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Grifols S.A.

Investor Presentation Sep 17, 2021

1834_iss_2021-09-17_0bf5f261-37df-426a-91c1-8c8beb6c8c0f.pdf

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Grifols, S.A.

Avinguda de la Generalitat 152-158 08174 Sant Cugat del Vallès Barcelona - ESPAÑA

Tel. [34] 935 710 500 Fax [34] 935 710 267

www.grifols.com

De conformidad con lo dispuesto en el artículo 226 del Texto Refundido de la Ley del Mercado de Valores, aprobado por el Real Decreto Legislativo 4/2015, de 23 de octubre, Grifols, S.A. ("Grifols") mediante el presente escrito procede a comunicar la siguiente

INFORMACIÓN PRIVILEGIADA

Grifols, como continuación de la Información Privilegiada enviada esta mañana, informa que hoy, a las 11 am CET, se mantendrá una reunión virtual con inversores y analistas en la que se comentará la presentación adjunta.

La reunión virtual podrá seguirse a través de los siguientes enlaces.

https://streamstudio.world-television.com/1100-1766-30452/en

En Barcelona, a 17 de septiembre de 2021

Nuria Martín Barnés Secretaria del Consejo de Administración

Grifols Biotest AG Investment

Disclaimer

This presentation and our discussions during this conference call does not constitute an offer or invitation to purchase or subscribe shares, in accordance with the provisions of the Spanish Securities Market Law (Royal Legislative Decree 4/2015, of 23 October, as amended and restated from time to time), Royal Decree 1310/2005, of November 4, and its implementing regulations. In addition, this document does not constitute an offer of purchase, sale or exchange, nor a request for an offer of purchase, sale or exchange of securities, nor a request for any vote or approval in any other jurisdiction.

FORWARD-LOOKING STATEMENTS

This presentation contains forward-looking information and statements about GRIFOLS based on current assumptions and forecast made by GRIFOLS management, including pro forma figures, estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to capital expenditures, synergies, products and services, and statements regarding future performance. Forward-looking statements are statements that are not historical facts and are generally identified by the words "expected", "potential", "estimates" and similar expressions.

Although GRIFOLS believes that the expectations reflected in such forward-looking statements are reasonable, various known and unknown risks, uncertainties and other factors could lead to material differences between the actual future results, financial situation, development or performance of the Company and the estimates given here. These factors include those discussed in our public reports filed with the Comisión Nacional del Mercado de Valores and the Securities and Exchange Commission, which are accessible to the public. The Company assumes no liability whatsoever to update these forward-looking statements or conform them to future events or developments. Forward-looking statements are not guarantees of future performance. They have not been reviewed by the auditors of GRIFOLS.

NON-GAAP FINANCIAL MEASURES

This presentation refers to certain non-GAAP financial measures. The presentation of these financial measures is not intended to be considered in isolation, or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures as an analytical tool. In addition, these measures may be different from non-GAAP financial measures used by other companies, limiting their usefulness for comparative purposes. We compensate for these limitations by providing specific information regarding GAAP amounts excluded from these non-GAAP financial measures.

Our Focus in Bioscience: Plasma as an Essential Asset

Successful Track Record to Support Growth

More Than Ever, Plasma Is the Core Pillar of Grifols

Grifols' response to limited plasma availability:

  • Organic and inorganic expansion while diversifying plasma sourcing
  • Planning to open ~20 centers/year over the next 3-4 years
  • Recent acquisitions and plasma supply agreements to strengthen existing network: +50 centers and 1.7ML/year capacity
  • Targeting 520 plasma centers by 2026
  • Diversifying plasma sourcing through U.S., Europe and Egypt
  • Supporting countries to reach self-sufficiency (China, Canada and Egypt)
  • Improving plasma economics and increasing revenue per liter bringing innovative plasma proteins to drive revenue growth and margin expansion

18

Today 2026

Biotest AG Investment - 5 -

Plasma Economics and Revenue per Liter Boosted by Innovation and Commercial Efforts

  • Current portfolio focused on three key proteins: IgG, Albumin and Alpha-1
  • Recent innovation efforts led to three successful product launches: Xembify®, Tavlesse® and VistasealTM
  • Leading commercial efforts to increase Alpha-1 diagnosis and accelerate its growth in the U.S. and Europe
  • R&D efforts focused on developing new indications for existing proteins and novel proteins
  • Collaborations and licensing agreements to enhance existing pipeline

Biotest: A Transformational Investment

Unique opportunity to launch two new plasma proteins in the short-term, significantly improving revenue per liter and margins

Integrate and accelerate an attractive pipeline of innovative plasma-derived therapies with exceptional potential growth and profit from 2023 onwards

Significant revenue and cost synergies leading to a highly accretive investment with incremental EBITDA of €300m+ in 2024 and €600m+ in 2026

A more balanced global footprint by expanding operations (+26 plasma centers) and revenues in EMEA, while broadening Biotest products' footprint in the U.S.

Biotest Delivers +16% Strong Revenue Growth in 2020 and a Solid Upward EBITDA Trend

• Founded in 1946. Headquartered in Dreieich, Germany. 10 Affiliates

Manufacturing sites

  • 1 production plant (up to ~1.5 m/L plasma)
  • 1 production plant in commissioning (Biotest Next Level Project, ~1.5 m/L plasma)

26 plasma centers in Europe across Germany, Czech Republic and Hungary

  • Direct commercial presence in 10 countries. Marketed in 90+ countries
  • ~2,000 employees

Company Overview

+3 m/L plasma production capacity

Complementary Business to Boost Performance

  • Founded in 1909 as a family business
  • Leading player in global plasma-derivatives industry with a solid track record in plasma sourcing
  • Proven ability to grow businesses both organically and through M&A
  • Plasma, manufacturing and commercial global footprint with large presence in the U.S.
  • Strong mid- and long-term pipeline

  • Founded in 1946 as a family business, specialized on immunology and hematology
  • Highly experienced management
  • Strong presence in Europe
  • Broad plasma protein pipeline to be launched in the shortterm
  • Limited plasma sourcing (non-U.S. plasma)

Estimated Combined Financials in 2024

Revenues EBITDA EBITDA Mg Leverage
€7bn+ €2bn+ >30% <3.5x
  • Shared values and culture based on strong family footprint
  • Improved plasma economics and revenue per liter by leveraging on new, currently unused proteins and Grifols' leading global plasma center network
  • Notable increase in revenues and profit margins starting in 2023 as new products are launched
  • Significant revenue and cost synergies in developing, producing and distributing plasma-derived therapies
  • Strengthened product pipeline development
  • Globally balanced plasma sourcing and revenue footprint
  • Leading industrial capacity with 20m/L+ by 2021

Biotest's Compelling Innovative Phase III Pipeline

Innovation + +
Plasma supply
Revenue footprint
Plasma protein Indication Therapeutic area Phase Expected
market launch
Estimated
market size
Congenital Phase III completed 2023/2024
Fibrinogen Acquired Haematology Phase III 2023/2024 0.4-0.8Bn
USD
IgM Severe Community-acquired
Pneumonia (sCAP)
Infectious diseases 2024 1-2Bn
USD
Cytotect Pregnancy
(CMVIG1
)
Prophylaxis of Cytomegalie
Virus (CMV) infection
Phase III 2024 <0.5Bn
USD
SCIgG Next
Generation
Primary Immunodeficiency
(PID)
Immunology Phase III in planning 2025
IVIgG Next
Generation
Primary Immunodeficiency
(PID)
Phase III completed 10Bn+
USD
Idiopathic Thrombocytopenic
Purpura (ITP)
Haematology Phase III completed 2022

Combined Pipeline: Minor Overlap Leads to Perfect Fit

Innovation +
Plasma supply
+ Revenue footprint
Discovery Pre-Clinical Phase 1 Phase 2 Phase 3 Phase 4 / Regulatory LCM
Immunology 2 GRI programs
1 GIGA program
rSCIG
Spike in PdIG
with enriched
libraries (PID)
SCIG/IVIG IVIG-PEG Xembify®
Europe
SIDs-CLL IVIgG
Next Gen -
PID
Xembify® Xembify®
Prefilled syringes
SCIgG
Next Gen
PID
-
Bi-weekly dose
Hepatology 2 GRI programs Albumin 20%
ACLF (APACHE)
FlexBag®
US
Albumin 5%
Decompensated Cirrhosis (PRECIOSA)
FlexBag®
EUR
Pulmonology Alpha-1 AT
Non-cystic fibrosis
bronchiectasis
Alpha-1 AT
15% (SC)
AAT deficiency
Prolastin-C®
EUR (SPARTA)
Prolastin®
EU 4-5gr vials
ATIII
New indication
Fostamatinib***
AIHA indication
Hematology 2 GRI programs Fibrinogen
Congenital Deficiency and severe
hypofibrinogen
Fibrinogen
Acquired Deficiency
Fibrinogen
Acquired
6 GRI programs IVIgG
Next Gen -
ITP
Ophthalmology /
Others
3 ALK programs
2 GIGA programs
GIGA 564
Anti-CTLA-4 Oncology
AKST4290
DR
Fibrin Sealant
Biosurgery
pediatric
Use
IgM
Bacteremia
IgM
sCAP
Infectious
Diseases
4 GRI programs
2 GIGA programs
HIV Antibody
HIV**
GIGA 2050
COVID-19
Cytotec Pregnancy
GIGA 2070
COVID-19
(CMV infection)
GRF6019
ABvac40
AD
AD
Neurology 3 GRI programs
5 ALK programs
GRF6021
AKST4290
PD with
PD
Dementia
Biotest project
Biotest AG Investment -
11
-
Source: Company data Grifols project
Grifols project to be discontinued

Plasma Economics and Revenue per Liter Boosted by Innovation and Commercial Efforts

  • Current portfolio focused on three key proteins: IgG, Albumin and Alpha-1
  • Recent innovation efforts led to three successful product launches: Xembify®, Tavlesse® and VistasealTM
  • Leading commercial efforts to increase Alpha-1 diagnosis and accelerate its growth in the U.S. and Europe
  • R&D efforts focused on developing new indications for existing proteins and novel proteins
  • Collaborations and licensing agreements to enhance existing pipeline

Biotest AG Investment - 13 - Combined Portfolio to Enhance Plasma Economics Through 2 Novel Proteins • Stronger and broader commercial portfolio through addition of two breakthrough proteins, IgM and Fibrinogen • New proteins to be obtained from currently unused intermediate product • Targeting of several new indicationsWider Biotest commercial presence in the U.S. market by leveraging Grifols' plasma and commercial capabilities • Reinforcement of our European innovation hub and commercial presence in EMEA 0% % of plasma utilization Plasma cost Increase in gross margin Fibrin Sealant IgM AT-III Fibrinogen Alpha 1 AT FVIII Albumin IgG Revenue Per Liter 100% R&D and commercial expansion Innovation + Plasma supply + Revenue footprint For illustrative purposes

Expanding and Diversifying Plasma Sourcing By Adding 26 European Plasma Centers Innovation + Plasma supply + Revenue footprint

Biotest AG Investment - 14 -

Increasing Revenue Footprint in EMEA

Source: Company data

Enhanced Revenue Growth and Margin Expansion by Adding Two New Proteins Without Incremental Plasma Costs

Grifols' Revenue per Liter

(Base 2021=100)

Biotest AG Investment - 16 -

Improved Plasma Economics Enhances Profitability

How Adding 2 New Proteins Impacts Revenues, COGS and Gross Margin

Biotest AG Investment - 17 -

Revenue and Cost Synergies Resulting in a Highly Accretive Investment

Incremental EBITDA of more than in 2026 €600m

Biotest AG Investment - 18 -

Revenue and Cost Synergies Will Drive EBITDA to €2.8bn and Margin to 32%+ in 2026

Biotest AG Investment - 19 -

Highly Committed to Achieving Rapid Deleveraging

Note: Leverage metrics presented on a pre-IFRS16 basis. IFRS16 impact on Grifols EBITDA assumed to remain at 2020A level of €63m throughout the forecast period. IFRS16 impact on Biotest EBITDA assumed to remain at LTM Jun-21 level of €5m throughout the forecast period. Grifols IFRS16 lease liabilities assumed to remain at Jun-21 level of €783m throughout the forecast period.

  • 1) Covid adjustments of €169m for LTM Jun-21 and €145m for 2023E; run-rate adjustments of €140m for LTM Jun-21 relating to acquisitions of new plasma centers throughout FY20 and FY21 by Grifols.
  • 2) Leverage metrics computed on EBITDA values combining Grifols and Biotest EBITDAs as well as estimated synergies.

Biotest AG Investment - 20 -

  • Proceeds from GIC investment used to repay existing debt
  • GIC investment materially strengthens Grifols' liquidity levels
  • Expected closing in Q4 2021

A

  • B • €2 billion unsecured bridge financing commitment provided by BofA Securities
    • Grifols plans to explore its financing options for unsecured debt
  • Grifols is highly confident about achieving this deleveraging profile using all its available tools, as necessary C
    • Grifols does not expect to pursue any meaningful M&A or cash dividends until leverage is below 4x
    • Strong track record of deleveraging post acquisitions

Transaction Highlights

  • The transaction values Biotest's Equity at ~€1.6 billion and Enterprise Value at ~€2 billion
  • Grifols offers c.€800 million for the c.90% of Biotest ordinary shares and c.1% of Biotest preferred shares, plus €310 million loan
  • The offer includes c.23% premium to the 30-day price (VWAP) for Biotest's ordinary shares
  • Upon completion, Grifols will indirectly own ~90% of total share capital by voting rights and ~45% by economic rights
  • Grifols launches a tender offer for Biotest's remaining ordinary and preferred shares for cash

Grifols and Biotest Marking a New Milestone While Shaping the Plasma Industry

Advancing towards increasing global plasma-derived therapies availability, while introducing novel plasma therapies to meet new patients' needs around the world

"The right to live in society entails the duty to work to improve it" Josep Antoni Grífols i Roig, Founder

Investor Relations & Sustainability

+34 93 571 02 21

[email protected] [email protected] [email protected] [email protected]

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