability with
transmit clinician orders various hospital systems, with the systems PharmGuard® can integrate with
from hospital medical including but not limited to:
records systems (EMR) to • Electronic Medical Records
the Medfusion® pump, • Alarm Management Systems
increasing patient safety by • Equipment Management Systems
decreasing programming
• Real Time Location Systems
errors
• All of Merckx’s pumps can link to PharmGuard® wirelessly, offering a full suite of
pumps (Ambulatory2, Syringe and with Intellifuse™ LVP) all fully interoperable
and linked to the same drug library
Some of the products described in these materials are under development at Merckx and are not available for sale, please refer to the disclaimer on p. 2
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
LVP expands infusion therapies served addressable segment (SAS)… …and Merckx has created a product designed to be best-in-class
$2.7bn
Blue-coloured touchpoints for clinical interaction
Next-Gen LVP, infusion
sets, and software
Large colour touchscreen
Robust go-to-market strategy considers competitive pricing, training, product messaging, required sales force and account management
Source: Company information, Company Market Study
LVP – Large volume pump
FDA – Food and Drug Administration
BSI – British Standards Institution
Some of the products described in these materials are under development at Merckx and are not available for sale, please refer to the disclaimer on p. 2 50
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Marketed Registration Phase III Phase II Designed with the following features:
14
• Large colour screen to allow clear instructions and delivery of
12
# of Biologic Drugs
information
10 • Therapy specific programming workflow
8
• Modern cell phone like design
6
• Syringe drive mechanism for accurate flow rates
4
• Bluetooth connectivity to mobile phone
2
• Single cartridge load, no mixing of drugs
0
• ‘Live your life’ accessories for an active lifestyle
Biogen
Roche
Regenera
BMS
Amgen
AztraZeneca
AbbVie
Sanofi
Pfizer
GSK
Lilly
Novartis
JNJ
• Pull through of CLEO administration sets
There are a large number of biologics drugs under development, which will need
an infusion solution. In addition, there are many drugs coming off patent or
seeking differentiation through infusion delivery mechanisms
51
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
52
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
53
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
54
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
1x
Call point Physicians / Nurses Physicians / Nurses Physicians / Nurses Physicians / Nurses
Cardio
Sharps Thorac APAC • ViaValve®: Minimize • Portex®: Stability, • PORT-A-CATH®: • Medflator® II
Safety 20% pain and chances of precision and protection Provides additional Inflation Syringe
ic
30% contamination during enhancing security option of power System: Inflation
13% insertion injecting contrast media device for angioplasty
• Simple one-handed
• Active safety features activation of the safety for certain types of procedures requiring
EMEA
device diagnostic imaging balloon dilation
12% • Blood control
Differentiators scans • HemoDraw®: Needle-
Ports & • Entire device color-
PIVC coded • Easy to implant / free closed blood
Grippe 40% Americas explant sampling system for
rs 68% arterial blood sampling
• Easy to maintain
17% in adults. Unique design
• Gripper Plus®: Stable makes it accurate and
cushion platform, easy to handle in both
protects access sites ORs and ICUs
55
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Designed to be a harmonized modular platform, with common Designed to respond to customer requirements for increased safety
components, designed for ease of manufacture and changing clinical practice
• Designed for standardization and modularity – product can be price competitive Keystone is designed to deliver a modular platform:
in many regions
• Conventional with Blood Control
• Designed to be a multi-feature platform – goal is for Merckx to be able to offer a
• Passive Safety with Blood Control
complete PIVC portfolio to meet a broad range of customer needs
• Closed System Catheter
Option for longer lengths designed for deep vein access, and ultrasound guided
insertions
Designed with all gauge sizes to meet tenders/RFPs
Meet region- Complete
specific product
Simplified Customer Designed with side port, straight hub, and winged configurations
conversion
needs family
Common Competitive
Modular Economies Supplier
platform production of scale consolidation advantage
design
Lower Speed to
Longer term
New portfolio development segment
flexibility
cost
56
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
Transform Vascular Access sales bag and • Anti-microbial / anti-thrombogenic coatings / manufacturing
Transform from a B2B
sales mind-set to consultative sell with techniques
sales mind-set to
more invasive products and enabling
consultative sale technologies Key Merckx strategic initiatives with greatest impact
1.1
• Recent regulatory requirements
include: Total addressable segment
o DEHP free products
o Net import regulations in Asia 2.9 3.6% Other General
o IEC 60601 – 3rd Edition Standard
o New EU medical device regulations
anaesthesia, Respiratory
2.4
(MDR)
Regulation care, vents
58
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
59
Group Segments STRICTLY PRIVATE AND CONFIDENTIAL
1x 1x 1x
• Recent launches include March 2019’s Level 1® Convective
Warmer. The BLUselect®, BLUperc® and BLUgriggs®
tracheostomy tubes and kits is a key launch expected in FY20 Sample of Bivona® HOTLINE® Acapella® SACETT™
complete fluids
Pneupac®
offering 1x
• Multiple sources of recurring revenue e.g., Acapella® and
tracheal tubes
Level 1®
Blue Line Ultra® Convective Warmer paraPAC™ Plus
• 2019A Revenue of $364m; 2019A Gross Margin of 57%
Call point Clinicians Clinicians Clinicians Clinicians
Revenue by Segment Revenue by Geography • Silicone portfolio for • Comprehensive range of • Acapella®: • SACETT™:
maximum patient routine and fast flow Vibratory PEP therapy Tracheal tube with suction
comfort fluid warming hardware devices are designed to port above the cuff to
• Dedicated neonatal and and disposables help achieve therapeutic reduce rate of ventilator-
Special Genera associated pneumonia
pediatric range • Unique tubing design goals of bronchial hygiene:
ty l eliminates patient line • paraPAC™ Plus:
Trache 8% Anaest • Custom lab will • Aids in mobilization of
Americas cool down, delivers warm Versatility to deliver
APAC accommodate unusual secretions
ostomy hesia 51% fluids mechanical ventilation
24% anatomy or pathology
29% 20%Respir • Prevents or reverses demand and free flow
with 24 – 72 hour service • Easy to use and atelectasis²
atory Differentiators turnaround outperformance against oxygen therapy, CPAP
Tempe 10% hotplate technologies • Optimizes deliver of from a compact,
rature Respir bronchodilators lightweight unit
atory • Low noise pollution,
Manag EMEA It improves clearance of • Other brands include
COPD simplicity of use, higher
ement 25%
safety secretions, is easier to SurgiVet and BCI
22% 11% tolerate than Chest
• Strong service and Physical Therapy (CPT),
support with long takes less than half the
maintenance protocols time of conventional CPT
sessions³
Merckx has a set of well-developed action plans to implement the strategy and deliver superior financial performance
Only certain of these growth plans are incorporated into the base plan financial projections. Therefore significant identified upsides exist over
and above the very achievable plan presented
62
STRICTLY PRIVATE AND CONFIDENTIAL
Product Innovation
Align category leadership aspirations with the innovation agenda. Invest in innovation to meet customer needs: Refresh core products,
enter new higher growth adjacencies and incorporate new products/technologies through partnerships
Product
Innovation
Key Activities
• Merckx new product revenue as proportion of total revenue forecast to grow substantially over • Improve product freshness by business
the forecast period development
• Graph below reflects total NPI sales in year as a proportion of total sales 3 • Expand the Infusion SAS by entering Large
• Improving product freshness is imperative:
Volume Pump Segment (LVP)
Refresh and • Fill portfolio gaps with PFG 1 /OBLs 2 (where
Selected Regional/Functional Examples
complete
− Drives significant commercial performance
appropriate) and invest in long-term
portfolio − Fosters renewed conversations with stakeholders
partnerships with the product owners (Vascular
through R&D, − Enables pricing optimization
M&A and Access and Vital Care)
13.0%
other • Develop relationships with other
partnerships 6.2% technology / business partners to
4.4% 5.8%
accelerate innovation and meet customer
needs (e.g. partnerships with pharma
FY17A FY18A FY19A Target companies to develop micro-infusion systems)
• Acquire core technology when the
economics are compelling
Intellifuse and Temperature Management projected to provide significant revenue over the next
• Drive launch performance (time, cost and
four years (through Infusion Systems and Vital Care business units respectively):
revenue) to secure expected revenue
$450m
• Improve resource management
$83
Improve $290m $36
Timeframe for Delivery
launch $78
effectiveness $166m $24
• Ongoing
$331
$82m $60
$23m $12 $13 $187
$33 $5 $93 Indicative Financial Impact (FY24)
$10 $1 $44
• ~$450m revenue (including Intellifuse)
FY20B FY21F FY22F FY23F FY24F
• Limited cost to achieve (internal redeployment
Infusion Systems Vascular Access Vital Care
/ reorganisation)
Channel Expansion
Invest in customer relationships to enter new higher growth adjacencies – especially US Alternate Site/Homecare (ASHC)
Channel
Expansion
Merckx’s served addressable segment by alternate sites of care – 2017 US SAS ($m) 4 Key Activities
• Increase share of US ASHC from 8% to
5% 4% 6% 14% 5% 18% 10-12% by matching Merckx’s average
308 193 158 140 83 99 across sub-segments
• Scale direct sales organization and
Selected Regional/Functional Examples
85% 91% 99% 96% 90% 89% build inside sales team (e.g., telesales) to
enable better coverage of fragmented
account base
• Increase use of distributors to drive
penetration in sites of care
• Robust key account targeting and
segmentation strategy to optimise sales
1%
force account coverage
4%
Commercial Excellence
Refine go to market strategy through optimizing call points per sales rep and total addressable segment per call point in the US
Improve overall salesforce productivity globally
Commercial
Excellence
Number of call points per rep in the US (12 reps)
US TAM per call point ($ USD) 1 Key Activities
• Increase US growth
Prioritize US 400 • Merckx has been
ASC <1% • Invest ahead of growth by increasing sales
salesforce 32,799 increasingly focusing its
force and re-shape sales force to increase
allocation sales force resources on
customer contact and increase share of
592 growing its share in high
Urgent Care frontline FTEs
Selected Regional/Functional Examples
<1%
7,924 value call points that can
be managed by a few reps • Use strategic business partnerships to
1,033 manage less valuable channels
Homecare 4% • Merckx is aiming to
11,286 leverage its well
positioned, differentiated • Improve EU sales productivity targeting
1,273 products improvements of ~10%
EMS 11%
2,783 • Build centre of excellence and
Grow • In sites of care with less administrative support against high value
4,667
through US Physicians Office 13% valuable call points, accounts and deals, by hiring additional staff
3,214
distributor Merckx is looking to utilize
partnership the large presence of • Optimize pricing strategy by building a
4,583
LTAC 10% specialised distributors
1,499 mature pricing organization
• Merckx is already
5,333 evaluating potential
Specialist Clinic 8% Timeframe for Delivery
4,805 attractive strategic
business partnerships • FY20-FY21 (longer for pricing)
Call point per rep $/call point X% Merckx share of SAM
Indicative Financial Impact
Improve EU • Optimize talent: upskill / specialise to match buyer sophistication and enhance performance • $12-23m revenue
sales • Improve tender / high value account support: enable more proactive and efficient development
• Limited cost to achieve
productivity • Enhance targeting capabilities
• Maximize call / visit capacity: eliminate low value added activities (e.g. assembling)
65
STRICTLY PRIVATE AND CONFIDENTIAL
Geographic Expansion
New structure for new geographies to increase penetration in higher growth markets and focus on regional competitiveness and
structure for success. Regional business unit structure to enhance customer proximity and drive results
Geographic
Expansion
100.0%
• South East Asia: customer relationships and increase
4,000 sales presence
90.0%
• Latin America:
• Leverage Mexico footprint to grow in adjacent markets
(partner with local Medtech companies and distributors)
80.0%
70.0%
50.0%
2% resources
• India: localization and focus segments
10%
1,750 • Market-specific portfolio and pricing
40.0%
7%
875 segments
20.0%
66
STRICTLY PRIVATE AND CONFIDENTIAL
Procurement
Strengthen functional capabilities building on the Sierra Excellence System with economies of skill enhanced by strong
Procurement centres of excellence
67
STRICTLY PRIVATE AND CONFIDENTIAL
Manufacturing
Become world-class executors with a focus on cost management
Manufacturing
Key Activities
• Deploy LEAN and operational
excellence
• Focus on top OEE reduction contributors
(e.g., real time issue tracking and
Selected Regional/Functional Examples
68
STRICTLY PRIVATE AND CONFIDENTIAL
Supply Chain
Re-focus customer service efforts and improve productivity
Supply Chain
Distribution Centres have a generally low level of supply chain maturity Key Activities
• Implement new systems to improve
productivity in DCs and reduce labour
costs through process improvements
• Demand planning and forecasting
Selected Regional/Functional Examples
69
STRICTLY PRIVATE AND CONFIDENTIAL
G&A
Increasing accountability and ownership in the operating model: regional business units with decentralised P&Ls to
G&A maximise customer proximity and drive results whilst maintaining functional excellence at the centre
Key Activities
CEO
• New philosophy and operating model:
Transformation
Office
centre-light model with accountability
in new regional business units with
fully-loaded P&Ls
General Counsel
Selected Regional/Functional Examples
70
05
Financial Overview
STRICTLY PRIVATE AND CONFIDENTIAL
Methodology
• The three year historical track record presented for Merckx (FY17-19A) has been taken from the Financial Vendor Due Diligence (“VDD”)
report prepared by Deloitte
‒ The Financial VDD report is based on the Merckx management accounts and has been reconciled by Deloitte to the historical reported
financials
‒ The historical financial information for Merckx is being audited (the audit is expected to be completed by the end of December 2019)
• Over the last three years the Merckx income statement has been impacted by a number of structural and operational changes including; the
Historical financial
sale of three businesses; a change in distribution channels for the Acapella product; an enforced notified body change; and the
information (HFI)
rationalization of certain product groups. These changes have impacted the year on year comparability of the reported historical financial
information
‒ For this reason, Deloitte has presented an adjusted income statement in the Financial VDD, which incorporates quality of earnings
adjustments (including in relation to the items listed above)
‒ All historical financial information within this document is presented on this adjusted basis
‒ These adjustments are explained in the quality of earnings section of the Financial VDD report
72
STRICTLY PRIVATE AND CONFIDENTIAL
Methodology
• The Merckx business plan has been prepared by the Merckx management team ahead of the demerger of the business
‒ The financial projections represent the current base case financial profile for Merckx as a standalone company, as would be expected to
be signed off by the Sierra and Merckx Boards ahead of the demerger
‒ These are therefore also the basis of the financial projections the Merckx management team would currently intend to use to brief equity
analysts ahead of the separate listing of Merckx
• The business plan process for Sierra Group divisions is well established: businesses develop five-year, organic operational plans on a
constant currency basis
‒ March - first submission of strategic plans
‒ May - strategic plans reviewed and approved by Sierra Board
‒ July - Budget (first year of plan) approved by Sierra Board
• The starting point for the business plan projections is the Merckx FY20B budget, as signed off by the Sierra Group Board in July 2019
• Given the above, the financial profile in this document represents the achievable level of the plan and does not include many of the upsides
Business plan which have been identified by Merckx management
methodology
• The budget and business plan are based on a detailed bottom-up financial model, built on a product-by-product basis and analyzed for the
purposes of the business plan at the GPH21 level (at which level there are c. 90 groups of products), which are then consolidated to the
Merckx level
‒ For each individual product, there is a full revenue and gross profit build up
‒ This includes both existing products and NPI
• All cost items below gross profit are analyzed at the Merckx level and are based on a detailed build-up of each expense item. Key expense
line items below gross profit include:
‒ Sales and marketing
‒ Operations and GQR 2
‒ G&A
‒ R&D spend
‒ Function costs
73
STRICTLY PRIVATE AND CONFIDENTIAL
Methodology
• Merckx operates largely on a standalone basis from Sierra Group with no shared manufacturing sites or operational functions. It receives
certain back office support from Sierra Group, largely related to the IT and HR functions
• Certain recharges from Sierra Group have historically been included in Merckx’s P&L. These recharges have reflected:
‒ Merckx’s use of back office support
‒ An allocation of Sierra Group’s central / corporate costs to Merckx
Corporate
• The historical level of recharges does not represent the future cost structure of Merckx once the separation is completed
allocations /
shared services ‒ A separation document has been prepared detailing the cost of the back office functions which would be required on a standalone basis
and relate primarily to IT, HR, Insurance and share based payments
• The adjusted historical financial information and the business plan projections include only those costs required by Merckx on a standalone
basis:
‒ These costs are estimated to be c. $36m p.a. (more detail on p. 97)
‒ This compares to a FY19A group recharge of c. $50m
• Some of the products described in Section 5 of this document (Financial Overview) are under development by Merckx and are not currently
available for sale (please refer to the disclaimer on p. 2)
Other
74
STRICTLY PRIVATE AND CONFIDENTIAL
• Base business return to market growth (CAGR of 4%), made up of: • Strong and increasing gross margin profile, consistently > 50%
‒ Base business (excl. any NPI) projected to grow at 0.1% CAGR (incl.
impact of cannibalization due to significant level of NPI) • Gross profit margin expected to increase from 53.7% to 56.4% over the
‒ New products (excl. Intellifuse™ and Micro-Infusion) forecast to add forecast period, predominantly driven by improvements in product mix, as
c. $136m of revenue by FY24 well as operating leverage from revenue growth
• Including projected contribution from Intellifuse™, Merckx’s revenue is
‒ Favourable mix in part a result of new product launches / refreshing of
expected to grow at 9% CAGR over the forecast period driven by a
portfolio
return to market growth and the introduction of new products,
particularly Intellifuse™
• Gross profit also aided by initiatives to optimize pricing by building a
• Return to market growth driven by refreshed portfolio, entry into new mature pricing organization and negotiating purchase price reduction
higher growth adjacencies (e.g., increased focus on alternate sites and initiatives, offsetting pricing pressures and inflationary increases in the
home care) and new PFG partnerships to fill gaps in portfolio cost base
• Merckx has significant planned near-term product launches following the
increase in R&D spending in recent years, driving revenue from new • Other widespread gross margin efficiencies identified across procurement,
products in the forecast period (c. $450m of revenue by FY24) manufacturing and supply chain
‒ In addition to Intellifuse™, other key new products include Micro-
Infusion, Keystone PIVC and Acapella OTC
Revenue ($m) Adj. gross profit ($m) and margin (%) 1
53.7% 56.4%
$1,587
$895
$1,141
$613
75
STRICTLY PRIVATE AND CONFIDENTIAL
• Expanding EBITDA margin profile over the period from 23.6% to 27.8% • Consistently strong cash conversion (> 90%) given low capital intensity
of the business, despite substantial R&D spend
‒ Operating profit margin forecast to expand from 19.3% to 24.0%
‒ Asset light business requires limited capital expenditure other than
• SG&A efficiencies driven by initiatives identified by new management research and new product development (typically c. 4.5% of
team revenue)
‒ Organisational delayering and introduction of regional P&Ls • Increased profitability of business over forecast period key driver of
14% CAGR in operating cash flow
‒ Streamlining functions, adopting best-in-class targets and driving back
office efficiencies • Cash conversion lower than historical average partly due to NPI-upside
opportunity
• Margin also driven by introduction of margin accretive new products –
Micro-Infusion and Intellifuse™ • Cash conversion supported by high credit quality of customer base
Adj. EBITDA ($m) and margin (%) Operating cash flow 1 ($m) and conversion 2 (%)
23.6% 27.8% 97.9% 95.2%
$441 $362
$270 $216
76
STRICTLY PRIVATE AND CONFIDENTIAL
FY20B FY21F FY22F FY23F FY24F Focus on Operational Excellence driving SG&A optimization
FY20B FY21F FY22F FY23F FY24F Lower cash flow conversion in outer years as NPI ramps up
77
STRICTLY PRIVATE AND CONFIDENTIAL
Revenue trends
78
STRICTLY PRIVATE AND CONFIDENTIAL
79
STRICTLY PRIVATE AND CONFIDENTIAL
80
STRICTLY PRIVATE AND CONFIDENTIAL
Intellifuse™ overview
Robust go-to-market strategy considers competitive pricing, training, product messaging, required sales force and account management
$711 • Opportunity to capture accounts from specific incumbents due to customer dissatisfaction
$617
$508
$50 $403 • Targeting US LVP installed base of ~5%2 by FY24, 19% indicative volume share of units
$17 $270
$133 sold
FY21F FY22F FY23F FY24F FY25F FY26F FY27F FY28F • Revenue escalates as installed base increases – driving equipment sales as well as
associated software and dedicated consumables
Indicative volume share of units sold (total LVP and Syringe):
Americas: 1.6% 3.8% 7.5% 14.3% 18.0% 18.0% 17.3% 16.7% • Each pump represents a 7-year annuity
Asia Pacific: - 0.0% 0.1% 0.2% 0.2% 0.2% 0.1% 0.1%
• For each pump, c. double the value of the pump is earned in the annuity relating to
EMEA: 0.1% 0.1% 0.4% 0.6% 1.4% 2.6% 4.1% 4.9% seven years of consumables (service, software and dedicated consumables)
35.5% 43.9% 55.3% 57.9% 59.9% 62.2% 64.0% 64.8% • Lower margin in early years as business invests to establish reference accounts
• Penetration pricing strategy to build reference accounts and share
• Installed base drives higher margin in outer years from increased proportion of sales
in higher margin software and dedicated consumables
$394 $461
$316
$6 $22 $241
$156
$73
FY21F FY22F FY23F FY24F FY25F FY26F FY27F FY28F
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Cost structure
35.3% 34.7% 34.4% 34.4% 33.5% 33.3% 32.6% 32.4% • Expenses as a proportion of sales forecast to decrease across period,
underpinned by a number of cost reduction initiatives identified by new
management team:
• Total R&D (sum of capitalised and expensed R&D) held at ~5-6% of revenues
throughout the forecast
$160 $162 $165 $164 $166 $171 $175 $181
• Intellifuse™ first expenses forecast to be incurred in FY20F ($1m), but forecast
to increase significantly to $79m by FY24 in line with growth in revenue
FY17A FY18A FY19A FY20B FY21F FY22F FY23F FY24F • FY24F Intellifuse™ expenses correspond to ~29% of sales
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EBITDA trends
25.1% 23.9% 23.7% 23.6% 24.9% 25.6% 26.7% 27.8% • EBITDA margin expands ~420bps over forecast period (FY20B – 24F)
• Operating profit margin forecast to expand from 19.3% to 24.0% over the same
period
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Capex ($m) and proportion of sales (%) Net working capital 2 ($m) and NWC as % sales
6.8% 5.7% 5.7% 4.7% 4.6% 4.6% 4.3% 3.9% 15.6% 17.2% 15.2% 15.0% 15.0% 14.8% 14.4% 13.8%
$74
$3 $64 $64
$61 $62 $219
$3 $2 $58 $202
$53 $56 $1 $1 $2 $193
$0 $2 $2 $2 $189
$2 $170 $171 $172 $179
$40 $27 $19 $19
$25 $17 $18
$17
• Capex split between fixed asset, R&D capitalization and software capex • Working capital requirements forecast to remain at a stable level reflecting
asset-light nature of business
• Forecast to remain at a stable proportion of revenue over forecast period (4-5%)
• Intellifuse™ represents key driver of increase in net working capital as level of
installed base ramps up
• Low level of maintenance capex for Merckx
• Reduction in working capital investment through inventory improvement
initiatives partially offset by increased Intellifuse™ investment
• Days inventory outstanding at an average of ~127 days 1 from FY17 – 19A, held
constant over forecast period
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+3-4% >2.2x
1 Attractive $8.6bn regulated medical devices served market
with sustainable growth fundamentals Medium-term CAGR
Potential expansion of
Infusion Systems base SAS1
#1-3 >80%
2 Leading positions in target market segments with recurring revenue
driven by established relationships and differentiated products Leadership positions in
>70% of the business Sales from consumables / single-use devices
>125m >1,000
3 Global brands with proprietary IP and
established routes to market patients treated with Merckx products
every year
Global patents2
~40% >30
4 Investment in R&D
and significant planned near-term product launches Increase in average R&D spend
in 2016-19 vs 2012-15
Products (new and improved) launched
in last 24 months
>55% >90%
6 Strong margins and cash flow, with significant
and tangible upside potential Gross margin (excluding distribution costs) Cash conversion
CAGR CAGR
Year end 31 July; $m FY17A FY18A FY19A FY20B FY21F FY22F FY23F FY24F FY17-19A FY20B-24F
Revenue $m 1,091 1,123 1,126 1,141 1,199 1,278 1,405 1,587 1.6% 8.6%
Growth (%) % n.a. 2.9% 0.3% 1.3% 5.1% 6.5% 9.9% 13.0%
Gross profit $m 608 607 606 613 651 700 779 895 (0.2%) 9.9%
Margin (%) % 55.8% 54.1% 53.8% 53.7% 54.2% 54.8% 55.4% 56.4%
Adjusted EBITDA $m 274 268 267 270 299 327 375 441 (1.3%) 13.1%
Margin (%) % 25.1% 23.9% 23.7% 23.6% 24.9% 25.6% 26.7% 27.8%
Adjusted operating profit $m 224 217 218 221 249 275 320 381 (1.4%) 14.6%
Margin (%) % 20.5% 19.4% 19.3% 19.3% 20.7% 21.5% 22.8% 24.0%
EBITDA $m 274 268 267 270 299 327 375 441 (1.3%) 13.1%
Change in NWC $m n.a. (23) 21 (0) (8) (9) (13) (17)
Capex $m (74) (64) (64) (53) (56) (58) (61) (62) (6.7%) 3.6%
Operating cash flow $m n.a. 182 224 216 235 259 302 362 n.a. 13.8%
1
Cash conversion % n.a. 83.7% 102.9% 97.9% 94.5% 94.0% 94.1% 95.2%
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$17
$5 $3
$5
$14 $10
$15
$7
$7 $10
$32
$258 $6
$3
$1,587
$19
$35
$1,141
FY20B Ambulatory Ambulatory Hospital Infusion Pain PIVC Ports & Sharps Cardio Temperature Tracheostomy Respiratory General Respiratory Specialty Other FY24F
revenue Infusion Infusion Infusion Disposables Management Grippers (incl. Safety Thoracic Management COPD Anaesthesia Revenue
Disposables CIVC)
• Largest drivers of revenue increase between FY20B & FY24F are Hospital Infusion ($258m) due to the ramp-up in Intellifuse™, Ambulatory Infusion and PIVC ($35m and
$32m respectively)
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$17
$20
$270
$1,587
$136
$3
$1,141
FY20B revenue Base business 1 NPI (ex. Intellifuse™ and Intellifuse™ Micro-Infusion Other FY24F revenue
+ cannibalisation Micro-Infusion)
‒ NPIs excluding Intellifuse™ and Micro-Infusion forecast to provide ~$136m to revenue by FY24F
‒ Intellifuse™ ramps-up significantly in outer years of plan as product benefits from robust go-to-market strategy, which drives increase in installed base
‒ Decline in base business due to cannibalization by Merckx NPI; constant refreshing of portfolio reduces sales of predecessors
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$31 $(7)
$43
$105
$441
$270
FY20B EBITDA Revenue growth Gross margin expansion Reduction in SG&A Depreciation & Amortisation FY24F EBITDA
as % of sales
‒ Revenue growth: new product introductions underpin strong revenue performance over forecast period. Intellifuse™ to contribute ~$270m in revenue by FY24F
‒ Gross margin expansion: driven by new products and reduction in COGS as a proportion of revenue and significant improvement in productivity generally
‒ Reduction in SG&A: new management team is implementing significant cost-reducing initiatives to reduce SG&A, particularly around organization delayering and
regionalization as well as operations. SG&A as a proportion of sales forecast to reduce by ~200bps over the forecast period
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Key Adjustments
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Separation considerations
Merckx operates on a standalone basis with respect to sales and operations with reliance on Sierra Group
limited to specific shared functions
• Substantively all of Merckx’s ~8,000 employees are directly employed by Merckx entities
Employees • A small number are currently employed by Sierra that relate to Merckx and vice-versa. These employees will be transferred into or out of the
perimeter, as appropriate, prior to completion
• All customer contracts are exclusive to Merckx and will transfer with the business
Contracts • Supplier contracts are predominantly exclusive, though there are a small number of shared supplier arrangements (principally around IT and
HR) which will be split or novated or other arrangements agreed as appropriate
• Merckx has its own dedicated legal team, although it receives support from Sierra in specific areas related to APAC, litigation, ethics and M&A
Legal and • A number of Merckx related patents are currently held by Sierra and will be transferred into the perimeter prior to completion
compliance • Product trademarks will transfer with the business, although the rights to use the Sierra brand name will cease after an appropriate time
period under the TSA
• Merckx operates a number of standalone DB and DC schemes, which will transfer as part of the transaction, and participates in some Group
arrangements
• Defined benefit: Standalone schemes in various jurisdictions, with aggregate deficit as at 31 July 2019 on IFRS (IAS19) basis of
Pensions $7.3m1. These will transfer as part of the transaction. Legacy Group scheme in the US, which will be retained by Sierra
• Defined contribution: A number of standalone schemes and participant in Group schemes in the US and UK. Replacements for these
Group schemes will be set up before completion
1. Note: Reflects $1.1m for Japan (assets of $6.1m, accounting liabilities of $7.2m) and $6.2m for the unfunded plans
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Share based payments • Charges relating to three schemes operated by Sierra for Merckx management • Management incentivization
35.6
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Reported sales 1,183 1,145 1,122 Reported EBITDA 316 265 237
Disposed businesses (34) (19) (2) Disposed businesses (13) (6) (0)
EoL impact (standard margin) (21) (16) (7) EoL impact (standard margin) (11) (8) (3)
Pro-forma reported sales 1,127 1,110 1,113 Pro-forma EBITDA 291 243 234
Impact of enforced Notified Body change - 3 3 Impact of enforced Notified Body change (1) 4 5
Acapella go-to-market change impact (17) 18 3 Acapella go-to-market change impact (13) 15 2
One time sale (19) 3 3 One time sale (15) 3 3
Other - (11) 4 One-off items in costs (8) 1 3
Adjusted net sales 1,091 1,123 1,126 Other 6 (13) 5
Adjustment to net recharges 14 14 14
Adjusted EBITDA 274 268 267
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R&D trends
$78 $75
$69 $67 $69
$63
$58 $60
$37
$40
$25 $27
$17 $17 $18 $19 $19
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FY19A revenue split by currency at reported rates FY19A EBITDA split by currency at reported rates 1
Split by transaction currency ($m) Total % split Split by transaction currency ($m) Total % split
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• Merckx’s standalone ETR will depend on a number of factors including its • Merckx operates a funded DB pension plan in Japan and various
capital structure unfunded DB pension and termination plans in Europe
• Merckx has a lower underlying tax rate than the rest of Sierra Group • At FY19A there was a balance sheet provision of $7.3m in respect of
primarily due to its relatively higher proportion of UK operating profits these plans, broken down as:
and proportionately higher R&D and other tax attributes
• $1.1m for Japan (assets of $6.1m, accounting liabilities of $7.2m);
• Overall Merckx would currently be expected to have an ETR in the low
20s% • $6.2m for the unfunded plans
• Pension costs for these plans were broadly stable over FY17A - FY19A at
c.$0.7m p.a.
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Glossary
Term Definition
AM Anti microbial
ASHC Alternate site and homecare
AT Anti thrombogenic
BLU Blue Line Ultra
BU Business Unit
CADD Brand
COPD Chronic obstructive pulmonary disease
DC Distribution centre
DEHP Bis(2-ethylhexyl) phthalate - chemical used as plasticizer
EOL End of Life
FFW Fast fluid warmer
GPO Group purchasing organization
HFE Human factors engineering
IBPM Invasive blood pressure monitoring
IV Intravenous
LOR Loss of resistance
LVP Large volume pump
MI Micro-Infusion
NPI New product introductions
OB/GYN Obstetrics /gynaecology
OBL Own brand label
OEM Original equipment manufacturer
P1-P5 Phases / stages in the Merckx five-stage sales process
PCA Patient controlled analgesia
PFG Purchased finished goods
PICC Peripherally inserted central catheter
PIVC Peripheral venous catheter
PMO Project management office
SAM Served addressable market
SKU Stock keeping unit
TCI Target controlled infusion
VIP Variable Infusion Profile
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