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An F&B leader embarking ona transformational growth story

Agthia Group

April 2021

Strictly Confidential 2

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Today’s Presenters

Alan SmithChief Executive Officer

Ammar Al GhoulChief Financial Officer

Mubarak Al MansooriChief Human Capital &

Corporate Services Officer

Ahmad Yahya

Executive VP – Growth & Categories

Sahar Srour

Investor Relations Manager

Mujtaba Hussain

Senior VP – Mergers & Acquisitions

Today’s Agenda

Agthia Group Today

Agthia’s 2025 Strategy:

Accelerating Growth

Financial Performance

Agthia: A journey to becoming a regional F&B leader by 2025

Strictly Confidential

Agthia Group Today


Product mix

1 Including exports 2 Agthia alone (excluding Al Foah & Al Faysal); EBITDA adjusted for one-off provision of AED 82MN

Manufacturing

AED 2.06BN+ 2020

Revenues2

Brands Distribution reach

AED 251MN 2020

EBITDA2

Footprint1 Workforce

12% EBITDA Margin 2020

Profitability2

30+ countries

11 sites

2.3MN Tons

4.2K FTEs

210k+ customers

Water FlourFeed

Juices DairySauces

19 brands

Agthia Group at a glance


Our History: Over 40-year establishment built on a proud heritage

Government-owned and managed company Publicly-listed company

1978 1990 2005 2007 2009 2012 2016 2018

1981 2004 2006 2008 2010 2015

2019

2017

HH Sheikh Zayed Bin Sultan Al Nahyan establishes Flour Mills and Animal Feed Company

Animal feed production starts

Al Ain Mineral

Company is established

Privatization of the Company and

establishment of Agthia

Agthia is listed on the ADX

Appointment of new management team

Acquisition of Ice Crystal in the UAE

Acquisition of Al Ain Vegetable

Egypt Tomato Paste & Frozen Vegetables

greenfield operation starts

Production and distribution agreement

with Yoplait

Acquisition of water company (Alpin) in Turkey

Acquisition of Al Bayan and distribution

agreement with Al Foah

Acquisition of Delta Water in KSA,

production of Al Ain in Kuwait and launch of Al

Ain Zero

JV with Anderson Hay in

the UAE

Launch of Al Ain Vitamin D and Bambini, R&D

partnership with Nutreco, and

opening of a water production plant in

Kuwait

Launch of Al Ain Zero

Bromate, Al Ain Bag in

Box and Flour Vit D

2020

Launch of Al Ain Plant Bottle and Yoplait Grass-Fed

Yoghurt, appointment of new Board and leadership team, acquisition of Al Foah (UAE)

and Al Faysal Bakery & Sweets (Kuwait)

2021

Acquisition of Nabil Foods

(Jordan) and Atyab (Egypt)


A diversified product portfolio…

Consumer Business Division Agri Business Division

Water & Beverages Food

Leadership position in the region

Diversified product portfolio with high-quality brands

International footprint encompassing 30+ countries

Innovation supporting healthy lifestyles

#1 e-commerce player in the water space

Incumbent brands with market leader position

Commitment to innovation to continuously expand product portfolio

Presence across all channels, inc. B2B and B2C

Flour Animal Feed

Supplier of choice to large commercial farms


… and a regional geographic footprint

# of manufacturing facilities


71%

29%

Segmental Overview

Consumer Business Division Agri Business Division

Water & Beverages Food Flour Animal Feed

55%

2020 Revenue

2020 EBITDA1

2020 Revenue 2020 EBITDA1 2020 Revenue 2020 EBITDA1 2020 Revenue 2020 EBITDA1 2020 Revenue 2020 EBITDA1

49% 49%51% 51%

2 Adjusted for one-off provisions of AED 82MN

2020 Revenue

45%2020 EBITDA1 50% 50%

91%

9%


617

648

Agthia has a solid base to expand upon

1,866

2,061

318

251

Resilient financial performance despite headwinds

Market leadership across all base products

Share, volume %

Rank, by volume1

Bottled water

27%1

Feed 44%1

Flour (B2C)

30%2

Revenues2

AED’MN

Gross profit2,3,4

AED’MN

EBITDA2,4

AED’MN

+1% p.a.

+2% p.a.

-AED67MN

1 In the UAE only 2 Agthia standalone; adjusted for one-off provisions of AED 82MN 3 2020 gross profit adjusted for one-off inventory provision of AED 7MN 4 Resilience post significant subsidy reduction since 2015 (lost subsidies of AED 246MN)

2015 2020

Innovation leadership and sustainability role-modeling

Agthia’s 2025 Strategy:Accelerating Growth



Our Long-Term Ambition

Becoming a regional F&B

leader by 2025

From…

Commoditized portfolio

Stable financial performance

Local organization mindset

UAE centric

To…

Value-add F&B brands

Superior shareholder returns

Consumer-centric& performance-driven

Footprint MENAP & beyond


Three strategic pillars to deliver on the vision


Growth

Pursue disciplined expansion plan focused on M&A

1Efficiency

Protect the corebusiness and get leaner

2Capability

Ensure our organization is set-up to deliver our strategy

3


Invest in growth Targeted & accretive M&A Dividends Disciplined leverage

DEPLOYING CAPITAL FOR PROFITABLE GROWTH RETURNING CAPITAL TO SHAREHOLDERS

• Focus on margin expansion & top-line acceleration

• Increase investments in brand building

• Prudent investment in CAPEX

• Ongoing commitment to robust dividend distribution

• Strong payout vs peers

• Prioritize growth markets and high potential categories

• Focused consistent strategic rationale

• Capture efficiency & scale-up synergies post-integration

• Proactively manage our Net Debt / EBITDA position

• Maintain flexibility for targeted M&A financing

Agthia’s long-term capital allocation principles

01

Growth



Agthia’s Approach to Disciplined M&A

Expanding into attractive categories & markets….

… to create value by accelerating profitable growth

Geographic Expansion:

• Large MENAP markets for proximity & scale

• Countries with (a) strong macroeconomic fundamentals; (b) growing consumption patterns; and (c) political stability

Category Expansion:

• Branded F&B categories with supporting platforms to gain scale

• Category tailwinds driven by favorable consumer demographics and trends

• World-class category expertise in Agthia’s top team

• Enhance and harmonize performance management to allow for effective oversight and capital allocation

• Inject capital to rapidly scale high ROI businesses

• Reinforce cost discipline to maintain price competitiveness & ability to invest in the market

• Strengthen innovation & RGM capabilities by leveraging category expertise and functional CoE

• Build and acquire master brands that are market leaders in their respective categories

• Capture cost and revenue synergies over time through selective integration, cross-selling and regional brand portfolio


A funnel approach to prioritizing the geographic expansion

Some of the geographical filtering criteria include:

Tier 1 countries include:Market Size

Demand & Supply Fundamentals

Availability of Acquisition Targets

Competitive Landscape

Regulatory Framework

Valuations


A funnel approach to prioritizing the category expansion

Snacking

Other Convenience FoodsPlant-based Food

Protein

Categories of focus include:

Some of the category filtering criteria include:

Market Size

Growth Potential

Consumer Proposition / Value Added Concept

Master Brand Potential

Size of Opportunity

Competitive Landscape

Replicable Model


A clear framework to identify M&A targets

Investment

Criteria

Market Leading (Top 3) Player

Value Accretive for Shareholders

Trusted Brands

Experienced Management Teams

21

Accelerating Agthia’s growth By 2025:

Strengthen our base

❑ Re-energize the water category

❑ Protect Flour and Feed categories

❑ Shift portfolio mix towards higher margin categories

Expand beyond

❑ Disciplined M&A

❑ Focus on MENAP and priority categories

❑ Additional EBITDA margin expansion through scale-up (international, cross-channel)

Upscale priority markets

Expand into value-add categories

Drive EBITDA margin expansion by at least 100bps p.a.



Delivering on our disciplined M&A strategy

Announcement Oct 2020 Dec 2020 Jan 2021 April 2021

CategoriesDates & derivatives,

confectionary

Bakery snacking Frozen & chilled processed

Protein products

Frozen & chilled processed

Protein products

FootprintInternational with strong focus on GCC & Asia

Kuwait mainly Jordan 50%, GCC 33%, Other exports 17%

Egypt

Revenues ~AED 440MN ~AED 90MN ~AED 360MN ~AED 425MN

Profitability ~16% EBITDA margin ~24% EBITDA margin ~17% EBITDA margin ~19% EBITDA margin

RationaleScale, category (superfood), brands

Brand, market scale New category, Brand, Scale Scale, Brands

Value creationSynergies, premiumization, diversification

Synergies, capabilities, wider customer base

Synergies, diversification, route to market

Synergies, diversification, growing market share, institutionalization


Higher EBITDA1

margin categories:- Bakery (Al Faysal): 24%

- Protein (Atyab): 19%

- Protein (Nabil): 17%

- Dates (Al Foah): 16%

Benchmark: >15%

Lower EBITDA1

margin categories:- Existing businesses: 12%

Benchmark: <15%

TODAY AMBITION

1 2020 EBITDA, adjusted for one-off debt provision of AED82MN 2 Including announced acquisitions: Al Foah, Al Faysal, Nabil and Atyab

Transition to consumer value-add portfolio

28%72%

PROFORMA(including acquisitions2)

<25%

>75%

Larger & more diversified

revenue base

Shifting towards higher-margin categories


55%Narrower

legacy revenue

base

45%

02

Efficiency


Y-o-Y cost savings, AED’MN

Agthia has a proven track record of cost optimization

SG&A reduction

Design to Value optimization

Distribution efficiency

Cost reduction programs 2015-2020

1 Excluding DME

X % of SG&A1

22

259

27

48

81

41

40

2015 2016 2017 2018 2019 2020 Total

7% 8%7% 11% 18% 8%


7% 7% 11% 18% 8% 8%

Our efficiency effort focus going forward:

− Existing businesses

− Acquired businesses

ii. Business Simplification

i. Synergies Extraction

• Commercial excellence (channel ubiquity, e-com, home delivery)

• World-class procurement, manufacturing and supply chain

• Working Capital excellence

• Strategic partnerships (distribution, manufacturing)

• Operational optimization

• Rationalize non-strategic/loss making SKUs

• Streamline suppliers & specifications

• Divest non-scalable assets

Expected impact

TARGET OF AED 200MN PRODUCTIVITY IMPROVEMENT BY 2025


+

Capability

03



Leveraging capability to define our competitive advantage

People

• Blending senior leadership experience (over 150 years in FMCG) with a strong brand portfolio

• Targeted talent acquisition with a clear focus on category management expertise

• Strengthened employee proposition, making Agthia an employer of choice

Organization

• BU led, with empowered accountable leaders

• Right sized organization, with central functional and CoE leadership

• Standardised and digitalizedperformance management system for effective oversight and capital allocation

• Transformation Office to drive change

Culture & know-how

• Distinctive in RGM embedded locally through CoE’s and leveraged across markets (e.g. regional master brands)

• Leading the way on Innovation andSustainability to meet or exceed rapidly changing consumer expectations

• Cost conscious, allowing re-investment in growth

• E-commerce and direct to consumer expertise ahead of peers


Experienced Board of Directors

Current role

Other notable experience

Khamis Bu HarounBoard Member

Gil AdoteviBoard Member

Salmeen Obaid AlameriVice Chairman

Khalifah Al SuwaidiChairman of the Board

Group Chief Investment Officer -ADQ

Chief Executive Officer –Al Dahra UAE Division

Investment Director -ADQ

Chairman –Abu Dhabi National Takaful Co.

Gianluca FabbriBoard Member

Saifuddin RupawalaBoard Member

Khalaf Al HammadiBoard Member

Current role

Other notable experience

Group Chief Financial Officer -Al Dahra

Chief Executive Officer -Lulu Group International

General Director of AD Retirement Pensions and Benefits Fund


Leadership Team

Previous notable experience

Current role

Alan SmithChief Executive Officer

Ammar Al-GhoulChief Financial Officer

Mubarak Al MansooriChief Human Capital and Corporate Services Officer

Ramy MerdanChief Operating Officer

Dr. Rabih KamlehChief R&D and QA Officer

Ahmad YahyaExecutive VP – Growth &

Categories

Previous notable experience

Current role

Declan BennettExecutive VP – Food and

Feed

Mohamed ItaniExecutive VP – International

Business

Mujtaba HussainSenior VP – Mergers &

Acquisitions

Khalid MansourSenior VP – B2C Commercial

UAE (Sales)

Fabio CattaneoSenior VP – Transformation

Total experience

Total experience

27 Years 22 Years 20 Years 28 Years 22 Years 28 Years

32 Years 24 Years 11 Years 31 Years 20 Years


Sustainability & innovation at the forefront of our strategy

Sustainability agenda that adopts ESG standards across all operations

Achieved AED100MN in cost savings over the last 5 years

35% of our packaging is made from recycled materials

99% of our packaging is recyclable

Reduced our usage by 1,500 tons of paper per year and 1,200 tons of plastic

1

2

Increased SKUs in flour from 3 to 26 which protected us post-subsidy

Product innovation in line with UAE’s health and wellness agenda (e.g., Al Ain zero sodium water, lactose free yogurt, Vita D water, etc.)

❑ Moving from a linear economy to a circular economy

❑ Continuously optimizing the packaging design to reduce CO2

footprint and create value for shareholders

❑ Significant cost savings achieved

❑ Evolving in line with changing consumer trends towards health and wellness

❑ Partnering with innovation labs UAEU, AUB, Nutreco, and house of patents in Europe

Product innovation is accelerating our topline growth

99%

100%


Financial Performance


Historical financial performanceRevenueAED’MN

Agthia standalone Pro-forma (incl. Al Foah, Al Faysal, Nabil Foods and Atyab)

64%Growth vs. standalone 92%Growth vs. standalone

1 Adjusted for one-offs 2 Calculated as (Free Cash Flow / EBITDA)

Margin

100%Growth vs. standalone Margin 109%Growth vs. standalone EBITDA Conversion2

Net Income1

AED’MN

EBITDA1

AED’MN

Free Cash Flow1

AED’MN

1,866 2,012 2,048 2,001 2,039 2,061

2015 2016 2017 2018 2019 2020

2.0%

318 356

313 316 285

251

2015 2016 2017 2018 2019 2020

17% 18% 15% 16% 14% 12%

231 254

206 210

160

117

2015 2016 2017 2018 2019 2020

12% 13% 10% 11% 8% 6%

(18)

318

(131)

389

199

123

2015 2016 2017 2018 2019 2020

n.m. 89% n.m. 123% 70% 49%

3,371

2020

481

2020

14%

234

2020

7%

257

2020

53%


Strong balance sheet provides support to fuel growth

2020 reported cash balance

AED776MN

Solid balance sheet2020 Net Debt / (Net Cash) position over EBITDA

2020 reported net cash position

AED239MN

Average cost of debt funding

~1.5%(1.0x)

1.0x

2.4x

Agthia Agthia (Pro-forma)* Median of Peers

1 After accounting for Debt portion raised to acquire Al Faysal, Nabil and Atyab


We have already made big strides toward achieving our targets2020 RevenueAED’MN

2020 Net Income1

AED’MN

2020 EBITDA1

AED’MN

61% 13% 3% 11%

` % contribution

52% 14% 4% 13%

50% 18% 4% 11% Normalization adjustments AED'MN

One-off IFRS bad debt provisions2 58.1

Capri Sun inventory & machinery write-off3 9.5

CSD accounting adjustment 7.7

Net inventory provisions 7.2

Total adjustments 82.5

1 Al Foah, Al Faysal Bakery and Nabil Foods figures normalized for non-recurring items 2 Customer-wise evaluation in compliance with IFRS and Company policy, such customers (long overdue balances) were deemed impaired hence the need to be provided for 3 Write-offs related to the discontinuance of Capri Sun production

13% 16%

16%


Shareholder returns at the core of our decision-making…Dividends per Share1

AED

Dividend payout ratio2

Dividend Yield%

2020 Total Shareholder Returns1,3

1 2020 DPS recommended by the Board on 8th of March 2021; subject to shareholder’s approval 2 Based on normalized EPS 3Calculated as (share price on 31-Dec-2020 – share price on 01-Jan-2020 + DPS distributed in 2021) / share price on 01-Jan-2020

22.6%+23%

0.125

0.15 0.15 0.15 0.15 0.165

2015 2016 2017 2018 2019 2020

32% 35% 44% 43% 66% 102%

1.6%

2.1%

3.1% 3.0%

4.2%3.9%

2015 2016 2017 2018 2019 2020

Dividend distribution policy for the year 2021 onward to be on a semi-annual basis


0

1

2

3

4

5

6

7

8

Jan-20 Apr-20 Jul-20 Oct-20 Jan-21 Apr-21

AE

D/s

ha

re

Daily Volume (mn) Agthia Price

… and are expected to continue increasing in light of recent share price performance

Appointment of new Board & new

CFO

Appointment of new CEO

Announcement of acquisition with Al

Foah

Announcement of acquisition of Al

Faysal Bakery

Announcement of acquisition of Nabil Foods

1 As of 12-April-2021

AED 0.6MN

Average daily traded value (AED’MN)

+2,343%

AED 15.2MN

+89%

Announcement of acquisition of

Atyab


Financial framework and targets

Enhance profitability through emphasis on higher margin product categories & high growth geographies

Continued focus on maximizing cost efficiencies and capturing synergies

Increase cash flow generation

Optimize capital structure

Place shareholder returns at the forefront of our decision-making

High Growth

Leverage

Dividends

• Continue with acquisitive strategy across geographies and product categories

• Maintain sustainable leverage levels and a solid balance sheet

• Continue regular distribution of dividends

Guidance


Agthia:A journey to becoming a

regional F&B leader by 2025


Agthia: A journey to becoming a regional F&B leader by 2025

Optimize our product portfolio mix

Build market leadership positions and master brands across the region

Adopt a best-in-class ESG framework

Deliver shareholder returns in line with global standards

Maintain a principled capital allocation framework

For all inquiries and questions concerning investor relations, please contact:

Sahar Srour, CFAInvestor Relations ManagerT: +971 2 596 0672E : [email protected]

Thank You

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